Eagle Bulk Shipping Inc. Reports Results for the Fourth Quarter of 2023
Quarter Highlights:
- Generated Revenues, net of
$104.6 million - Achieved TCE(1) of
$16,169 / day based on TCE Revenues(1) of$74.8 million
- Achieved TCE(1) of
- Realized net income of
$6.7 million , or$0.71 per basic share- Adjusted net income(1) of
$13.0 million , or$1.39 per basic share(1)
- Adjusted net income(1) of
- Generated EBITDA(1) of
$28.2 million - Adjusted EBITDA(1) of
$36.3 million
- Adjusted EBITDA(1) of
- Declared a quarterly dividend of
$0.60 per share for the fourth quarter of 2023- Dividend is payable on
March 21, 2024 to shareholders of record at the close of business onMarch 13, 2024
- Dividend is payable on
Annual Highlights:
- Generated Revenues, net of
$393.8 million - Achieved TCE(1) of
$13,738 / day based on TCE Revenues(1) of$253.0 million
- Achieved TCE(1) of
1 A non-GAAP financial measure. A reconciliation of GAAP to non-GAAP financial measures has been provided in the financial tables included in this press release. An explanation of non-GAAP financial measures and how they are calculated are also included below under the heading "Supplemental Information - Non-GAAP Financial Measures."
Merger Update:
- On
December 11, 2023 , the Company announced that it had entered into a definitive agreement to combine with Star Bulk (NASDAQ: SBLK) in an all-stock merger.
- Under the terms of the Merger Agreement, Eagle shareholders will receive 2.6211 shares of Star Bulk common stock for each share of Eagle common stock owned.
- Currently equates to a total consideration of approximately
$62.57 per share, or a 40% premium over the Company’s closing price of$44.85 onDecember 8, 2023 .
- Currently equates to a total consideration of approximately
- A special meeting of Eagle shareholders will be held on
April 5, 2024 to vote on the proposals necessary to complete the merger.
- Following the close of the transaction, Star Bulk and Eagle shareholders will own approximately 71% and 29% of the combined company on a fully diluted basis, respectively(2).
2 As of the date of the proxy statement/prospectus filed by the Company with the
Recent Developments:
- Converted
$34.75 million of Convertible Bond Debt into 1.1 million shares of Common Stock
- Executed agreement to sell a 2009-built scrubber-fitted Supramax bulkcarrier (Crested Eagle) for
$14.4 million
- Sale is expected to close in the second quarter
- Executed agreement to sell a 2009-built scrubber-fitted Supramax bulkcarrier (Stellar Eagle) for
$14.7 million - Sale is expected to close in the second quarter
- Coverage position for the first quarter of 2024 is as follows:
- 90% of owned available days fixed at an average TCE of
$15,000
- 90% of owned available days fixed at an average TCE of
Eagle’s CEO
Following two extraordinary years for the drybulk market during which Eagle generated record profits, freight rates came off significantly in 2023 against a backdrop of unwinding congestion. Notwithstanding the weaker landscape, we generated a net TCE of
On the strategic front, 2023 turned out to be a pivotal year for our company. In May, we increased our financial flexibility by executing a
Looking ahead, although Q1 is historically the weakest period, the 2024 market is off to a strong start on the back of supply side disruptions. As of today, we have fixed approximately 90% of our owned available days, at a net TCE of
3 As of
Fleet Operating Data
Three Months Ended | Year Ended | |||||||
Ownership Days | 4,784 | 4,837 | 19,209 | 19,261 | ||||
Owned Available Days | 4,627 | 4,644 | 18,418 | 18,243 |
Results of Operations for the three months and years ended
For the three months ended
For the three months ended
For the year ended
For the year ended
Revenues, net
Revenues, net for the three months ended
Revenues, net for the year ended
Voyage expenses
Voyage expenses for the three months ended
Voyage expenses for the year ended
Vessel operating expenses
Vessel operating expenses for the three months ended
Adjusted vessel operating expenses(1), which excludes one-time, non-recurring expenses related to vessel acquisitions, charges relating to a change in the crewing manager on some of the Company’s vessels and discretionary hull and hold upgrades for the three months ended
1 These are non-GAAP financial measures. A reconciliation of GAAP to non-GAAP financial measures has been provided in the financial tables included in this press release. An explanation of these measures and how they are calculated are also included below under the heading “Supplemental Information - Non-GAAP Financial Measures.”
Vessel operating expenses for the year ended
Adjusted vessel operating expenses for the year ended
Charter hire expenses
Charter hire expenses for the three months ended
Charter hire expenses for the year ended
Depreciation and amortization
Depreciation and amortization for the three months ended
Depreciation and amortization for the year ended
General and administrative expenses
General and administrative expenses for the three months ended
General and administrative expenses for the year ended
Other operating expense
Other operating expense for the three months ended
Other operating expense for the year ended
Interest expense
Interest expense for the three months ended
Interest expense for the year ended
Interest income
Interest income for the three months ended
Interest income for the year ended
Realized and unrealized (gain)/loss on derivative instruments, net
For the three months ended
For the year ended
A summary of outstanding FFAs as of
FFA Period | Average FFA Contract Price |
Number of Days Hedged |
|||
Quarter ending |
$ | — | — | ||
Quarter ending |
$ | 13,479 | 540 |
Liquidity and Capital Resources
The following table presents the cash flow information for the years ended
Year Ended | ||||||||
2023 |
2022 |
|||||||
Net cash provided by operating activities | $ | 55,937 | $ | 298,283 | ||||
Net cash used in investing activities | (29,120 | ) | (23,692 | ) | ||||
Net cash used in financing activities | (95,381 | ) | (171,059 | ) | ||||
Net (decrease)/increase in cash, cash equivalents and restricted cash | (68,564 | ) | 103,532 | |||||
Cash, cash equivalents and restricted cash at beginning of year | 189,754 | 86,222 | ||||||
Cash, cash equivalents and restricted cash at end of year | $ | 121,190 | $ | 189,754 |
Net cash provided by operating activities for the year ended
Net cash used in investing activities for the year ended
Net cash used in financing activities for the year ended
As of
A summary of the Company’s debt as of
Principal Amount Outstanding |
Carrying Value | Principal Amount Outstanding |
Carrying Value | |||||||||
Convertible Bond Debt (1) | $ | 104,119 | $ | 103,890 | $ | 104,119 | $ | 103,499 | ||||
Global Ultraco Debt Facility - Term Facility (2) | 262,950 | 257,645 | 237,750 | 230,983 | ||||||||
Global Ultraco Debt Facility - Revolving Facility (3) | 125,000 | 122,268 | — | — | ||||||||
$ | 492,069 | $ | 483,803 | $ | 341,869 | $ | 334,482 |
(1)
(2)
(3) As of
As of
The Company continuously evaluates potential transactions that it expects to be accretive to earnings, enhance shareholder value or are in the best interests of the Company, including without limitation, business combinations, the acquisition of vessels or related businesses, repayment or refinancing of existing debt, the issuance of new securities, share and debt repurchases or other transactions.
Capital Expenditures and Drydocking
Our capital expenditures primarily relate to the purchase of vessels and capital improvements to our vessels, which are expected to enhance their revenue earning capabilities, efficiency and/or safety and to comply with relevant regulations.
In addition to acquisitions that we may undertake in future periods, the Company’s other major capital expenditures include funding the Company’s program of regularly scheduled drydocking and vessel improvements necessary to comply with international shipping standards and environmental laws and regulations. Although the Company has some flexibility regarding the timing of its drydockings, drydocking costs are relatively predictable. In accordance with statutory requirements, we expect vessels less than 15 years old are to be drydocked every five years and vessels greater than 15 years old every two and a half years. We intend to fund future drydocking costs with operating cash flows. Generally, drydocking requires us to reposition vessels from a discharge port to shipyard facilities, which will reduce our available days and operating days during that period.
The following table provides certain information about the estimated costs for anticipated vessel drydockings and improvements in the next four quarters, along with the anticipated off-hire days:
Projected Costs (1) ($ in millions) | ||||||||
Quarters Ending | Off-hire Days (2) |
Drydocks | Vessel Improvements |
|||||
195 | $ | 2.3 | $ | 0.8 | ||||
205 | $ | 7.0 | $ | 0.1 | ||||
186 | $ | 5.2 | $ | — | ||||
294 | $ | 14.0 | $ | — |
(1) We intend to fund these costs with cash from operations, cash on hand or with amounts available under the Global Ultraco Debt Facility.
(2) Actual duration of off-hire days will vary based on the age and condition of the vessel, yard schedules and other factors. Projected off-hire days includes an allowance for unforeseen events.
SUMMARY CONSOLIDATED FINANCIAL AND OTHER DATA
The following tables summarize the Company’s selected consolidated financial and other data for the periods indicated below.
CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||||||||
(in thousands, except share and per share data) | ||||||||||||||||
Three Months Ended | Year Ended | |||||||||||||||
2023 |
2022 |
2023 |
2022 |
|||||||||||||
Revenues, net | $ | 104,589 | $ | 151,441 | $ | 393,799 | $ | 719,847 | ||||||||
Voyage expenses | 23,949 | 42,676 | 106,686 | 163,385 | ||||||||||||
Vessel operating expenses | 29,384 | 35,718 | 120,461 | 123,932 | ||||||||||||
Charter hire expenses | 5,520 | 17,336 | 36,534 | 81,103 | ||||||||||||
Depreciation and amortization | 15,486 | 15,914 | 60,521 | 61,155 | ||||||||||||
General and administrative expenses | 10,715 | 11,574 | 43,586 | 41,184 | ||||||||||||
Impairment of operating lease right-of-use assets | — | 2,212 | 722 | 2,212 | ||||||||||||
Other operating expense | 6,486 | 1,159 | 7,346 | 3,802 | ||||||||||||
Loss/(gain) on sale of vessels | — | 28 | (19,731 | ) | (9,308 | ) | ||||||||||
Total operating expenses | 91,540 | 126,616 | 356,125 | 467,465 | ||||||||||||
Operating income | 13,049 | 24,825 | 37,674 | 252,382 | ||||||||||||
Interest expense | 7,597 | 3,959 | 23,602 | 16,981 | ||||||||||||
Interest income | (1,565 | ) | (1,818 | ) | (6,704 | ) | (2,918 | ) | ||||||||
Realized and unrealized loss/(gain) on derivative instruments, net | 366 | (578 | ) | (1,952 | ) | (13,859 | ) | |||||||||
(Gain)/loss on debt extinguishment | — | (4 | ) | — | 4,169 | |||||||||||
Total other expense, net | 6,398 | 1,560 | 14,946 | 4,373 | ||||||||||||
Net income | $ | 6,651 | $ | 23,265 | $ | 22,728 | $ | 248,009 | ||||||||
Weighted average shares outstanding: | ||||||||||||||||
Basic | 9,320,404 | 13,003,666 | 11,090,064 | 12,989,951 | ||||||||||||
Diluted | 12,720,902 | 16,361,040 | 14,473,631 | 16,313,447 | ||||||||||||
Per share amounts: | ||||||||||||||||
Basic net income | $ | 0.71 | $ | 1.79 | $ | 2.05 | $ | 19.09 | ||||||||
Diluted net income | $ | 0.63 | $ | 1.50 | $ | 1.96 | $ | 15.57 |
Note: Minor differences in totals may exist due to rounding.
CONSOLIDATED BALANCE SHEETS | |||||||
(in thousands, except share data and par values) | |||||||
2023 |
2022 |
||||||
ASSETS | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 118,615 | $ | 187,155 | |||
Accounts receivable, net of a reserve of |
30,917 | 32,311 | |||||
Prepaid expenses | 5,525 | 4,531 | |||||
Inventories | 24,988 | 28,081 | |||||
Collateral on derivatives | 2,219 | 909 | |||||
Fair value of derivative assets – current | 6,824 | 8,479 | |||||
Other current assets | 458 | 558 | |||||
Total current assets | 189,546 | 262,024 | |||||
Noncurrent assets: | |||||||
Vessels and vessel improvements, at cost, net of accumulated depreciation of |
904,298 | 891,877 | |||||
Advances for vessel purchases | — | 3,638 | |||||
Operating lease right-of-use assets | 7,182 | 23,006 | |||||
Other fixed assets, net of accumulated depreciation of |
1,086 | 310 | |||||
Restricted cash – noncurrent | 2,575 | 2,599 | |||||
Deferred drydock costs, net | 38,717 | 42,849 | |||||
Fair value of derivative assets – noncurrent | 3,136 | 8,184 | |||||
Advances for BWTS and other assets | 1,414 | 2,722 | |||||
Total noncurrent assets | 958,408 | 975,185 | |||||
Total assets | $ | 1,147,954 | $ | 1,237,209 | |||
LIABILITIES & STOCKHOLDERS’ EQUITY | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 21,245 | $ | 20,129 | |||
Accrued interest | 3,472 | 3,061 | |||||
Other accrued liabilities | 23,496 | 24,097 | |||||
Fair value of derivative liabilities – current | 479 | 163 | |||||
Current portion of operating lease liabilities | 6,153 | 22,045 | |||||
Unearned charter hire revenue | 4,312 | 9,670 | |||||
Current portion of long-term debt – Global Ultraco Debt Facility | 49,800 | 49,800 | |||||
Current portion of long-term debt – Convertible Bond Debt, net of debt discount and debt issuance costs | 103,890 | — | |||||
Total current liabilities | 212,847 | 128,965 | |||||
Noncurrent liabilities: | |||||||
Long-term debt – Global Ultraco Debt Facility, net of debt discount and debt issuance costs | 330,113 | 181,183 | |||||
Convertible Bond Debt, net of debt discount and debt issuance costs | — | 103,499 | |||||
Fair value of derivative liabilities – noncurrent | 1,505 | — | |||||
Noncurrent portion of operating lease liabilities | 2,576 | 3,173 | |||||
Other noncurrent accrued liabilities | 695 | 1,208 | |||||
Total noncurrent liabilities | 334,889 | 289,063 | |||||
Total liabilities | 547,736 | 418,028 | |||||
Commitments and contingencies | |||||||
Stockholders’ equity: | |||||||
Preferred stock, |
— | — | |||||
Common stock, |
93 | 130 | |||||
Additional paid-in capital | 748,401 | 966,058 | |||||
Accumulated deficit | (156,727 | ) | (163,556 | ) | |||
Accumulated other comprehensive income | 8,451 | 16,549 | |||||
Total stockholders’ equity | 600,218 | 819,181 | |||||
Total liabilities and stockholders’ equity | $ | 1,147,954 | $ | 1,237,209 |
Note: Minor differences in totals may exist due to rounding.
CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||||
(in thousands) | ||||||||
Year Ended | ||||||||
2023 |
2022 |
|||||||
Cash flows from operating activities: | ||||||||
Net income | $ | 22,728 | $ | 248,009 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation | 46,522 | 47,911 | ||||||
Noncash operating lease expense | 22,616 | 30,233 | ||||||
Amortization of deferred drydocking costs | 13,999 | 13,244 | ||||||
Amortization of debt discount and debt issuance costs | 2,738 | 2,130 | ||||||
Loss on debt extinguishment | — | 4,169 | ||||||
Impairment of operating lease right-of-use assets | 722 | 2,212 | ||||||
Gain on sale of vessels | (19,731 | ) | (9,308 | ) | ||||
Unrealized loss on derivative instruments, net | 496 | 1,933 | ||||||
Stock-based compensation expense | 7,492 | 6,108 | ||||||
Drydocking expenditures | (14,397 | ) | (18,422 | ) | ||||
Changes in operating assets and liabilities: | ||||||||
Accounts payable | 1,364 | (257 | ) | |||||
Accounts receivable | 1,384 | (4,141 | ) | |||||
Accrued interest | 411 | 185 | ||||||
Inventories | 3,092 | (10,429 | ) | |||||
Operating lease liabilities current and noncurrent | (24,732 | ) | (30,227 | ) | ||||
Collateral on derivatives | (1,310 | ) | 14,172 | |||||
Fair value of derivatives, other current and noncurrent assets | 36 | (105 | ) | |||||
Other accrued liabilities | (1,140 | ) | 4,452 | |||||
Prepaid expenses | (994 | ) | (1,170 | ) | ||||
Unearned charter hire revenue | (5,359 | ) | (2,416 | ) | ||||
Net cash provided by operating activities | 55,937 | 298,283 | ||||||
Cash flows from investing activities: | ||||||||
Purchase of vessels and vessel improvements | (82,355 | ) | (27,676 | ) | ||||
Advances for vessel purchases | — | (3,638 | ) | |||||
Purchase of scrubbers and ballast water treatment systems | (2,648 | ) | (7,307 | ) | ||||
Proceeds from hull and machinery insurance claims | 174 | 286 | ||||||
Net proceeds from sale of vessels | 56,609 | 14,917 | ||||||
Purchase of other fixed assets | (900 | ) | (274 | ) | ||||
Net cash used in investing activities | (29,120 | ) | (23,692 | ) | ||||
Cash flows from financing activities: | ||||||||
Proceeds from Revolving Facility, net of debt issuance costs – Global Ultraco Debt Facility | 123,361 | — | ||||||
Proceeds from Term Facility, net of debt issuance costs – Global Ultraco Debt Facility | 73,125 | — | ||||||
Repayment of Term Facility – Global Ultraco Debt Facility | (49,800 | ) | (49,800 | ) | ||||
Repurchase of Convertible Bond Debt | — | (14,181 | ) | |||||
Debt issuance costs paid to lenders | — | (18 | ) | |||||
Other financing costs | (103 | ) | — | |||||
Repurchase of Common Stock and associated fees – related party | (222,889 | ) | — | |||||
Proceeds from equity offerings, net of issuance costs | — | 201 | ||||||
Cash paid for taxes related to net share settlement of equity awards | (2,297 | ) | (2,355 | ) | ||||
Cash received from exercise of stock options | — | 85 | ||||||
Dividends paid | (16,778 | ) | (104,991 | ) | ||||
Net cash used in financing activities | (95,381 | ) | (171,059 | ) | ||||
Net (decrease)/increase in cash, cash equivalents and restricted cash | (68,564 | ) | 103,532 | |||||
Cash, cash equivalents and restricted cash at beginning of year | 189,754 | 86,222 | ||||||
Cash, cash equivalents and restricted cash at end of year | $ | 121,190 | $ | 189,754 | ||||
Supplemental cash flow information: | ||||||||
Cash paid for interest | $ | 30,074 | $ | 25,967 |
Note: Minor differences in totals may exist due to rounding.
Supplemental Information - Non-GAAP Financial Measures
This release includes various financial measures that are non-GAAP financial measures as defined under the rules of the
Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures, even if they have similar names.
Non-GAAP Financial Measures
(1) Adjusted net income and Basic and Diluted adjusted net income per share
Adjusted net income and Basic and Diluted adjusted net income per share represent Net income and Basic and Diluted net income per share, respectively, as adjusted to exclude costs incurred directly associated with the Proposed Merger, unrealized gains and losses on FFAs and bunker swaps, gains and losses on debt extinguishment, and impairment of operating lease right-of-use assets. The Company utilizes derivative instruments such as FFAs and bunker swaps to partially hedge against its underlying long physical position in ships (as represented by owned and third-party chartered-in vessels). As the Company does not apply hedge accounting to these derivative instruments, unrealized mark-to-market gains and losses on forward hedge positions impact current quarter results, causing timing mismatches in the Consolidated Statements of Operations. Additionally, we believe that gains and losses on debt extinguishment and impairment of operating lease right-of-use assets are not representative of our normal business operations. We believe that Adjusted net income and Adjusted net income per share are more useful to analysts and investors in comparing the results of operations and operational trends between periods and relative to other peer companies in our industry. Our Adjusted net income should not be considered an alternative to net income/(loss), operating income/(loss), cash flows provided by/(used in) operating activities or any other measure of financial performance or liquidity presented in accordance with
The following table presents the reconciliation of our Net income to Adjusted net income:
Reconciliation of GAAP Net income to Adjusted net income | |||||||||||||
(in thousands, except share and per-share data) | |||||||||||||
Three Months Ended | Year Ended | ||||||||||||
2023 |
2022 |
2023 |
2022 |
||||||||||
Net income | $ | 6,651 | $ | 23,265 | $ | 22,728 | $ | 248,009 | |||||
Adjustments to reconcile net income to adjusted net income: | |||||||||||||
Costs incurred directly associated with the Proposed Merger | 6,283 | — | 6,283 | — | |||||||||
(Gain)/loss on debt extinguishment | — | (4 | ) | — | 4,169 | ||||||||
Unrealized loss on FFAs and bunker swaps | 60 | 10,449 | 496 | 1,933 | |||||||||
Impairment of operating lease right-of-use assets | — | 2,212 | 722 | 2,212 | |||||||||
Adjusted net income | $ | 12,994 | $ | 35,922 | $ | 30,229 | $ | 256,322 | |||||
Weighted average shares outstanding: | |||||||||||||
Basic | 9,320,404 | 13,003,666 | 11,090,064 | 12,989,951 | |||||||||
Diluted (1) | 12,720,902 | 16,361,040 | 14,473,631 | 16,313,447 | |||||||||
Per share amounts: | |||||||||||||
Basic adjusted net income | $ | 1.39 | $ | 2.76 | $ | 2.73 | $ | 19.73 | |||||
Diluted adjusted net income | $ | 1.13 | $ | 2.28 | $ | 2.48 | $ | 16.08 |
(1) Diluted weighted average shares outstanding for the three months and year ended
Note: Minor differences in totals may exist due to rounding.
EBITDA and Adjusted EBITDA
We define EBITDA as Net income under GAAP adjusted for interest, income taxes and depreciation and amortization.
Adjusted EBITDA is a non-GAAP financial measure that is used as a supplemental financial measure by our management and by external users of our financial statements, such as investors, commercial banks and others, to assess our operating performance as compared to that of other peer companies in our industry, without regard to financing methods, capital structure or historical costs basis. Our Adjusted EBITDA should not be considered an alternative to net income/(loss), operating income/(loss), cash flows provided by/(used in) operating activities or any other measure of financial performance or liquidity presented in accordance with
The following table presents a reconciliation of our Net income to EBITDA and Adjusted EBITDA:
Reconciliation of GAAP Net income to EBITDA and Adjusted EBITDA | ||||||||||||||||
(in thousands) | ||||||||||||||||
Three Months Ended | Year Ended | |||||||||||||||
2023 |
2022 |
2023 |
2022 |
|||||||||||||
Net income | $ | 6,651 | $ | 23,265 | $ | 22,728 | $ | 248,009 | ||||||||
Adjustments to reconcile net income to EBITDA: | ||||||||||||||||
Interest expense | 7,597 | 3,959 | 23,602 | 16,981 | ||||||||||||
Interest income | (1,565 | ) | (1,818 | ) | (6,704 | ) | (2,918 | ) | ||||||||
Income taxes | — | — | — | — | ||||||||||||
EBIT | 12,683 | 25,406 | 39,626 | 262,071 | ||||||||||||
Depreciation and amortization | 15,486 | 15,914 | 60,521 | 61,155 | ||||||||||||
EBITDA | 28,169 | 41,320 | 100,147 | 323,227 | ||||||||||||
Non-cash, one-time and other adjustments to EBITDA(1): | 8,155 | 14,251 | (4,738 | ) | 5,113 | |||||||||||
Adjusted EBITDA | $ | 36,324 | $ | 55,571 | $ | 95,409 | $ | 328,339 |
(1) One-time and other adjustments to EBITDA for the three months and year ended
Note: Minor differences in totals may exist due to rounding.
TCE revenue and TCE
Time charter equivalent revenue (“TCE revenue”) and time charter equivalent (“TCE”) are non-GAAP financial measures that are commonly used in the shipping industry primarily to compare daily earnings generated by vessels on time charters with daily earnings generated by vessels on voyage charters, because charter hire rates for vessels on voyage charters are generally not expressed in per-day amounts while charter hire rates for vessels on time charters generally are expressed in such amounts. The Company defines TCE revenue as revenues, net less voyage expenses and charter hire expenses, adjusted for realized gains and losses on FFAs and bunker swaps and defines TCE as TCE revenue divided by the number of owned available days. Owned available days is the number of our ownership days less the aggregate number of days that our vessels are off-hire due to vessel familiarization upon acquisition, repairs, vessel upgrades or special surveys. The shipping industry uses available days to measure the number of days in a period during which vessels should be capable of generating revenues. TCE provides additional meaningful information in conjunction with Revenues, net, the most directly comparable GAAP measure, because it assists Company management in making decisions regarding the deployment and use of its vessels and in evaluating their performance. Our TCE revenue and TCE should not be considered alternatives to net income/(loss), operating income/(loss), cash flows provided by/(used in) operating activities or any other measure of financial performance or liquidity presented in accordance with
The following table presents the reconciliation of our Revenues, net to TCE:
Reconciliation of Revenues, net to TCE revenue and TCE | ||||||||||||||||
(in thousands, except Owned available days and TCE) | ||||||||||||||||
For the Three Months Ended | For the Years Ended | |||||||||||||||
|2023 |
2022 |
2023 |
2022 |
|||||||||||||
Revenues, net | $ | 104,589 | $ | 151,441 | $ | 393,799 | $ | 719,847 | ||||||||
Less: | ||||||||||||||||
Voyage expenses | (23,949 | ) | (42,677 | ) | (106,686 | ) | (163,385 | ) | ||||||||
Charter hire expenses | (5,520 | ) | (17,337 | ) | (36,534 | ) | (81,103 | ) | ||||||||
Realized (loss)/gain on FFAs and bunker swaps | (307 | ) | 11,027 | 2,448 | 15,791 | |||||||||||
TCE revenue | $ | 74,813 | $ | 102,455 | $ | 253,027 | $ | 491,150 | ||||||||
Owned available days | 4,627 | 4,644 | 18,418 | 18,243 | ||||||||||||
TCE | $ | 16,169 | $ | 22,062 | $ | 13,738 | $ | 26,923 |
Note: Minor differences in totals may exist due to rounding.
Adjusted vessel operating expenses and Adjusted DVOE
Adjusted vessel operating expenses and Adjusted DVOE are non-GAAP financial measures that are used as supplemental financial measures by our management and by external users of our financial statements to assess our operating performance as compared to that of other peer companies in our industry. The Company defines Adjusted vessel operating expenses as vessel operating expenses presented in accordance with
The following table presents the reconciliation of our Vessel operating expenses to Adjusted vessel operating expenses and Adjusted DVOE:
Reconciliation of Vessel operating expenses to Adjusted vessel operating expenses and Adjusted DVOE | ||||||||||||||||
(in thousands, except Ownership days and Adjusted DVOE) | ||||||||||||||||
Three Months Ended | Year Ended | |||||||||||||||
2023 |
2022 |
2023 |
2022 |
|||||||||||||
Vessel operating expenses | $ | 29,384 | $ | 35,718 | $ | 120,461 | $ | 123,932 | ||||||||
Less: | ||||||||||||||||
Adjustments to vessel operating expenses(1): | (12 | ) | (1,878 | ) | (3,559 | ) | (3,673 | ) | ||||||||
Adjusted vessel operating expenses | $ | 29,372 | $ | 33,840 | $ | 116,902 | $ | 120,259 | ||||||||
Ownership Days | 4,784 | 4,837 | 19,209 | 19,261 | ||||||||||||
Adjusted DVOE | $ | 6,140 | $ | 6,996 | $ | 6,086 | $ | 6,244 |
Note: Minor differences in totals may exist due to rounding.
Important Information and Where to Find It
This communication may be deemed to be solicitation material in respect of the proposed transaction between
Participants in the Solicitation
Star Bulk, Eagle and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the holders of Eagle securities in connection with the proposed transaction. Information regarding these directors and executive officers and a description of their direct and indirect interests, by security holdings or otherwise, are included in the Form F-4 and proxy statement/prospectus regarding the proposed transaction and other relevant materials filed and to be filed with the
No Offer or Solicitation
This communication is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to purchase or subscribe for any securities or the solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Glossary of Terms:
Chartered-in days: We define chartered-in days as the aggregate number of days in a period during which we charter-in vessels under operating leases. The Company charters-in vessels on a long-term and short-term basis.
Owned available days: We define owned available days as the number of ownership days less the aggregate number of days that our owned vessels are off-hire due to vessel familiarization upon acquisition, repairs, vessel upgrades or special surveys and other reasons which prevent the vessel from performing under a charter party in a period. The shipping industry uses owned available days to measure the number of days in a period during which owned vessels should be capable of generating revenues.
Ownership days: We define ownership days as the aggregate number of days in a period during which each vessel in our fleet has been owned by us. Ownership days are an indicator of the size of our fleet over a period and affect both the amount of revenues and the amount of expenses that we record during a period.
Definitions of Capitalized Terms
Convertible Bond Debt: Convertible Bond Debt refers to 5.0% Convertible Senior Notes due 2024 issued by the Company on
Global Ultraco Debt Facility: Global Ultraco Debt Facility refers to the senior secured credit facility entered into by
Proposed Merger: On
Conference Call
Following the previously announced entry into the Merger Agreement and pendency of the merger, which remains subject to shareholder approval and the satisfaction of or (to the extent permitted by law) waiver of other specified closing conditions, the Company will not be hosting a conference call in conjunction with its fourth quarter earnings release. Please direct any questions regarding this earnings release to Eagle Bulk Shipping Inc.’s Investor Relations department at investor@eagleships.com.
About
The Company is a
Website Information
We intend to use our website, www.eagleships.com, as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included in our website’s Investor Relations section. Accordingly, investors should monitor the Investor Relations portion of our website, in addition to following our press releases, filings with the
Disclaimer: Forward-Looking Statements
Matters discussed in this release may constitute forward-looking statements that may be deemed to be “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, and are intended to be covered by the safe harbor provided for under these sections. These statements may include words such as “believe,” “estimate,” “project,” “intend,” “expect,” “plan,” “anticipate,” and similar expressions in connection with any discussion of the timing or nature of future operating or financial performance or other events. Forward-looking statements in this release reflect management’s current expectations and observations with respect to future events and financial performance. Where we express an expectation or belief as to future events or results, including future plans with respect to financial performance, the payment of dividends and/or repurchase of shares, or future actions of holders of the Convertible Bond Debt, including whether or not to elect to convert any portion of the Convertible Bond Debt prior to its maturity date, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, our forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from future results expressed, projected, or implied by those forward-looking statements.
Where we express an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, our forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from future results expressed, projected or implied by those forward-looking statements. The principal factors that affect our financial position, results of operations and cash flows include market freight rates, which fluctuate based on various economic and market conditions, periods of charter hire, vessel operating expenses and voyage costs, which are incurred primarily in
We have based these statements on assumptions and analyses formed by applying our experience and perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate in the circumstances. The Company’s future results may be impacted by adverse economic conditions, such as inflation, deflation, or lack of liquidity in the capital markets, that may negatively affect it or parties with whom it does business. Should one or more of the foregoing risks or uncertainties materialize in a way that negatively impacts the Company, or should the Company’s underlying assumptions prove incorrect, the Company’s actual results may vary materially from those anticipated in its forward-looking statements, and its business, financial condition and results of operations could be materially and adversely affected.
Risks and uncertainties are further described in reports filed by
CONTACT
Company Contact:
Chief Financial Officer
Tel. +1 203-276-8100
Email: investor@eagleships.com
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Source:
Source: Eagle Bulk Shipping Inc.