kl08008.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
[X]
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
|
For the
quarterly period ended June 30, 2008
OR
[ ]
|
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
|
For the
transition period from _________________________ to
_________________________
Commission
file number 000-51442
GENCO
SHIPPING & TRADING LIMITED
(Exact
name of registrant as specified in its charter)
Republic of the
Marshall Islands
(State
or other jurisdiction
incorporation
or organization)
|
|
98-043-9758
(I.R.S.
Employer
Identification
No.)
|
|
|
|
299
Park Avenue, 20th
Floor, New York, New York 10171
(Address
of principal executive
offices) (Zip
Code)
|
|
(646)
443-8550
(Registrant’s
telephone number, including area
code)
|
Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X
No
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer. See definition of
“accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange
Act.
Large
accelerated filer ý Accelerated
filer Non-accelerated
filer
Indicate
by checkmark whether the registrant is a shell company (as defined in Rule 12b-2
of the Exchange Act).
Yes
No X
APPLICABLE
ONLY TO CORPORATE ISSUERS:
The
number of shares outstanding of each of the issuer’s classes of common stock, as
of August 8, 2008:
Common stock, $0.01 per share
31,795,978 shares.
Genco
Shipping & Trading Limited
Form 10-Q
for the three and six months ended June 30, 2008 and 2007
Page
PART
I. FINANCIAL INFORMATION
|
Item
1.
|
Financial
Statements
|
|
a)
|
Consolidated
Balance Sheets -
June
30, 2008 and December 31, 2007
3
|
|
b)
|
Consolidated
Statements of Operations -
For
the three and six months ended June 30, 2008 and 2007 4
|
|
c)
|
Consolidated
Statements of Shareholders’ Equity and Comprehensive Income -
For
the six months ended June 30, 2008 and 2007 5
|
|
d)
|
Consolidated
Statements of Cash Flows -
For
the six months ended June 30, 2008 and 2007 6
|
|
e)
|
Notes
to Consolidated Financial Statements
For the three and six months
ended June 30, 2008 and 2007 7
|
|
Item
2.
|
Management’s
Discussion and Analysis of
Financial
Position and Results of Operations 32
|
Item 3. Quantitative
and Qualitative Disclosures about Market Risk
56
Item 4. Controls
and Procedures
59
PART
II OTHER
INFORMATION
Item
1. Legal
Proceedings 59
Item
2. Purchases
of Equity Securities by the Issuer 59
Item
4. Submission
of Matters to a Vote of Security Holders 59
Item 5. Other
Information
60
Genco
Shipping & Trading Limited
Consolidated
Balance Sheets as of June 30, 2008
and
December 31, 2007
(U.S.
Dollars in thousands, except for share data)
|
|
|
|
|
|
|
Assets
|
|
(unaudited)
|
|
|
|
|
Current
assets:
|
|
|
|
|
|
|
Cash
and cash equivalents
|
|
$ |
95,964 |
|
|
$ |
71,496 |
|
Short-term
investments
|
|
|
158,952 |
|
|
|
167,524 |
|
Vessel
held for sale
|
|
|
- |
|
|
|
16,857 |
|
Due
from charterers, net
|
|
|
3,900 |
|
|
|
2,343 |
|
Prepaid
expenses and other current assets
|
|
|
12,079 |
|
|
|
9,374 |
|
Total
current assets
|
|
|
270,895 |
|
|
|
267,594 |
|
|
|
|
|
|
|
|
|
|
Noncurrent
assets:
|
|
|
|
|
|
|
|
|
Vessels,
net of accumulated depreciation of $103,156 and $71,341,
respectively
|
|
|
1,468,943 |
|
|
|
1,224,040 |
|
Deposits
on vessels
|
|
|
197,666 |
|
|
|
149,017 |
|
Deferred
drydock, net of accumulated depreciation of $1,535 and $941,
respectively
|
|
|
5,152 |
|
|
|
4,552 |
|
Other
assets, net of accumulated amortization of $630 and $288,
respectively
|
|
|
6,230 |
|
|
|
6,130 |
|
Fixed
assets, net of accumulated depreciation and amortization of $925 and $722,
respectively
|
|
|
1,813 |
|
|
|
1,939 |
|
Fair
value of derivative instrument
|
|
|
997 |
|
|
|
- |
|
Total
noncurrent assets
|
|
|
1,680,801 |
|
|
|
1,385,678 |
|
|
|
|
|
|
|
|
|
|
Total
assets
|
|
$ |
1,951,696 |
|
|
$ |
1,653,272 |
|
|
|
|
|
|
|
|
|
|
Liabilities and Shareholders’
Equity
|
|
|
|
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
|
|
|
|
Accounts
payable and accrued expenses
|
|
$ |
16,617 |
|
|
$ |
17,514 |
|
Current
portion of long term debt
|
|
|
- |
|
|
|
43,000 |
|
Deferred
revenue
|
|
|
10,062 |
|
|
|
8,402 |
|
Fair
value of derivative instruments
|
|
|
3,063 |
|
|
|
1,448 |
|
Total
current liabilities
|
|
|
29,742 |
|
|
|
70,364 |
|
|
|
|
|
|
|
|
|
|
Noncurrent
liabilities:
|
|
|
|
|
|
|
|
|
Deferred
revenue
|
|
|
1,776 |
|
|
|
968 |
|
Deferred
rent credit
|
|
|
715 |
|
|
|
725 |
|
Fair
market value of time charters acquired
|
|
|
33,212 |
|
|
|
44,991 |
|
Fair
value of derivative instruments
|
|
|
19,719 |
|
|
|
21,039 |
|
Long
term debt
|
|
|
989,250 |
|
|
|
893,000 |
|
Total
noncurrent liabilities
|
|
|
1,044,672 |
|
|
|
960,723 |
|
|
|
|
|
|
|
|
|
|
Total
liabilities
|
|
|
1,074,414 |
|
|
|
1,031,087 |
|
|
|
|
|
|
|
|
|
|
Commitments
and contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders’
equity:
|
|
|
|
|
|
|
|
|
Common
stock, par value $0.01; 100,000,000 shares authorized; issued
and
|
|
|
|
|
|
|
|
|
outstanding
31,780,978 and 28,965,809 shares at June 30, 2008 and December 31, 2007,
respectively
|
|
|
318 |
|
|
|
290 |
|
Paid
in capital
|
|
|
721,648 |
|
|
|
523,002 |
|
Accumulated
other comprehensive (deficit) income
|
|
|
(5,651 |
) |
|
|
19,017 |
|
Retained
earnings
|
|
|
160,967 |
|
|
|
79,876 |
|
Total
shareholders’ equity
|
|
|
877,282 |
|
|
|
622,185 |
|
|
|
|
|
|
|
|
|
|
Total
liabilities and shareholders’ equity
|
|
$ |
1,951,696 |
|
|
$ |
1,653,272 |
|
|
|
|
|
|
|
|
|
|
See
accompanying notes to consolidated financial statements.
|
|
Genco
Shipping & Trading Limited
Consolidated
Statements of Operations for the Three and Six Months Ended June 30, 2008 and
2007
(U.S.
Dollars in Thousands, Except for Earnings per Share and Share Data)
(Unaudited)
|
|
For
the Three Months
Ended
June 30,
|
|
|
For
the Six Months
Ended
June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
$ |
104,572 |
|
|
$ |
36,847 |
|
|
$ |
196,242 |
|
|
$ |
74,067 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Voyage
expenses
|
|
|
724 |
|
|
|
1,017 |
|
|
|
1,468 |
|
|
|
2,430 |
|
Vessel
operating expenses
|
|
|
11,187 |
|
|
|
6,445 |
|
|
|
22,106 |
|
|
|
12,834 |
|
General
and administrative expenses
|
|
|
4,431 |
|
|
|
3,052 |
|
|
|
8,842 |
|
|
|
6,247 |
|
Management
fees
|
|
|
665 |
|
|
|
393 |
|
|
|
1,338 |
|
|
|
744 |
|
Depreciation
and amortization
|
|
|
16,748 |
|
|
|
7,433 |
|
|
|
32,612 |
|
|
|
14,619 |
|
Gain
on sale of vessel
|
|
|
- |
|
|
|
- |
|
|
|
(26,227 |
) |
|
|
(3,575 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
operating expenses
|
|
|
33,755 |
|
|
|
18,340 |
|
|
|
40,139 |
|
|
|
33,299 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
income
|
|
|
70,817 |
|
|
|
18,507 |
|
|
|
156,103 |
|
|
|
40,768 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
(expense) income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss)
income from derivative instruments
|
|
|
(1,315 |
) |
|
|
(1,594 |
) |
|
|
(1,380 |
) |
|
|
(1,594 |
) |
Interest
income
|
|
|
422 |
|
|
|
888 |
|
|
|
975 |
|
|
|
1,954 |
|
Interest
expense
|
|
|
(11,615 |
) |
|
|
(4,080 |
) |
|
|
(23,402 |
) |
|
|
(7,570 |
) |
Income
from short-term investments
|
|
|
2,590 |
|
|
|
- |
|
|
|
2,590 |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
(expense) income
|
|
|
(9,918 |
) |
|
|
(4,786 |
) |
|
|
(21,217 |
) |
|
|
(7,210 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income
|
|
$ |
60,899 |
|
|
$ |
13,721 |
|
|
$ |
134,886 |
|
|
$ |
33,558 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings
per share-basic
|
|
$ |
2.05 |
|
|
$ |
0.54 |
|
|
$ |
4.61 |
|
|
$ |
1.33 |
|
Earnings
per share-diluted
|
|
$ |
2.03 |
|
|
$ |
0.54 |
|
|
$ |
4.58 |
|
|
$ |
1.32 |
|
Weighted
average common shares outstanding-basic
|
|
|
29,750,309 |
|
|
|
25,312,593 |
|
|
|
29,242,118 |
|
|
|
25,310,783 |
|
Weighted
average common shares outstanding-diluted
|
|
|
29,957,698 |
|
|
|
25,456,413 |
|
|
|
29,436,024 |
|
|
|
25,439,043 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See
accompanying notes to consolidated financial statements.
|
|
Genco
Shipping & Trading Limited
Consolidated
Statement of Shareholders’ Equity and Comprehensive Income
(Unaudited)
For the
Six Months Ended June 30, 2008
(U.S.
Dollars in Thousands Except for Per Share and Share Data)
|
|
Common
Stock
|
|
|
Paid
in
Capital
|
|
|
Retained
Earnings
|
|
|
Accumulated
Other Comprehensive Income
|
|
|
Comprehensive
Income
|
|
|
Total
|
|
Balance
– January 1, 2008
|
|
$ |
290 |
|
|
$ |
523,002 |
|
|
$ |
79,876 |
|
|
$ |
19,017 |
|
|
|
|
|
$ |
622,185 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income
|
|
|
|
|
|
|
|
|
|
|
134,886 |
|
|
|
|
|
|
$ |
134,886 |
|
|
|
134,886 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized
loss on short-term investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(28,135 |
) |
|
|
(28,135 |
) |
|
|
(28,135 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized
gain on currency translation on short-term investments,
net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,082 |
|
|
|
1,082 |
|
|
|
1,082 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized
derivative gain on cash flow hedges
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,385 |
|
|
|
2,385 |
|
|
|
2,385 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive
income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
110,218 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
dividends paid ($1.85 per share)
|
|
|
|
|
|
|
|
|
|
|
(53,795 |
) |
|
|
|
|
|
|
|
|
|
|
(53,795 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance
of common stock 2,702,669 shares
|
|
|
27 |
|
|
|
195,452 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
195,479 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance
of 112,500 shares of nonvested stock
|
|
|
1 |
|
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nonvested
stock amortization
|
|
|
|
|
|
|
3,195 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,195 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance
– June 30, 2008
|
|
$ |
318 |
|
|
$ |
721,648 |
|
|
$ |
160,967 |
|
|
$ |
(5,651 |
) |
|
|
|
|
|
$ |
877,282 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See
accompanying notes to consolidated financial statements.
Genco
Shipping & Trading Limited
Consolidated
Statement of Cash Flows for the Six Months Ended June 30, 2008 and
2007
(U.S.
Dollars in Thousands)
(Unaudited)
|
|
For
the Six Months
Ended
June 30,
|
|
|
|
|
|
|
|
|
Cash
flows from operating activities:
|
|
|
|
|
|
|
Net
income
|
|
$ |
134,886 |
|
|
$ |
33,558 |
|
Adjustments
to reconcile net income to net cash provided by operating
activities:
|
|
|
|
|
|
|
|
|
Depreciation
and amortization
|
|
|
32,612 |
|
|
|
14,619 |
|
Amortization
of deferred financing costs
|
|
|
342 |
|
|
|
272 |
|
Amortization
of value of time charters acquired
|
|
|
(11,610 |
) |
|
|
917 |
|
Realized
losses on forward currency contracts
|
|
|
9,607 |
|
|
|
- |
|
Unrealized
loss on derivative instruments
|
|
|
68 |
|
|
|
2,910 |
|
Unrealized
gain on hedged short-term investment
|
|
|
(9,894 |
) |
|
|
- |
|
Unrealized
loss on forward currency contract
|
|
|
1,615 |
|
|
|
- |
|
Realized
income on short-term investments
|
|
|
(2,590 |
) |
|
|
- |
|
Amortization
of nonvested stock compensation expense
|
|
|
3,195 |
|
|
|
1,171 |
|
Gain
on sale of vessel
|
|
|
(26,227 |
) |
|
|
(3,575 |
) |
Change
in assets and liabilities:
|
|
|
|
|
|
|
|
|
Increase
in due from charterers
|
|
|
(1,557 |
) |
|
|
(1,410 |
) |
Increase
in prepaid expenses and other current assets
|
|
|
(1,683 |
) |
|
|
(1,842 |
) |
Increase
in accounts payable and accrued expenses
|
|
|
1,600 |
|
|
|
1,212 |
|
Increase
in deferred revenue
|
|
|
2,467 |
|
|
|
1,565 |
|
Decrease
in deferred rent credit
|
|
|
(9 |
) |
|
|
(10 |
) |
Deferred
drydock costs incurred
|
|
|
(1,195 |
) |
|
|
(1,847 |
) |
Net
cash provided by operating activities
|
|
|
131,627 |
|
|
|
47,540 |
|
|
|
|
|
|
|
|
|
|
Cash
flows from investing activities:
|
|
|
|
|
|
|
|
|
Purchase
of vessels
|
|
|
(247,140 |
) |
|
|
(43 |
) |
Deposits
on vessels
|
|
|
(80,641 |
) |
|
|
- |
|
Purchase
of short-term investments
|
|
|
(10,250 |
) |
|
|
(103,082 |
) |
Payments
on forward currency contracts, net
|
|
|
(9,562 |
) |
|
|
- |
|
Realized
income on short-term investments
|
|
|
2,590 |
|
|
|
- |
|
Proceeds
from sale of vessel
|
|
|
43,080 |
|
|
|
13,004 |
|
Purchase
of other fixed assets
|
|
|
(77 |
) |
|
|
(280 |
) |
Net
cash used in investing activities
|
|
|
(302,000 |
) |
|
|
(90,401 |
) |
|
|
|
|
|
|
|
|
|
Cash
flows from financing activities:
|
|
|
|
|
|
|
|
|
Proceeds
from the 2007 Credit Facility
|
|
|
321,250 |
|
|
|
- |
|
Repayments
on the 2007 Credit Facility
|
|
|
(268,000 |
) |
|
|
- |
|
Proceeds
from the 2005 Credit Facility and Short-term Line
|
|
|
- |
|
|
|
77,000 |
|
Repayments
on the 2005 Credit Facility and Short-term Line
|
|
|
- |
|
|
|
(5,700 |
) |
Cash
dividends paid
|
|
|
(53,795 |
) |
|
|
(33,682 |
) |
Net
proceeds from issuance of common stock
|
|
|
195,730 |
|
|
|
- |
|
Payment
of deferred financing costs
|
|
|
(344 |
) |
|
|
(513 |
) |
Net
cash provided by financing activities
|
|
|
194,841 |
|
|
|
37,105 |
|
Net
increase (decrease) in cash
|
|
|
24,468 |
|
|
|
(5,756 |
) |
Cash
and cash equivalents at beginning of
period
|
|
|
71,496 |
|
|
|
73,554 |
|
Cash
and cash equivalents at end of
period
|
|
$ |
95,964 |
|
|
$ |
67,798 |
|
|
|
|
|
|
|
|
|
|
See
accompanying notes to consolidated financial statements.
|
|
Genco
Shipping & Trading Limited
(U.S.
Dollars in Thousands Except Per Share and Share Data)
Notes to Consolidated
Financial Statements for the Three and Six Months Ended June 30, 2008 and
2007(unaudited)
The
accompanying consolidated financial statements include the accounts of Genco
Shipping & Trading Limited (“GS&T”) and its wholly owned
subsidiaries (collectively, the “Company,” “we” or “us”). The Company is engaged
in the ocean transportation of drybulk cargoes worldwide through the ownership
and operation of drybulk carrier vessels. GS&T was incorporated on
September 27, 2004 under the laws of the Marshall Islands and is the sole
owner of all of the outstanding shares of the following subsidiaries: Genco Ship
Management LLC; Genco Investments LLC; and the ship-owning subsidiaries as set
forth below.
The
Company began operations on December 6, 2004 with the delivery of its first
vessel. The Company agreed to acquire a fleet of 16 drybulk carriers
from an unaffiliated third party on November 19, 2004 for approximately
$421,900; these vessels were delivered during 2004 and 2005.
On
October 14, 2005, the Company acquired the Genco Muse, a 2001 Handymax vessel,
and time charter contract for a total of $34,450, which was funded entirely by
the Company’s credit facility entered into on July 29, 2005 (the “2005 Credit
Facility”). On July 10, 2006, the Company acquired the Genco Acheron,
the Genco Commander, and the Genco Surprise for a total purchase price of
$81,250, all of which were delivered in the fourth quarter of
2006. During February 2007, the Company completed the sale of the
Genco Glory to Cloud Maritime S.A. for $13,004, net of commission. On
July 18, 2007, the Company entered into an agreement to acquire nine Capesize
vessels from companies within the Metrostar Management Corporation group for a
net purchase price of $1,111,000, consisting of the value of the vessels and the
liability for the below market time charter contracts acquired. On
August 10 and August 13, 2007, the Company also agreed to acquire six drybulk
vessels (three Supramax and three Handysize) from affiliates of Evalend Shipping
Co. S.A. for a net purchase price of $336,000, consisting of the value of the
vessels and the liability for the below market time charter contract
acquired.
On August
15, 2007, the Company decided to sell the two oldest vessels in its fleet, the
Genco Commander and the Genco Trader. On September 3, 2007, the
Company reached an agreement to sell the Genco Commander, a 1994-built Handymax
vessel, to Dan Sung Shipping Co. Ltd. for $44,450 less a 2% brokerage commission
payable to a third party. On December 3, 2007, the Company realized a
net gain of $23,472 from the sale of the vessel and received net proceeds of
$43,532. Lastly, on October 2, 2007, the Company reached an agreement
to sell the Genco Trader, a 1990-built Panamax vessel, to SW Shipping Co., Ltd
for $44,000 less a 2% brokerage commission payable to a third party. On February
26, 2008, the Company realized a net gain of $26,227 from the sale of the vessel
and received net proceeds of $43,080. The Genco Trader was classified
as held for sale at December 31, 2007.
On May 9,
2008, the Company agreed to acquire three 2007 built vessels, consisting of two
Panamax vessels and one Supramax vessel, from Bocimar International N.V. and
Delphis N.V. for an aggregate purchase price of approximately $257,000.
Additionally, on June 16, 2008 the Company agreed to acquire six drybulk
newbuildings from Lambert Navigation Ltd., Northville Navigation Ltd.,
Providence Navigation Ltd., and Prime Bulk Navigation Ltd., for an aggregate
purchase price of $530 million. Upon completion of these acquisitions and the
acquisition of the remaining four Capesize vessels from companies within the
Metrostar Management Corporation group, Genco's fleet will consist of 41 drybulk
vessels, consisting of twelve Capesize, eight Panamax, four Supramax, six
Handymax and eleven Handysize vessels, with an aggregate carrying capacity of
approximately 3,516,000 dwt and an average age of 5.8 years.
Below is
the list of the Company’s wholly owned ship-owning subsidiaries as of June 30,
2008:
Wholly
Owned
Subsidiaries
|
Vessels
Acquired
|
dwt
|
Date
Delivered
|
Year
Built
|
Date
Sold
|
|
|
|
|
|
|
Genco
Reliance Limited
|
Genco
Reliance
|
29,952
|
12/6/04
|
1999
|
—
|
Genco
Glory Limited
|
Genco
Glory
|
41,061
|
12/8/04
|
1984
|
2/21/07
|
Genco
Vigour Limited
|
Genco
Vigour
|
73,941
|
12/15/04
|
1999
|
—
|
Genco
Explorer Limited
|
Genco
Explorer
|
29,952
|
12/17/04
|
1999
|
—
|
Genco
Carrier Limited
|
Genco
Carrier
|
47,180
|
12/28/04
|
1998
|
—
|
Genco
Sugar Limited
|
Genco
Sugar
|
29,952
|
12/30/04
|
1998
|
—
|
Genco
Pioneer Limited
|
Genco
Pioneer
|
29,952
|
1/4/05
|
1999
|
—
|
Genco
Progress Limited
|
Genco
Progress
|
29,952
|
1/12/05
|
1999
|
—
|
Genco
Wisdom Limited
|
Genco
Wisdom
|
47,180
|
1/13/05
|
1997
|
—
|
Genco
Success Limited
|
Genco
Success
|
47,186
|
1/31/05
|
1997
|
—
|
Genco
Beauty Limited
|
Genco
Beauty
|
73,941
|
2/7/05
|
1999
|
—
|
Genco
Knight Limited
|
Genco
Knight
|
73,941
|
2/16/05
|
1999
|
—
|
Genco
Leader Limited
|
Genco
Leader
|
73,941
|
2/16/05
|
1999
|
—
|
Genco
Marine Limited
|
Genco
Marine
|
45,222
|
3/29/05
|
1996
|
—
|
Genco
Prosperity Limited
|
Genco
Prosperity
|
47,180
|
4/4/05
|
1997
|
—
|
Genco
Trader Limited
|
Genco
Trader
|
69,338
|
6/7/05
|
1990
|
2/26/08
|
Genco
Muse Limited
|
Genco
Muse
|
48,913
|
10/14/05
|
2001
|
—
|
Genco
Commander Limited
|
Genco
Commander
|
45,518
|
11/2/06
|
1994
|
12/3/07
|
Genco
Acheron Limited
|
Genco
Acheron
|
72,495
|
11/7/06
|
1999
|
—
|
Genco
Surprise Limited
|
Genco
Surprise
|
72,495
|
11/17/06
|
1998
|
—
|
Genco
Augustus Limited
|
Genco
Augustus
|
180,151
|
8/17/07
|
2007
|
—
|
Genco
Tiberius Limited
|
Genco
Tiberius
|
175,874
|
8/28/07
|
2007
|
—
|
Genco
London Limited
|
Genco
London
|
177,833
|
9/28/07
|
2007
|
—
|
Genco
Titus Limited
|
Genco
Titus
|
177,729
|
11/15/07
|
2007
|
—
|
Genco
Challenger Limited
|
Genco
Challenger
|
28,428
|
12/14/07
|
2003
|
—
|
Genco
Charger Limited
|
Genco
Charger
|
28,398
|
12/14/07
|
2005
|
—
|
Genco
Warrior Limited
|
Genco
Warrior
|
55,435
|
12/17/07
|
2005
|
—
|
Genco
Predator Limited
|
Genco
Predator
|
55,407
|
12/20/07
|
2005
|
—
|
Genco
Hunter Limited
|
Genco
Hunter
|
58,729
|
12/20/07
|
2007
|
—
|
Genco
Champion Limited
|
Genco
Champion
|
28,445
|
1/2/08
|
2006
|
—
|
Genco
Constantine Limited
|
Genco
Constantine
|
180,183
|
2/21/08
|
2008
|
—
|
Genco
Raptor LLC
|
Genco
Raptor
|
76,499
|
6/23/08
|
2007
|
—
|
Genco
Cavalier LLC
|
Genco
Cavalier
|
53,617
|
7/17/08
|
2007
|
—
|
Genco
Thunder LLC
|
Genco
Thunder
|
76,499
|
Q4
2008 (1)
|
2007
|
—
|
Genco
Hadrian Limited
|
Genco
Hadrian
|
170,500
|
Q4
2008 (1)
|
2008
(2)
|
—
|
Genco
Commodus Limited
|
Genco
Commodus
|
170,500
|
Q2
2009 (1)
|
2009
(2)
|
—
|
Genco
Maximus Limited
|
Genco
Maximus
|
170,500
|
Q2
2009 (1)
|
2009
(2)
|
—
|
Genco
Claudius Limited
|
Genco
Claudius
|
170,500
|
Q3
2009 (1)
|
2009
(2)
|
—
|
Genco
Aurelius Limited
|
Genco
Aurelius
|
170,500
|
Q2
2009 (1)
|
2009
(2)
|
—
|
Genco
Julian Limited
|
Genco
Julian
|
170,500
|
Q3
2009 (1)
|
2009
(2)
|
—
|
Genco
Valerian Limited
|
Genco
Valerian
|
170,500
|
Q4
2009 (1)
|
2009
(2)
|
—
|
Genco
Eagle Limited
|
Genco
Eagle
|
32,000
|
Q4
2008 (1)
|
2008
(2)
|
—
|
Genco
Falcon Limited
|
Genco
Falcon
|
32,000
|
Q4
2008 (1)
|
2008
(2)
|
—
|
Genco
Hawk Limited
|
Genco
Hawk
|
32,000
|
Q1
2009 (1)
|
2009
(2)
|
—
|
|
|
|
|
|
|
(1)
Dates for vessels being delivered in the future are estimates based on
guidance received from the sellers and/or the respective
shipyards.
|
|
(2)
Built dates for vessels delivering in the future are estimates based on
guidance received from the sellers and respective
shipyards.
|
Prior to
its initial public offering, GS&T was 100% owned by Fleet Acquisition LLC, a
limited liability company organized on November 3, 2004 under the laws of
the Marshall Islands. Fleet Acquisition LLC was owned approximately
65.65% by OCM Principal Opportunities III Fund, L.P. and OCM Principal
Opportunities Fund IIIA, L.P., collectively, (“Oaktree”) of which Oaktree
Management LLC is the General Partner, approximately 26.57% by Peter
Georgiopoulos, and 7.78% by others. On April 14, 2006, Fleet
Acquisition LLC distributed 1,050,210 shares to certain of its members, and on
December 15, 2006, Fleet Acquisition LLC distributed 3,587,361 shares to Peter
Georgiopoulos, our Chairman. As a result, at December 31, 2006,
Oaktree beneficially owned approximately 34.75% of the Company through Fleet
Acquisition, LLC and Peter Georgiopoulos beneficially owned approximately
14.08%.
In
January 2007, we filed a registration statement on Form S-3 with the Securities
and Exchange Commission (the "SEC") to register possible future offerings,
including possible resales by Fleet Acquisition LLC. That registration
statement, as amended, was declared effective by the SEC on February 7,
2007. Fleet Acquisition LLC utilized that registration statement to
conduct an underwritten offering of 4,830,000 shares it owned, including an
over-allotment option granted to underwriters for 630,000 shares which the
underwriters exercised in full. Following completion of that
offering, Fleet Acquisition LLC owned 15.80% of our common
stock. During October 2007, the Company closed on an equity
offering of 3,358,209 shares of Genco common stock (with the exercise of the
underwriters' over-allotment option) at an offering price of $67 per
share. The Company received net proceeds of $213,871 after deducting
underwriters' fees and expenses. On October 5, 2007, the Company
utilized $214,000 including these proceeds to repay outstanding borrowings under
the 2007 Credit Facility. Additionally, in the same offering, Fleet
Acquisition LLC sold 1,076,291 shares (with the exercise of the underwriters'
over-allotment option) at the same offering price of $67 per
share. The Company did not receive any proceeds from the common stock
sold by Fleet Acquisition LLC.
On
January 10, 2008, the Board of Directors approved a grant of 100,000 nonvested
common stock to Peter Georgiopoulos, Chairman of the Board. This grant vests
ratably on each of the ten anniversaries of the determined vesting date
beginning with November 15, 2008. On March 10, 2008, Fleet
Acquisition LLC distributed 2,512,532 shares of the Company's common stock to
OCM Fleet Acquisition LLC, as a member thereof, pursuant to an agreement among
Fleet Acquisition LLC's members. In connection with this distribution, Mr.
Georgiopoulos became the sole member of the Management Committee of Fleet
Acquisition LLC, which currently retains 443,606 shares of the Company's common
stock of which Mr. Georgiopoulos may be deemed to be the beneficial
owner.
Lastly,
during May 2008, the Company closed on an equity offering of 2,702,669 shares of
Genco common stock at an offering price of $75.47 per share. The
Company received net proceeds of $195,479 after deducting underwriters' fees and
expenses. On May 28, 2008, the Company utilized $195,000 of these
proceeds to repay outstanding borrowings under the 2007 Credit
Facility. Additionally, in the same offering, OCM Fleet Acquisition
LLC sold 1,000,000 shares at the same offering price of $75.47 per
share. The Company did not receive any proceeds from the common stock
sold by OCM Fleet Acquisition LLC. As a result of the foregoing transactions,
Mr. Georgiopoulos may be deemed to beneficially own 13.01% of our common stock
(including shares held through Fleet Acquisition LLC), and OCM Fleet Acquisition
LLC may be deemed to beneficially own 4.76% of our common stock.
2 - SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES
Principles of
consolidation
The
accompanying financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of America (“U.S.
GAAP”), which include the accounts of Genco Shipping & Trading Limited and
its wholly owned subsidiaries. All intercompany accounts and transactions have
been eliminated in consolidation.
Basis of
Presentation
The
accompanying unaudited consolidated financial statements have been prepared in
accordance with the instructions to Form 10-Q and, therefore, do not include all
information and footnotes necessary for a fair presentation of financial
position, results of operations and cash flows in conformity with accounting
principles generally accepted in the United States of America. However, in the
opinion of the management of the Company, all
adjustments
necessary for a fair presentation of financial position and operating results
have been included in the statements. Interim results are not necessarily
indicative of results for a full year. Reference is made to the December 31,
2007 consolidated financial statements of Genco Shipping & Trading Ltd.
contained in its Annual Report on Form 10-K for the year ended December 31,
2007.
The
Company’s vessels regularly move between countries in international waters, over
hundreds of trade routes and, as a result, the disclosure of geographic
information is impracticable.
Vessel
acquisitions
When the
Company enters into an acquisition transaction, it determines whether the
acquisition transaction was the purchase of an asset or a business based on the
facts and circumstances of the transaction. As is customary in the
shipping industry, the purchase of a vessel is normally treated as a purchase of
an asset as the historical operating data for the vessel is not reviewed nor is
material to our decision to make such acquisition.
When a
vessel is acquired with an existing time charter, the Company allocates the
purchase price of the vessel and the time charter based on, among other things,
vessel market valuations and the present value (using an interest rate which
reflects the risks associated with the acquired charters) of the difference
between (i) the contractual amounts to be paid pursuant to the charter terms and
(ii) management's estimate of the fair market charter rate, measured over a
period equal to the remaining term of the charter. The capitalized
above-market (assets) and below-market (liabilities) charters are amortized as a
reduction or increase, respectively, to voyage revenues over the remaining term
of the charter.
Segment
reporting
The
Company reports financial information and evaluates its operations by charter
revenues and not by the length of ship employment for its customers, i.e., spot
or time charters. The Company does not use discrete financial information to
evaluate the operating results for different types of charters. Although revenue
can be identified for these types of charters, management cannot and does not
separately identify expenses, profitability or other financial information for
these charters. As a result, management, including the chief operating decision
maker, reviews operating results solely by revenue per day and operating results
of the fleet and thus, the Company has determined that it operates under one
reportable segment. Furthermore, when the Company charters a vessel to a
charterer, the charterer is free to trade the vessel worldwide and, as a result,
the disclosure of geographic information is impracticable.
Revenue and voyage expense
recognition
Revenues
are generated from time charters. A time charter involves placing a vessel at
the charterer’s disposal for a set period of time during which the charterer may
use the vessel in return for the payment by the charterer of a specified daily
hire rate. In time charters, operating costs including crews, maintenance and
insurance are typically paid by the owner of the vessel and specified voyage
costs such as fuel and port charges are paid by the charterer. There are certain
other non-specified voyage expenses such as commissions which are borne by the
Company.
The
Company records time charter revenues over the term of the charter as service is
provided. Revenues are recognized on a straight-line basis as the average
revenue over the term of the respective time charter agreement. The
Company recognizes vessel operating expenses when incurred.
Due from
charterers, net includes accounts receivable from charters net of the provision
for doubtful accounts. At each balance sheet date, the Company provides for the
provision based on a review of all outstanding charter receivables. Included in
the standard time charter contracts with our customers are certain performance
parameters, which if not met can result in customer claims. As of
June 30, 2008, we had a reserve of $160 against
due from
charterers balance, and at December 31, 2007, we had no reserve against due from
charterers balance. As of June 30, 2008 and December 31, 2007, the Company had a
reserve of $935 and $734, respectively in deferred revenue, each of which is
associated with estimated customer claims against the Company including time
charter performance issues.
Revenue
is based on contracted charterparties and, although the Company's business is
with customers whom the Company believes to be of the highest standard, there is
always the possibility of dispute over terms and payment of hires and freights.
In particular, disagreements may arise as to the responsibility for lost time
and revenue due to the Company as a result. Accordingly, the Company
periodically assesses the recoverability of amounts outstanding and estimates a
provision if there is a possibility of non-recoverability. Although the Company
believes its provisions to be reasonable at the time they are made, it is
possible that an amount under dispute is not ultimately recovered and the
estimated provision for doubtful accounts is inadequate.
Vessel operating
expenses
Vessel
operating expenses include crew wages and related costs, the cost of insurance,
expenses relating to repairs and maintenance, the cost of spares and consumable
stores, and other miscellaneous expenses. Vessel operating expenses are
recognized when incurred.
Vessels,
net are stated at cost less accumulated depreciation. Included in vessel costs
are acquisition costs directly attributable to the acquisition of a vessel and
expenditures made to prepare the vessel for its initial voyage. The
Company also considers interest costs for a vessel under construction as a cost
which is directly attributable to the acquisition of a
vessel. Vessels are depreciated on a straight-line basis over their
estimated useful lives, determined to be 25 years from the date of initial
delivery from the shipyard. Depreciation expense for vessels for the
three months ended June 30, 2008 and 2007 was $16,339, and $6,988,
respectively. Depreciation expense for vessels for the six months
ended June 30, 2008 and 2007 was $31,815, and $13,900 respectively.
Depreciation
expense is calculated based on cost less the estimated residual scrap value. The
costs of significant replacements, renewals and betterments are capitalized and
depreciated over the shorter of the vessel’s remaining estimated useful life or
the estimated life of the renewal or betterment. Undepreciated cost of any asset
component being replaced that was acquired after the initial vessel purchase is
written off as a component of vessel operating expense. Expenditures for routine
maintenance and repairs are expensed as incurred. Scrap value is estimated by
the Company by taking the cost of steel times the weight of the ship noted in
lightweight tons (lwt). At June 30, 2008 and 2007, the Company estimated the
residual value of vessels to be $175/lwt.
Fixed assets,
net
Fixed
assets, net are stated at cost less accumulated depreciation and
amortization. Depreciation and amortization are based on a
straight-line basis over the estimated useful life of the specific asset placed
in service. The following table is used in determining the estimated
useful lives:
Description Useful
lives
Leasehold
improvements
15 years
Furniture,
fixtures & other
equipment 5
years
Vessel
equipment
2-5
years
Computer
equipment
3
years
Depreciation
expense for fixed assets for the three months ended June 30, 2008 and 2007 was
$101, and $99, respectively. Depreciation expense for fixed assets
for the six months ended June 30, 2008 and 2007 was $203, and $190,
respectively.
Deferred drydocking
costs
The
Company’s vessels are required to be drydocked approximately every 30 to 60
months for major repairs and maintenance that cannot be performed while the
vessels are operating. The Company capitalizes the costs associated with the
drydockings as they occur and depreciates these costs on a straight-line basis
over the period between drydockings. Costs capitalized as part of a vessel’s
drydocking include actual costs incurred at the drydocking yard; cost of parts
that are reasonably made in anticipation of reducing the duration or cost of the
drydocking; cost of travel, lodging and subsistence of personnel sent to the
drydocking site to supervise; and the cost of hiring a third party to oversee
the drydocking. Depreciation expense for drydocking for the three
months ended June 30, 2008 and 2007 was $309, and $345,
respectively. Depreciation expense for drydocking for the six months
ended June 30, 2008 and 2007 was $594, and $528, respectively.
Inventory
consists of lubricants and bunkers (fuel) which are stated at the lower of cost
or market. Cost is determined by the first-in, first-out method.
Impairment of long-lived
assets
The
Company follows the Financial Accounting Standards Board (“FASB”) Statement of
Financial Accounting Standards (“SFAS”) No. 144, Accounting for the
Impairment or Disposal of Long-Lived Assets, which requires impairment losses to
be recorded on long-lived assets used in operations when indicators of
impairment are present and the undiscounted cash flows estimated to be generated
by those assets are less than their carrying amounts. In the evaluation of the
fair value and future benefits of long-lived assets, the Company performs an
analysis of the anticipated undiscounted future net cash flows of the related
long-lived assets. If the carrying value of the related asset exceeds the
undiscounted cash flows, the carrying value is reduced to its fair value.
Various factors including anticipated future charter rates, estimated scrap
values, future drydocking costs and estimated vessel operating costs, are
included in this analysis.
For the
three and six months ended June 30, 2008 and 2007, no impairment charges were
recorded, based on the analysis described above.
Deferred financing
costs
Deferred
financing costs, included in other assets, consist of fees, commissions and
legal expenses associated with obtaining loan facilities. These costs are
amortized over the life of the related debt, and are included in interest
expense.
Cash and cash
equivalents
The
Company considers highly liquid investments such as time deposits and
certificates of deposit with an original maturity of three months or less to be
cash equivalents.
Short-term
investments
The Company holds an investment in the
capital stock of Jinhui Shipping and Transportation Limited
(“Jinhui”). Jinhui is a drybulk shipping owner and operator focused
on the Supramax segment of drybulk shipping. This investment is
designated as Available For Sale (“AFS”) and is reported at fair value, with
unrealized gains and losses recorded in shareholders’ equity as a component of
other comprehensive income (“OCI”). Effective August 16, 2007, the
Company has elected hedge accounting for forward currency contracts in place
associated with the cost basis of the Jinhui shares. However, the
hedge is limited to the lower of the cost basis or the market value at time of
designation. Therefore, the unrealized currency gain or loss
associated with the hedged portion or the cost basis in the Jinhui shares is now
reflected in the income statement as income or (loss) from derivative
instruments to offset the gain or loss associated with these forward currency
contracts. The cost of securities when sold is based on the specific
identification method. Realized gains and losses on the sale of these
securities will be reflected in the consolidated statement of operations in
other (expense) income. Additionally, the realized gain or loss on
the
forward
currency contracts is reflected in the Consolidated Statement of Cash Flows as
an investing activity and is reflected in the caption Payments on forward
currency contracts, net.
Short-term
investments are reviewed periodically to identify possible other-than-temporary
impairment. When evaluating the investments, the Company reviews
factors such as the length of time and extent to which fair value has been below
the cost basis, the financial condition of the issuer, the underlying net asset
value of the issuers assets and liabilities, and the Company’s ability and
intent to hold the investment for a period of time which may be sufficient for
anticipated recovery in market value. Should the decline in the value
of any investment be deemed to be other-than-temporary, the investment basis
would be written down to fair market value, and the write-down would be recorded
to earnings as a loss.
Pursuant
to Section 883 of the U.S. Internal Revenue Code of 1986, as amended (the
“Code”), qualified income derived from the international operations of ships is
excluded from gross income and exempt from U.S. federal income tax if a company
engaged in the international operation of ships meets certain requirements.
Among other things, in order to qualify, the company must be incorporated in a
country which grants an equivalent exemption to U.S. corporations and must
satisfy certain qualified ownership requirements.
The
Company is incorporated in the Marshall Islands. Pursuant to the income tax laws
of the Marshall Islands, the Company is not subject to Marshall Islands income
tax. The Marshall Islands has been officially recognized by the Internal Revenue
Service as a qualified foreign country that currently grants the requisite
equivalent exemption from tax.
Based on
the publicly traded requirement of the Section 883 regulations as described in
the next paragraph, we believe that the Company qualified for exemption from
income tax for 2007.
In order
to meet the publicly traded requirement, our stock must be treated as being
primarily and regularly traded for more than half the days of any such year.
Under the Section 883 regulations, our qualification for the publicly traded
requirement may be jeopardized if shareholders of our common stock that own five
percent or more of our stock (“5% shareholders”) own, in the aggregate, 50% or
more of our common stock for more than half the days of the
year. We believe that during 2007, the combined ownership of
our 5% shareholders did not equal 50% or more of our common stock for more than
half the days of 2007. However if our 5% shareholders were to increase their
ownership to 50% or more of our common stock for more than half the days of 2008
or any future taxable year, we would not be eligible to claim exemption from tax
under Section 883 for that taxable year. We can therefore give no assurance that
changes and shifts in the ownership of our stock by 5% shareholders will not
preclude us from qualifying for exemption from tax in 2008 or in future
years.
If the
Company does not qualify for the exemption from tax under Section 883, it would
be subject to a 4% tax on the gross “shipping income” (without the allowance for
any deductions) that is treated as derived from sources within the United States
or “United States source shipping income.” For these purposes, “shipping income”
means any income that is derived from the use of vessels, from the hiring or
leasing of vessels for use, or from the performance of services directly related
to those uses; and “United States source shipping income” includes 50% of
shipping income that is attributable to transportation that begins or ends, but
that does not both begin and end, in the United States.
Deferred
revenue primarily relates to cash received from charterers prior to it being
earned. These amounts are recognized as income when
earned. Additionally, deferred revenue includes estimated customer
claims mainly due to time charter performance issues.
Comprehensive
income
The
Company follows SFAS No. 130 “Reporting Comprehensive Income,” which establishes
standards for reporting and displaying comprehensive income and its components
in financial statements. Comprehensive income
is
comprised of net income and amounts related to the adoption of SFAS No. 133
“Accounting for Derivative Instruments and Hedging Activities” as well as
unrealized gains or losses associated with the Company’s short-term
investments.
In 2006,
the Company adopted SFAS No. 123R, Share-Based Payment, for nonvested stock
issued under its equity incentive plan. Adoption of this new
accounting policy did not change the method of accounting for nonvested stock
awards. However, deferred compensation costs from nonvested stock
have been classified as a component of paid-in capital as required by SFAS
No. 123R.
The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosures of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Significant estimates include vessel and drydock
valuations, the valuation of amounts due from charterers, performance claims,
and fair value of derivative instruments. Actual results could differ from those
estimates.
Concentration of credit
risk
Financial
instruments that potentially subject the Company to concentrations of credit
risk are amounts due from charterers. With respect to amounts due from
charterers, the Company attempts to limit its credit risk by performing ongoing
credit evaluations and, when deemed necessary, requiring letters of credit,
guarantees or collateral. Although the Company earned 100% of
revenues from fifteen and thirteen customers, for the three months ended June
30, 2008 and 2007, respectively, and 100% of revenues from seventeen and sixteen
customers, respectively, for the six months ended June 30, 2008 and 2007,
management does not believe significant risk exists in connection with the
Company’s concentrations of credit at June 30, 2008 and December 31,
2007.
For the
three months ended June 30, 2008 there are two customers that individually
accounted for more than 10% of revenue, which represented 32.80% and 14.30% of
revenue, respectively. For the three months ended June 30, 2007
there are four customers that individually accounted for more than 10% of
revenue, which represented 16.31%, 11.67%, 10.97% and 10.09% of revenue,
respectively.
For the
six months ended June 30, 2008 there are two customers that individually
accounted for more than 10% of revenue, which represented 30.36%, and 15.58% of
revenue, respectively. The six months ended June 30, 2007 there are
three customers that individually accounted for more than 10% of revenue, which
represented 16.04%, 11.97%, and 10.41% of revenue, respectively.
Fair value of financial
instruments
The
estimated fair values of the Company’s financial instruments such as amounts due
to / due from charterers, and accounts payable approximate their individual
carrying amounts as of June 30, 2008 and December 31, 2007 due to their
short-term maturity or the variable-rate nature of the respective borrowings
under the credit facility.
The fair
value of the interest rate swaps and forward currency contracts (used for
purposes other than trading) is the estimated amount the Company would receive
to terminate these agreements at the reporting date, taking into account current
interest rates and the creditworthiness of the counterparty for assets and
creditworthiness of the Company for liabilities. See Note 10 - Fair
Value of Financial Instruments for additional disclosure on the fair values of
long term debt, derivative instruments, and available-for-sale
securities.
The
Company adopted SFAS No. 157, Fair Value Measurements (“SFAS No. 157”) in the
first quarter of 2007, which did not have a material impact on the financial
statements of the Company.
Derivative financial
instruments
Interest rate risk
management
The
Company is exposed to the impact of interest rate changes. The
Company’s objective is to manage the impact of interest rate changes on its
earnings and cash flow in relation to borrowings primarily for the purpose of
acquiring drybulk vessels. These borrowings are subject to a variable
borrowing rate. The Company uses pay-fixed receive-variable interest rate swaps
to manage future interest costs and the risk associated with changing interest
rate obligations. These swaps are designated as cash flow hedges of
future variable rate interest payments and are tested for effectiveness on a
quarterly basis.
The
differential to be paid or received for the effectively hedged portion of any
swap agreement is recognized as an adjustment to interest expense as
incurred. Additionally, the changes in value for the portion of the
swaps that are effectively hedging future interest payments are reflected as a
component of OCI.
For the
portion of the forward interest rate swaps that are not effectively hedged, the
change in the value and the rate differential to be paid or received is
recognized as income or (expense) from derivative instruments and is listed as a
component of other (expense) income until such time the Company has obligations
against which the swap is designated and is an effective hedge.
Currency risk
management
The
Company currently holds an investment in Jinhui shares that are traded on the
Oslo Stock Exchange located in Norway, and as such, the Company is exposed to
the impact of exchange rate changes on this available-for-sale security
denominated in Norwegian Kroner. The Company’s objective is to manage
the impact of exchange rate changes on its earnings and cash flows in relation
to its cost basis associated with its short-term investments. The Company uses
foreign currency forward contracts to protect its original investment from
changing exchange rates.
The
change in the value of the forward currency contracts is recognized as income or
(expense) from derivative instruments and is listed as a component of other
(expense) income. Effective August 16, 2007, the Company elected to
utilize fair value hedge accounting for these instruments whereby the change in
the value in the forward contracts continues to be recognized as income or
(expense) from derivative instruments and is listed as a component of other
(expense) income. Fair value hedge accounting then accelerates the
recognition of the effective portion of the currency translation gain or (loss)
on the Available for Sale Security from August 16, 2007 from OCI into income or
(expense) from derivative instruments and is listed as a component of other
(expense) income. Time value of the forward contracts are excluded
from effectiveness testing and recognized currently in income.
New accounting
pronouncements
In September 2006, FASB issued SFAS
No.157, “Fair Value Measurements” which enhances existing guidance for measuring
assets and liabilities using fair value. Previously, guidance for applying fair
value was incorporated in several accounting pronouncements. The new
statement provides a single definition of fair value, together with a framework
for measuring it, and requires additional disclosure about the use of fair value
to measure assets and liabilities. While the statement does not add
any new fair value measurements, it does change current practice. One such
change is a requirement to adjust the value of nonvested stock for the effect of
the restriction even if the restriction lapses within one year.
Additionally,
in February 2008, the FASB issued FASB Staff Position (“FSP”) 157-2, which
delays the effective date of SFAS No. 157 to fiscal years beginning after
November 15, 2008 and interim periods with those fiscal years for all
nonfinancial assets and liabilities, except those that are recognized or
disclosed at fair value in the financial statements on a recurring basis (at
least annually) until January 1, 2009 for calendar year end entities. The
Company has already adopted this Statement except as it applies to nonfinancial
assets and liabilities as noted in FSP 157-2. The partial adoption of SFAS
No. 157 did not have a significant impact on its consolidated results of
operations or financial position. The Company is currently evaluating the effect
that the adoption of SFAS No. 157, as it relates to nonfinancial assets and
liabilities, will have on its consolidated results of operations or financial
position.
In February 2007, the FASB issued SFAS
No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities”
(“SFAS No. 159”). Under this statement, the Company may elect to
report financial instruments and certain other items at fair value on a
contract-by-contract basis with changes in value reported in
earnings. This election is irrevocable. SFAS No. 159 is
effective for the Company commencing in 2008. Early adoption within
120 days of the beginning of the year was permissible, provided the Company had
adopted SFAS No. 157. The Company adopted SFAS 159 on January 1, 2008
and elected not to report financial instruments and certain other items at fair
value on a contract-by-contract basis with changes in value reported in
earnings.
In
December 2007, the FASB issued SFAS No. 141 (Revised 2007), “Business
Combinations” (“SFAS No. 141R”). SFAS No. 141R will
significantly change the accounting for business combinations. Under
SFAS No. 141R, an acquiring entity will be required to recognize all
the assets acquired and liabilities assumed in a transaction at the
acquisition-date fair value, with limited exceptions. SFAS No. 141R
also includes a substantial number of new disclosure requirements and applies
prospectively to business combinations for which the acquisition date is on or
after the beginning of the first annual reporting period beginning on or after
December 15, 2008. As the provisions of SFAS No. 141R are applied
prospectively, the impact to the Company cannot be determined until any such
transactions occur.
In March 2008, the FASB issued
SFAS No. 161, “Disclosures about Derivative Instruments and Hedging
Activities, an amendment of FASB statement 133” (“SFAS No. 161”). The new
standard is intended to improve financial reporting about derivative instruments
and hedging activities by requiring enhanced disclosures to enable investors to
better understand their effects on an entity’s financial position, results of
operations and cash flows. The new standard also improves transparency about how
and why a company uses derivative instruments and how derivative instruments and
related hedged items are accounted for under SFAS No. 133. It is effective
for financial statements issued for fiscal years and interim periods beginning
after November 15, 2008, with early application encouraged. The
Company’s management is currently assessing the new disclosure requirements
required by SFAS 161.
3 - CASH FLOW INFORMATION
The
Company currently has nine interest rate swaps, and these swaps are described
and discussed in Note 8. The fair value of eight of the swaps is in a liability
position of $19,719 and one of the swaps is in an asset position of $997 as
of June 30, 2008. At December 31, 2007, the swaps were in a liability
position of $21,039.
For the
six months ended June 30, 2008, the Company had non-cash investing activities
not included in the Consolidated Statement of Cash Flows for items included in
accounts payable and accrued expenses consisting of $92 for the purchase of
vessels, $491 associated with deposits on vessels, $51 for the purchase of
short-term investments, $98 associated with deferred financing costs, and $251
for expenses associated with issuance of common stock in May 2008, which are not
reflected in net proceeds of such issuance at June 30,
2008. Additionally, for the six months ended June 30, 2008, the
Company had items in prepaid expenses and other current assets consisting of
$1,460 which reduced the deposits on vessels. The Company had non-cash investing
activities not included in the Consolidated Statement of Cash Flows for items
included in accounts payable and accrued expenses for the purchase of fixed
assets of approximately $14 for the six months ended June 30,
2007.
For the
six months ended June 30, 2008, the Company made a non-cash reclassification of
$30,335 from deposits on vessels to vessels net of accumulated depreciation due
to the completion of the purchase of the Genco Champion and Genco
Constantine.
During
the six months ended June 30, 2008, the cash paid for interest, including
interest amounts capitalized was $26,733. During the six months ended
June 30, 2007, the cash paid for interest was $6,302 and no interest costs were
capitalized.
On
January 10, 2008 the Board of Directors approved a grant of 100,000 shares of
nonvested common stock to Peter Georgiopoulos, Chairman of the Board. The
fair value of such nonvested stock was $4,191 on the grant date and was recorded
in equity. Additionally, on February 13, 2008, the Company made
grants of nonvested common stock under the Plan in the amount of 12,500
shares to directors of the Company. The fair value of such
nonvested
stock was
$689 on the grant date and was recorded in equity.
On
February 8, 2007 the Company granted nonvested stock to certain directors and
employees. The fair value of such nonvested stock was $494 on the grant date and
was recorded in equity. Additionally, during January 2007, nonvested
stock forfeited amounted to $54 for shares granted in 2005 and is recorded in
equity. Lastly, during May 2007, nonvested stock forfeited amounted
to $88 for shares granted in 2006 and 2005 and is recorded in
equity.
4 - VESSEL
ACQUISITIONS
AND
DISPOSITIONS
On June
16, 2008 the Company agreed to acquire six drybulk newbuildings from Lambert
Navigation Ltd., Northville Navigation Ltd., Providence Navigation Ltd., and
Prime Bulk Navigation Ltd., for an aggregate purchase price of
$530,000. Additionally, on May 9, 2008, the Company agreed to acquire
three 2007 built vessels, consisting of two Panamax vessels and one Supramax
vessel, from Bocimar International N.V. and Delphis N.V for an aggregate
purchase price of approximately $257,000. Upon completion of
these acquisitions and the acquisition of the remaining four Capesize
vessels from companies within the Metrostar Management Corporation group,
Genco's fleet will consist of 41 drybulk vessels, consisting of twelve Capesize,
eight Panamax, four Supramax, six Handymax and eleven Handysize vessels, with an
aggregate carrying capacity of approximately 3,516,000 dwt and an average age
of 5.8 years.
On
February 26, 2008, the Company completed the sale of the Genco
Trader. The Company realized a net gain of approximately
$26,227 and had net proceeds of $43,080 from the sale of the vessel in the
first quarter of 2008. The Company had previously reached an
agreement, on October 2, 2007, to sell the Genco Trader, a 1990-built Panamax
vessel, to SW Shipping Co., Ltd for $44,000 less a 2% brokerage commission
payable to a third party. The Genco Trader was classified as held for
sale at December 31, 2007 in the amount of $16,857.
On
February 21, 2008, the Company completed the acquisition of the Genco
Constantine, a 2008 built Capesize vessel from companies within the
Metrostar Management Corporation group. The remaining four Capesize
vessels are expected to be built, and subsequently delivered to Genco, between
the fourth quarter of 2008 and the third quarter of 2009. In July 2007,
the Company entered into an agreement to acquire nine Capesize vessels from
companies within the Metrostar Management Corporation group for a net purchase
price of $1,111,000, consisting of the value of the vessels and the liability
for the below market time charter contracts acquired. As of December
31, 2007, four of the nine Capesize vessels, the Genco Augustus, Genco Tiberius,
Genco London, and Genco Titus, all 2007 built vessels, had been delivered to
Genco.
On
January 2, 2008, the Company completed the acquisition of the Genco Champion,
the last vessel acquired from affiliates of Evalend Shipping Co. S.A. On
August 10 and August 13, 2007, the Company had agreed to acquire six drybulk
vessels (three Supramax and three Handysize) from affiliates of Evalend Shipping
Co. S.A. for a net purchase price of $336,000, consisting of the value of the
vessels and the liability for the below market time charter contract
acquired. As of December 31, 2007, the Company had completed the
acquisition of five of the vessels, the Genco Predator, Genco Warrior, Genco
Hunter, Genco Charger, and Genco Challenger.
On
February 21, 2007, the Genco Glory was sold to Cloud Maritime S.A. for
$13,004 net of a brokerage commission paid to WeberCompass (Hellas)
S.A. Based on the selling price and the net book value of the vessel,
the Company recorded a gain of $3,575 during the quarter ended March 31,
2007.
On
October 14, 2005, the Company took delivery of the Genco Muse, a 48,913 dwt
Handymax drybulk carrier and the results of its operations is included in the
consolidated results of the Company after that date. The vessel is a 2001
Japanese-built vessel. The total purchase price of the vessel was $34,450. The
purchase price included the assumption of an existing time charter with
Qatar Navigation QSC at a rate of $26.5 per day. Due to the above market rate of
the existing time charter at the time of the acquisition, the Company
capitalized $3,492 of the purchase price as an asset which was amortized as a
reduction of voyage revenues through September 2007 (the remaining term of the
charter).
Below and
above market time charters acquired were amortized as an (increase) or decrease
to revenue in the amounts of ($4,761) and $461, respectively, for the three
months ended June 30, 2008 and June 30, 2007.
Below and
above market time charters acquired were amortized as an (increase) or decrease
to revenue in the amounts of ($11,610) and $917, respectively, for the six
months ended June 30, 2008 and June 30, 2007.
Capitalized
interest associated with the new building contracts acquired for the three
months ended June 30, 2008 and 2007 were $492 and $0,
respectively. Capitalized interest associated with the new
building contracts acquired for the six months ended June 30, 2008 and 2007 were
$1,249 and $0, respectively.
See Note
1 for discussion on the initial acquisition of our initial 16 drybulk carriers
and details of other acquisitions.
The
purchase and sale of the aforementioned vessels is consistent with the Company's
strategy of selectively expanding the number and maintaining the high-quality
vessels in the fleet.
5 – SHORT-TERM
INVESTMENTS
At June
30, 2008 and December 31, 2007, the Company holds an investment of 16,335,100
and 15,439,800 shares of Jinhui capital stock, respectively, which is recorded
at the fair value of $158,952 and $167,524, respectively based on the closing
price on June 30, 2008 and December 28, 2007 (the last trading date on the Oslo
exchange in 2007) of 49.50 NOK and 59.00 NOK, respectively. The
unrealized gain due to the appreciation of stock and currency translation gain
at June 30, 2008 is $10,404 and $22,681; respectively. The unrealized
gain due to the appreciation of stock and currency translation gain December 31,
2007 was $38,540 and $11,705, respectively. The unrealized
currency translation gain for any unhedged portion at June 30, 2008 and
December 31, 2007 is $2,627 and $1,545, respectively and is recorded as a
component of OCI since this investment is designated as an AFS
security. Effective on August 16, 2007, the Company elected to
utilize hedge accounting for forward contracts hedging the currency risk
associated with the Norwegian Kroner cost basis in the Jinhui
stock. The hedge is limited to the lower of the cost basis or the
market value at time of the designation. For the three months ended
June 30, 2008, fair value hedge accounting resulted in recognizing both an
unrealized currency translation gain of $1,962 on the stock basis and offsetting
losses on the hedged forward contracts. For the three months
ended June 30, 2007, the Company did not utilize fair value hedge
accounting. For the six months ended June 30, 2008, fair value hedge
accounting resulted in recognizing both an unrealized currency translation gain
of $10,976 on the stock basis and offsetting losses on the hedged forward
contracts. For the six months ended June 30, 2007, the Company did
not utilize fair value hedge accounting. The unrealized appreciation in the
stock and the currency translation gain above the cost basis are recorded as a
component of OCI. Realized gains and losses on the sale of these
securities will be reflected in the consolidated statement of operations in
other (expense) or income once sold. Time value of the forward
contracts are excluded from effectiveness testing and recognized currently in
income. For the six months ended June 30, 2008 and June 30,
2007, an immaterial amount was recognized in income or (expense) from
derivative instruments associated with excluded time value and
ineffectiveness.
At June
30, 2008, the Company had one short-term forward currency contract to hedge the
Company’s exposure to the Norwegian Kroner related to the cost basis of Jinhui
stock as described above. The forward currency contract for a
notional amount of 739.2 million NOK (Norwegian Kroner) or $142,378,
matured on July 21, 2008. At December 31, 2007, the Company had one
short-term forward currency contract to hedge the Company’s exposure to the
Norwegian Kroner related to the cost basis of Jinhui stock as described
above. The forward currency contract for a notional amount of 685.1
million NOK (Norwegian Kroner) or $124,557, matured on January 17, 2008. As
forward contracts expire, the Company continues to enter into new forward
currency contracts for the cost basis of the Short-term investment, excluding
commissions. However, the hedge is limited to the lower of the cost basis
or the market value at time of designation. As of July 17, 2008, the
Company has a forward currency contract for the notional amount of 739.2 million
NOK for $144,947. For the three months ended June 30, 2008 and
June 30, 2007, the net losses (realized and unrealized) of $1,200 and $1,910,
respectively, related to the forward currency contracts and to the hedged
translations gain on the cost basis of the Jinhui stock are reflected as (loss)
income from derivative instruments and are included as a component of other
expense. For the six months ended June 30, 2008 and June 30,
2007, the net losses (realized and unrealized) of $1,283 and $1,910,
respectively, related to the forward currency contracts and to the
hedged translations gain on the cost basis of the Jinhui stock are reflected as
(loss) income from derivative instruments and are included as a component of
other expense. The short-term liability associated with the forward
currency contract at June 30, 2008 and December 31, 2007 is $3,063, and $1,448,
respectively, and is presented as the fair value of derivatives on the balance
sheet. The loss associated with these respective liabilities is
included as a component of (loss) income from derivative
instruments
and is offset by a reclassification from OCI for the hedged portion of the
currency gain (loss) on short-term investments.
6 - EARNINGS PER COMMON
SHARE
The
computation of basic earnings (loss) per share is based on the weighted average
number of common shares outstanding during the year. The computation of diluted
earnings (loss) per share assumes the vesting of nonvested stock awards (see
Note 18), for which the assumed proceeds upon grant are deemed to be the amount
of compensation cost attributable to future services and not yet recognized
using the treasury stock method, to the extent dilutive. For the three and six
months ended June 30, 2008 and 2007, the restricted stock grants are
dilutive.
The
components of the denominator for the calculation of basic earnings per share
and diluted earnings per share are as follows:
|
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Three Months
Ended
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Six Months
Ended
|
|
|
|
2008
|
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|
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Common
shares outstanding, basic:
|
|
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|
|
|
|
|
|
|
Weighted
average common shares outstanding, basic
|
|
|
29,750,309 |
|
|
|
25,312,593 |
|
|
|
29,242,118 |
|
|
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25,310,783 |
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|
|
|
|
|
|
|
Common
shares outstanding, diluted:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted
average common shares outstanding, basic
|
|
|
29,750,309 |
|
|
|
25,312,593 |
|
|
|
29,242,118 |
|
|
|
25,310,783 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted
average restricted stock awards
|
|
|
207,389 |
|
|
|
143,820 |
|
|
|
193,906 |
|
|
|
128,260 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted
average common shares outstanding, diluted
|
|
|
29,957,698 |
|
|
|
25,456,413 |
|
|
|
29,436,024 |
|
|
|
25,439,043 |
|
On
February 13, 2008, our board of directors approved a share repurchase program
for up to a total of $50,000 of the Company's common stock. The board
will review the program after 12 months. Share repurchases will be
made from time to time for cash in open market transactions at prevailing market
prices or in privately negotiated transactions. The timing and amount of
purchases under the program will be determined by management based upon market
conditions and other factors. Purchases may be made pursuant to a
program adopted under Rule 10b5-1 under the Securities Exchange Act. The program
does not require the Company to purchase any specific number or amount of shares
and may be suspended or reinstated at any time in the Company's discretion and
without notice. Repurchases will be subject to restrictions under the 2007
Credit Facility. The 2007 Credit Facility was amended as of February
13, 2008 to permit the share repurchase program and provide that the dollar
amount of shares repurchased is counted toward the maximum dollar amount of
dividends that may be paid in any fiscal quarter. No such purchases
have been made through June 30, 2008.
7 - RELATED PARTY
TRANSACTIONS
The
following are related party transactions not disclosed elsewhere in these
financial statements:
In June
2006, the Company made an employee performing internal audit services available
to General Maritime Corporation (“GMC”), where the Company’s Chairman, Peter C.
Georgiopoulos, also serves as Chairman of the Board, Chief Executive Officer and
President. For the six months ended June 30, 2008 and 2007, the
Company invoiced $65 and $64, respectively, to GMC for the time associated with
such internal audit services. Additionally, during the six months
ended June 30, 2008 and 2007, the Company incurred travel and other related
expenditures totaling $156 and $69, respectively, reimbursable to GMC or its
service provider. For the six months ended June 30, 2008
approximately, $9 of these travel expenditures were paid from the gross proceeds
received from the May 2008 equity offering and as such were included in the
determination of net proceeds. At June 30, 2008, the amount due the
Company is $4, and at December 31, 2007, the amount due GMC from the Company is
$69.
During
the six months ended June 30, 2008 and 2007, the Company incurred legal services
aggregating $61 and $29 from Constantine Georgiopoulos, father of Peter C.
Georgiopoulos, Chairman of the Board. At June 30, 2008 and December 31, 2007,
$42 and $86, respectively, was outstanding to Constantine
Georgiopoulos.
In
December 2006, the Company engaged the services of WeberCompass (Hellas) S.A.
(“WC”), a shipbroker, to facilitate the sale of the Genco Glory. One
of our directors, Basil G. Mavroleon, is a Managing Director of WC and a
Managing Director and shareholder of Charles R. Weber Company, Inc., which is
50% shareholder of WC. WC was paid a commission of $132, or 1% of the
gross selling price of the Genco Glory. No amounts were due to WC at June 30,
2008 or at December 31, 2007.
During
March 2007, the Company utilized the services of North Star Maritime, Inc.
(“NSM”) which is owned and operated by one of our directors, Rear Admiral Robert
C. North, USCG (ret.). NSM, a marine industry consulting firm,
specializes in international and domestic maritime safety, security and
environmental protection issues. NSM was paid $7 for services
rendered in March 2007. No amounts were due to NSM at June 30, 2008
or at December 31, 2007.
Long-term
debt consists of the following:
|
|
June
30, 2008
|
|
|
December
31, 2007
|
|
|
|
|
|
|
|
|
Revolver,
2007 Credit Facility
|
|
$ |
989,250 |
|
|
$ |
936,000 |
|
Less:
Current portion
|
|
|
- |
|
|
|
43,000 |
|
|
|
|
|
|
|
|
|
|
Long-term
debt
|
|
$ |
989,250 |
|
|
$ |
893,000 |
|
2007 Credit
Facility
On July
20, 2007, the Company entered into a new credit facility with DnB Nor Bank ASA
(the “2007 Credit Facility”) for the purpose of acquiring the nine new Capesize
vessels and refinancing the Company’s existing 2005 Credit Facility and
Short-Term Line. DnB Nor Bank ASA is also Mandated Lead Arranger,
Bookrunner, and Administrative Agent. The Company has used borrowings under the
2007 Credit Facility to repay amounts outstanding under the 2005 Credit Facility
and the Short-Term Line, and these two facilities have accordingly been
terminated. The maximum amount that may be borrowed under the 2007
Credit Facility is $1,377,000. Subsequent to the equity offering
completed in October 2007, the Company is no longer required pay up to $6,250 or
such lesser amount as is available from Net Cash Flow (as defined in the credit
agreement for the 2007 Credit Facility) each fiscal quarter to reduce borrowings
under the 2007 Credit Facility. As of June 30, 2008, $387,750 remains
available to fund future vessel acquisitions. The Company may borrow
up to $50,000 of the $387,750 for working capital purposes.
Under the
2007 Credit Facility, subject to the conditions set forth in the credit
agreement, the Company may borrow an amount up to $1,377,000. Amounts
borrowed and repaid under the 2007 Credit Facility may be
reborrowed. The 2007 Credit Facility has a maturity date of July 20,
2017, or ten years from the signing date of the 2007 Credit
Facility.
Loans
made under the 2007 Credit Facility may be used for the following:
·
|
up
to 100% of the en bloc purchase price of $1,111,000 for nine modern
drybulk Capesize vessels, which the Company has agreed to purchase from
companies within the Metrostar Management Corporation
group;
|
·
|
repayment
of amounts previously outstanding under the Company’s 2005 Credit
Facility, or $206,233;
|
·
|
the
repayment of amounts previously outstanding under the Company’s Short-Term
Line, or $77,000;
|
·
|
possible
acquisitions of additional dry bulk carriers between 25,000 and 180,000
dwt that are up to ten years of age at the time of delivery and not more
than 18 years of age at the time of maturity of the 2007 Credit
Facility;
|
·
|
up
to $50,000 of working capital; and
|
·
|
the
issuance of up to $50,000 of standby letters of credit. At June
30, 2008, there were no letters of credit issued under the 2007 Credit
Facility.
|
All
amounts owing under the 2007 Credit Facility are secured by the
following:
·
|
cross-collateralized
first priority mortgages of each of the Company’s existing vessels and any
new vessels financed with the 2007 Credit
Facility;
|
·
|
an
assignment of any and all earnings of the mortgaged
vessels;
|
·
|
an
assignment of all insurances of the mortgaged
vessels;
|
·
|
a
first priority perfected security interest in all of the shares of Jinhui
owned by the Company;
|
·
|
an
assignment of the shipbuilding contracts and an assignment of the
shipbuilder’s refund guarantees meeting the Administrative Agent’s
criteria for any additional newbuildings financed under the 2007 Credit
Facility; and
|
·
|
a
first priority pledge of the Company’s ownership interests in each
subsidiary guarantor.
|
The
Company has completed a pledge of its ownership interests in the subsidiary
guarantors that own the vessels acquired or to be acquired. The other
collateral described above was pledged, as required, within thirty days of the
effective date of the 2007 Credit Facility.
The
Company’s borrowings under the 2007 Credit Facility bear interest at the London
Interbank Offered Rate (“LIBOR”) for an interest period elected by the Company
of one, three, or six months, or longer if available, plus the Applicable Margin
(which is 0.90% per annum for the first five years of the 2007 Credit Facility
and 0.95% thereafter). If the Company’s ratio of Total Debt to Total
Capitalization (each as defined in the credit agreement for the 2007 Credit
Facility) is less than 70%, the Applicable Margin decreases to 0.85% and 0.90%,
respectively. In addition to other fees payable by the Company in
connection with the 2007 Credit Facility, the Company paid a commitment fee at a
rate of 0.20% per annum of the daily average unutilized commitment of each
lender under the facility until September 30, 2007, and 0.25%
thereafter.
The 2007
Credit Facility will be subject to ten consecutive semi-annual reductions of
7.0% of the total amount of credit granted under the new facility, with the
first reduction occurring on the fifth anniversary of the signing date and a
balloon payment reduction of 30% on the maturity date. The Company
may prepay the 2007 Credit Facility, without penalty, with two days notice for
LIBOR rate advances, in minimum amounts of $10,000 together with accrued
interest on the amount prepaid.
The 2007
Credit Facility includes the following financial covenants which will apply to
the Company and its subsidiaries on a consolidated basis and will be measured at
the end of each fiscal quarter beginning with June 30, 2007:
·
|
The
leverage covenant requires the maximum average net debt to EBITDA to be
ratio of at least 5.5:1.0.
|
·
|
Cash
and cash equivalents must not be less than $500 per mortgaged
vessel.
|
·
|
The
ratio of EBITDA to interest expense, on a rolling last four-quarter basis,
must be no less than 2.0:1.0.
|
·
|
After
July 20, 2007, consolidated net worth must be no less than $263,300 plus
80% of the value of the any new equity issuances of the Company from June
30, 2007. Based on the equity offerings completed in October
2007 and May 2008, consolidated net worth must be no less than
$590,780.
|
·
|
The
aggregate fair market value of the mortgaged vessels must at all times be
at least 130% of the aggregate outstanding principal amount under the 2007
Credit Facility plus all letters of credit outstanding; the Company has a
30 day remedy period to post additional collateral or reduce the amount of
the revolving loans and/or letters of credit
outstanding.
|
Other
covenants in the 2007 Credit Facility are substantially similar to the covenants
in the Company’s previous credit facilities. The Company believes it
has been in compliance with these covenants since the inception of the facility
through June 30, 2008.
On June
18, 2008, the Company entered into an amendment to the 2007 Credit Facility
allowing the Company to prepay vessel deposits to give the Company flexibility
in refinancing potential vessel acquisitions.
The
Company can continue to pay cash dividends in accordance with its dividend
policy and certain terms of the credit agreement so long as no event of default
has occurred and is continuing and that no event of default will occur as a
result of the payment of such dividend. The 2007 Credit Facility also
establishes a basket to accrue for dividends permitted but not actually
distributed under the permitted dividend calculation since July 29,
2005. In addition to Genco’s regular quarterly dividend, Genco can
pay up to $150,000 in dividends from this basket. In addition, the
2007 Credit Facility was amended as of February 13, 2008 to permit the Company
to implement its share repurchase program, which was recently approved by its
board of directors. Under this amendment, the dollar amount of shares
repurchased is counted toward the maximum dollar amount of dividends that may be
paid in any fiscal quarter. For further details of our share
repurchase program, see Note 6 to our financial statements.
Due to
refinancing of the Company’s previous facilities, the Company incurred a
non-cash write-off of the unamortized deferred financing cost in the amount of
$3,568 associated with the Company’s previous facilities and this charge was
reflected in interest expense in the third quarter of 2007.
The
following table sets forth the repayment of the outstanding debt of $989,250 at
June 30, 2008 under the 2007 Credit Facility:
|
|
|
|
Period
Ending June 30,
|
|
|
|
|
|
|
|
2008
(July 1, 2008 – December 31, 2008)
|
|
$ |
- |
|
2009
|
|
|
- |
|
2010
|
|
|
- |
|
2011
|
|
|
- |
|
2012
|
|
|
- |
|
Thereafter
|
|
|
989,250 |
|
|
|
|
|
|
Total
long-term debt
|
|
$ |
989,250 |
|
|
|
|
|
|
Interest
rates
For the
three months ended June 30, 2008, the effective interest rate associated with
the interest expense for the 2007 Credit Facility, including the rate
differential between the pay fixed receive variable rate on the swaps that were
in effect, combined, and the cost associated with unused commitment fees with
this facility was 5.31%. For the three months ended June 30, 2007,
the effective interest rate associated with the interest expense for the 2005
Credit Facility and Short-Term Line, including the rate differential between the
pay fixed receive variable rate on
the swaps
that were in effect, combined, and the cost associated with unused commitment
fees with this facility was 6.54%.
For the
six months ended June 30, 2008, the effective interest rate associated with the
interest expense for the 2007 Credit Facility, including the rate differential
between the pay fixed receive variable rate on the swaps that were in effect,
combined, and the cost associated with unused commitment fees with this
facility, was 5.27%. For the six months ended June 30, 2007, the
effective interest rate associated with the interest expense for the 2005 Credit
Facility and Short-Term Line, including the rate differential between the pay
fixed receive variable rate on the swaps that were in effect, combined, and the
cost associated with unused commitment fees with this facility, was
6.51%.
The
interest rate on the debt, excluding the unused commitment fees, ranged from
2.98% to 5.60% and from 6.23% to 6.33%, for the three months ended June 30, 2008
and 2007, respectively. The interest rate on the debt, excluding the
unused commitment fees, ranged from 2.98% to 6.10% and from 6.23% to 6.39%, for
the six months ended June 30, 2008 and 2007, respectively.
Short-Term Line - Refinanced
by the 2007 Credit Facility
On May 3,
2007, the Company entered into a short-term line of credit facility under which
DnB NOR Bank ASA, Grand Cayman Branch and Nordea Bank Norge ASA, Grand Cayman
Branch are serving as lenders (the “Short-Term Line”). The
Short-Term Line was used to fund a portion of acquisitions we made in the shares
of capital stock of Jinhui. Under the terms of the Short-Term Line,
we were allowed to borrow up to $155,000 for such acquisitions, and we had
borrowed a total of $77,000 under the Short-Term Line prior to its
refinancing. The term of the Short-Term Line was for 364 days, and
the interest on amounts drawn was payable at the rate of LIBOR plus a margin of
0.85% per annum for the first six month period and LIBOR plus a margin of 1.00%
for the remaining term. We were obligated to pay certain commitment
and administrative fees in connection with the Short-Term Line. The
Company, as required, pledged all of the Jinhui shares it has purchased as
collateral against the Short-Term Line. The Short-Term Line
incorporated by reference certain covenants from our 2005 Credit
Facility.
The
Short-Term Line was refinanced in July 2007 with the 2007 Credit
Facility.
2005 Credit
Facility - Refinanced by the 2007
Credit Facility
The
Company entered into the 2005 Credit Facility as of July 29,
2005. The 2005 Credit Facility was with a syndicate of commercial
lenders including Nordea Bank Finland plc, New York Branch, DnB NOR Bank ASA,
New York Branch and Citibank, N.A. The 2005 Credit Facility has been
used to refinance our indebtedness under our original credit facility entered
into on December 3, 2004 (the “Original Credit Facility”). Under the terms of
our 2005 Credit Facility, borrowings in the amount of $106,233 were used to
repay indebtedness under our Original Credit Facility and additional net
borrowings of $24,450 were obtained to fund the acquisition of the Genco
Muse. In July 2006, the Company increased the line of credit by
$100,000 and during the second and third quarters of 2006 borrowed $81,250 for
the acquisition of three vessels.
The 2005
Credit Facility had a term of ten years and would have matured on July 29, 2015.
The facility permitted borrowings up to 65% of the value of the vessels that
secure our obligations under the 2005 Credit Facility up to the facility limit,
provided that conditions to drawdown are satisfied. Certain of these conditions
required the Company, among other things, to provide to the lenders acceptable
valuations of the vessels in our fleet confirming that the aggregate amount
outstanding under the facility (determined on a pro forma basis giving effect to
the amount proposed to be drawn down) will not exceed 65% of the value of the
vessels pledged as collateral. The facility limit is reduced by an
amount equal to 8.125% of the total $550,000, commitment, semi-annually over a
period of four years and is reduced to $0 on the tenth
anniversary.
On
February 7, 2007, the Company reached an agreement with its syndicate of
commercial lenders to allow the Company to increase the amount of the 2005
Credit Facility by $100,000, for a total maximum availability of $650,000.
The Company had the option to increase the facility amount by $25,000 increments
up to the additional $100,000, so long as at least one bank within the syndicate
agrees to fund such increase. Any increase associated with this agreement
was generally governed by the existing terms of the 2005 Credit Facility,
although we and any
banks
providing the increase could have agreed to vary the upfront fees, unutilized
commitment fees, or other fees payable by us in connection with the
increase.
The
obligations under the 2005 Credit Facility were secured by a first-priority
mortgage on each of the vessels in our fleet as well as any future vessel
acquisitions pledged as collateral and funded by the 2005 Credit Facility. The
2005 Credit Facility was also secured by a first-priority security interest in
our earnings and insurance proceeds related to the collateral
vessels.
All of
our vessel-owning subsidiaries were full and unconditional joint and
several guarantors of our 2005 Credit Facility. Each of these subsidiaries is
wholly owned by Genco Shipping & Trading Limited. Genco Shipping
& Trading Limited has no independent assets or operations.
Interest
on the amounts drawn was payable at the rate of 0.95% per annum over LIBOR until
the fifth anniversary of the closing of the 2005 Credit Facility and 1.00% per
annum over LIBOR thereafter. We were also obligated to pay a commitment fee
equal to 0.375% per annum on any undrawn amounts available under the facility.
On July 29, 2005, the Company paid an arrangement fee to the lenders of $2.7
million on the original commitment of $450,000 and an additional $600 for the
$100,000 commitment increase which equates to 0.6% of the total commitment of
$550,000 as of July 12, 2006. These arrangement fees along with other costs were
capitalized as deferred financing costs.
Under the
terms of our 2005 Credit Facility, we were permitted to pay or declare dividends
in accordance with our dividend policy so long as no default or event of default
has occurred and is continuing or would result from such declaration or
payment.
The 2005
Credit Facility had certain financial covenants that require the Company, among
other things, to: ensure that the fair market value of the collateral
vessels maintains a certain multiple as compared to the outstanding
indebtedness; maintain a specified ratio of total indebtedness to total
capitalization; maintain a specified ratio of earnings before interest, taxes,
depreciation and amortization to interest expense; maintain a net worth of
approximately $263,000; and maintain working capital liquidity in an amount of
not less than $500 per vessel securing the borrowings. Additionally,
there were certain non-financial covenants that required the Company, among
other things, to provide the lenders with certain legal documentation, such as
the mortgage on a newly acquired vessel using funds from the 2005 Credit
Facility, and other periodic communications with the lenders that include
certain compliance certificates at the time of borrowing and on a quarterly
basis. For the period since facility inception through retirement of
the facility, the Company believes it was in compliance with these covenants,
except for an age covenant in conjunction with the acquisition of the Genco
Commander, a 1994 vessel, for which the Company obtained a waiver for the term
of the agreement.
The 2005
Credit Facility permitted the issuance of letters of credit up to a maximum
amount of $50,000. The conditions under which letters of credit can be issued
were substantially the same as the conditions for borrowing funds under the
facility. Each letter of credit must terminate within twelve months, but can be
extended for successive periods also not exceeding twelve months. The Company
would pay a fee of 1/8 of 1% per annum on the amount of letters of credit
outstanding.
The 2005 Credit Facility has been
refinanced with the 2007 Credit Facility.
Letter of
credit
In
conjunction with the Company entering into a long-term office space lease (See
Note 16 - Lease Payments), the Company was required to provide a letter of
credit to the landlord in lieu of a security deposit. As of September 21, 2005,
the Company obtained an annually renewable unsecured letter of credit with DnB
NOR Bank. The letter of credit amount as of June 30, 2008 and
December 31, 2007 was in the amount of $520, at a fee of 1% per annum. The
letter of credit is reduced to $416 on August 1, 2008 and is cancelable on each
renewal date provided the landlord is given 150 days minimum
notice.
Interest rate swap
agreements
The
Company has entered into nine interest rate swap agreements with DnB NOR Bank to
manage interest costs and the risk associated with changing interest rates. The
total notional principal amount of the swaps is $681,233 and the swaps have
specified rates and durations.
The
following table summarizes the interest rate swaps in place as of June 30, 2008
and December 31, 2007:
Interest
Rate Swap Detail
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notional
Amount
Outstanding
|
|
|
Notional
Amount
Outstanding
|
|
9/6/05
|
|
|
4.485 |
% |
9/14/05
|
7/29/15
|
|
$ |
106,233 |
|
|
$ |
106,233 |
|
3/29/06
|
|
|
5.25 |
% |
1/2/07
|
1/1/14
|
|
|
50,000 |
|
|
|
50,000 |
|
3/24/06
|
|
|
5.075 |
% |
1/2/08
|
1/2/13
|
|
|
50,000 |
|
|
|
50,000 |
|
9/7/07
|
|
|
4.56 |
% |
10/1/07
|
12/31/09
|
|
|
75,000 |
|
|
|
75,000 |
|
7/31/07
|
|
|
5.115 |
% |
11/30/07
|
11/30/11
|
|
|
100,000 |
|
|
|
100,000 |
|
8/9/07
|
|
|
5.07 |
% |
1/2/08
|
1/3/12
|
|
|
100,000 |
|
|
|
100,000 |
|
8/16/07
|
|
|
4.985 |
% |
3/31/08
|
3/31/12
|
|
|
50,000 |
|
|
|
50,000 |
|
8/16/07
|
|
|
5.04 |
% |
3/31/08
|
3/31/12
|
|
|
100,000 |
|
|
|
100,000 |
|
1/22/08
|
|
|
2.89 |
% |
2/1/08
|
2/1/11
|
|
|
50,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
681,233 |
|
|
$ |
631,233 |
|
The
differential to be paid or received for these swap agreements are recognized as
an adjustment to interest expense as incurred. The Company is
currently utilizing cash flow hedge accounting for the swaps whereby the
effective portion of the change in value of the swaps is reflected as a
component of Other Comprehensive Income (“OCI”). The ineffective
portion is recognized as income or (loss) from derivative instruments, which is
a component of other (expense) income. For any period of time that
the Company did not designate the swaps for hedge accounting, the change in the
value of the swap agreements prior to designation was recognized as income or
(loss) from derivative instruments and was listed as a component of other
(expense) income.
The
interest (expense) income pertaining to the interest rate swaps for the three
months ended June 30, 2008 and 2007 was ($3,379) and $247,
respectively. The interest (expense) income pertaining to the
interest rate swaps for the six months ended June 30, 2008 and 2007 was ($3,868)
and $494, respectively.
The swap
agreements, with effective dates on or prior to June 30, 2008, synthetically
convert variable rate debt the fixed interest rate of swap plus the Applicable
Margin (which is 0.85% per annum for the first five years of the 2007 Credit
Facility and 0.90% thereafter). If the Company’s ratio of Total Debt
to Total Capitalization (each as defined in the credit agreement for the 2007
Credit Facility) is greater than or equal to 70%, the Applicable Margin
increases to 0.90% for the first five years and 0.95% thereafter.
The
liability associated with these swaps at June 30, 2008 and December 31, 2007 is
$19,719 and $21,039, respectively, which are presented as the fair value of
derivatives on the balance sheet. Additionally, at June 30, 2008, the
Company had a swap in an asset position of $997, which is presented as the fair
value of derivatives on the balance sheet. As of June 30, 2008 and
December 31, 2007, the Company has accumulated OCI of ($18,683) and ($21,068),
respectively, related to the effectively hedged portion of the
swaps. Hedge ineffectiveness associated with the interest rate swaps
resulted in income or (loss) from derivative instruments of ($3) for the three
months ended June 30, 2008. Hedge ineffectiveness associated with the
interest rate swaps resulted in income or (loss) from derivative instruments of
($20) for the six months ended June 30, 2008. For the three and six
months ended June 30, 2007 the swaps had no ineffectiveness resulting in any
income or expense from derivative instruments. At June 30, 2008,
($11,412) of OCI is expected to be reclassified into interest expense over the
next 12 months associated with interest rate derivatives.
9 – ACCUMULATED OTHER
COMPREHENSIVE INCOME
The
components of accumulated other comprehensive income included in the
accompanying consolidated balance sheets consist of net unrealized gain (loss)
from short-term investments, net gain (loss) on derivative instruments
designated and qualifying as cash-flow hedging instruments, and cumulative
translation adjustments on the short-term investment in Jinhui stock as of June
30, 2008 and December 31, 2007.
|
|
|
|
|
Unrealized
Gain (loss) on Cash Flow Hedges
|
|
|
Unrealized
Gain on Short-term Investments
|
|
|
Currency
Translation Gain (loss) on Short-term Investments
|
|
OCI
– January 1, 2008
|
|
$ |
19,017 |
|
|
$ |
(21,068 |
) |
|
$ |
38,540 |
|
|
$ |
1,545 |
|
Unrealized
loss on short-term investments
|
|
|
(28,135 |
) |
|
|
|
|
|
|
(28,135 |
) |
|
|
|
|
Translation
gain on short-term investments
|
|
|
10,976 |
|
|
|
|
|
|
|
|
|
|
|
10,976 |
|
Translation
gain reclassed to (loss) income from derivative
instruments
|
|
|
(9,894 |
) |
|
|
|
|
|
|
|
|
|
|
(9,894 |
) |
Unrealized
loss on cash flow hedges
|
|
|
6,253 |
|
|
|
6,253 |
|
|
|
|
|
|
|
|
|
Interest
income reclassed to (loss) income from derivative
instruments
|
|
|
(3,868 |
) |
|
|
(3,868 |
) |
|
|
|
|
|
|
|
|
OCI
–June 30, 2008
|
|
$ |
(5,651 |
) |
|
$ |
(18,683 |
) |
|
$ |
10,405 |
|
|
$ |
2,627 |
|
10 - FAIR VALUE OF FINANCIAL
INSTRUMENTS
The
estimated carrying and fair values of the Company’s financial instruments are as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
and cash equivalents
|
|
$ |
95,964 |
|
|
$ |
95,964 |
|
|
$ |
71,496 |
|
|
$ |
71,496 |
|
Short-term
investments
|
|
|
158,952 |
|
|
|
158,952 |
|
|
|
167,524 |
|
|
|
167,524 |
|
Floating
rate debt
|
|
|
989,250 |
|
|
|
989,250 |
|
|
|
936,000 |
|
|
|
936,000 |
|
Derivative
instruments – asset position
|
|
|
997 |
|
|
|
997 |
|
|
|
- |
|
|
|
- |
|
Derivative
instruments – liability position
|
|
|
22,782 |
|
|
|
22,782 |
|
|
|
22,487 |
|
|
|
22,487 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The fair
value of the short-term investments is based on quoted market
rates. The fair value of the revolving credit facility is estimated
based on current rates offered to the Company for similar debt of the same
remaining maturities. Additionally, the Company considers its
creditworthiness in determining the fair value of the revolving credit
facility. The carrying value approximates the fair market value for
the floating rate loans. The fair value of the interest rate and
currency swaps (used for purposes other than trading) is the estimated amount
the Company would receive to terminate the swap agreements at the reporting
date, taking into account current interest rates, NOK spot rates, and the
creditworthiness of both the swap counterparty and the Company.
The
Company elected to early adopt SFAS No. 157 beginning in its 2007 fiscal year,
and there was no material impact to its first quarter financial
statements. SFAS No. 157 applies to all assets and liabilities that
are being measured and reported on a fair value basis. SFAS No. 157 requires new
disclosure that establishes a framework for measuring fair value in GAAP, and
expands disclosure about fair value measurements. This statement
enables the reader of the financial statements to assess the inputs used to
develop those measurements by establishing a hierarchy for ranking the quality
and reliability of the information used to determine fair values. The statement
requires that assets and liabilities carried at fair value will be classified
and disclosed in one of the following three categories:
Level 1:
Quoted market prices in active markets for identical assets or
liabilities.
Level 2:
Observable market based inputs or unobservable inputs that are corroborated by
market data.
Level 3:
Unobservable inputs that are not corroborated by market data.
The
following table summarizes the valuation of our short-term investments and
financial instruments by the above SFAS No. 157 pricing levels as of the
valuation dates listed:
|
|
June
30, 2008
|
|
|
|
Total
|
|
|
Quoted
market prices in active markets (Level 1)
|
|
|
Significant
Other Observable Inputs
(Level
2)
|
|
Short-term
investments
|
|
$ |
158,952 |
|
|
$ |
158,952 |
|
|
|
|
Derivative
instruments – asset position
|
|
|
997 |
|
|
|
|
|
|
|
997 |
|
Derivative
instruments – liability position
|
|
|
22,782 |
|
|
|
|
|
|
|
22,782 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company holds an investment in the
capital stock of Jinhui, which is classified as a short-term
investment. The stock of Jinhui is publicly traded on the Oslo Stock
Exchange and is considered a Level 1 item. The Company’s interest
rate derivative instruments are pay-fixed, receive-variable interest rate swaps
based on LIBOR. In addition, the Company’s derivative instruments
include a forward currency contract based on the Norwegian
Kroner. The Company has elected to use the income approach to
value the derivatives, using observable Level 2 market expectations at
measurement date and standard valuation techniques to convert future amounts to
a single present amount assuming that participants are motivated, but not
compelled to transact. Level 2 inputs for the valuations are limited
to quoted prices for similar assets or liabilities in active markets
(specifically futures contracts on LIBOR for the first two years) and inputs
other than quoted prices that are observable for the asset or liability
(specifically LIBOR cash and swap rates, NOK spot rates and credit risk at
commonly quoted intervals). Mid-market pricing is used as a practical
expedient for fair value measurements. SFAS No. 157 states that the
fair value measurement of an asset or liability must reflect the nonperformance
risk of the entity and the counterparty. Therefore, the impact of the
counterparty’s and Company’s creditworthiness has also been factored into the
fair value measurement of the derivative instruments in an asset or liability
position and did not have a material impact on the fair value of these
derivative instruments.
11 - PREPAID EXPENSES AND
OTHER CURRENT ASSETS
|
Prepaid
expenses and other current assets consist of the
following:
|
|
|
June 30, 2008
|
|
|
December
31, 2007
|
|
Lubricant
inventory and other stores
|
|
$ |
3,126 |
|
|
$ |
2,720 |
|
Prepaid
items
|
|
|
2,784 |
|
|
|
1,769 |
|
Insurance
Receivable
|
|
|
629 |
|
|
|
1,331 |
|
Interest
receivable on deposits for vessels to be acquired
|
|
|
3,559 |
|
|
|
2,489 |
|
Other
|
|
|
1,981 |
|
|
|
1,065 |
|
Total
|
|
$ |
12,079 |
|
|
$ |
9,374 |
|
12 – OTHER ASSETS,
NET
Other
assets consist of deferred financing costs which include fees, commissions and
legal expenses associated with securing loan facilities. These costs are
amortized over the life of the related debt, which is included in interest
expense. The Company has unamortized deferred financing costs of $6,230 and
$6,130, respectively, at June 30, 2008 and December 31, 2007 associated with the
2007 Credit Facility. Accumulated amortization of
deferred
financing costs as of June 30, 2008 and December 31, 2007 was $630 and $288,
respectively. During July 2007, the Company refinanced its previous
facilities (the Short-Term Line and the 2005 Credit Facility) resulting in the
non-cash write-off of the unamortized deferred financing cost of $3,568 to
interest expense. The Company has incurred deferred financing costs
of $6,860 in total for the 2007 Credit Facility. Amortization expense
for deferred financing costs, including the write-off any unamortized costs upon
refinancing credit facilities for the three months ended June 30, 2008 and 2007
was $152 and $176, respectively. Amortization expense for deferred
financing costs, including the write-off any unamortized costs upon refinancing
credit facilities for the six months ended June 30, 2008 and 2007 was $342 and
$272, respectively.
13 -
FIXED ASSETS, NET
|
Fixed
assets consist of the following:
|
|
|
June
30, 2008
|
|
|
December
31, 2007
|
|
Fixed
assets:
|
|
|
|
|
|
|
Vessel
equipment
|
|
$ |
889 |
|
|
$ |
826 |
|
Leasehold
improvements
|
|
|
1,146 |
|
|
|
1,146 |
|
Furniture
and fixtures
|
|
|
347 |
|
|
|
347 |
|
Computer
equipment
|
|
|
356 |
|
|
|
342 |
|
Total
cost
|
|
|
2,738 |
|
|
|
2,661 |
|
Less:
accumulated depreciation and amortization
|
|
|
925 |
|
|
|
722 |
|
Total
|
|
$ |
1,813 |
|
|
$ |
1,939 |
|
|
|
|
|
|
|
|
|
|
|
14 - ACCOUNTS PAYABLE
AND ACCRUED EXPENSES
|
|
Accounts
payable and accrued expenses consist of the
following:
|
|
|
June
30, 2008
|
|
|
December
31, 2007
|
|
Accounts
payable
|
|
$ |
3,279 |
|
|
$ |
4,164 |
|
Accrued
general and administrative expenses
|
|
|
7,424 |
|
|
|
9,108 |
|
Accrued
vessel operating expenses
|
|
|
5,914 |
|
|
|
4,242 |
|
|
|
|
|
|
|
|
|
|
Total
|
|
$ |
16,617 |
|
|
$ |
17,514 |
|
15 - REVENUE FROM TIME
CHARTERS
Total
revenue earned on time charters for the three months ended June 30, 2008 and
2007 was $104,572 and $36,847, respectively, and for the six months ended June
30, 2008 and 2007 was $196,242 and $74,067, respectively. Future minimum time
charter revenue, based on vessels committed to noncancelable time charter
contracts as of July 25, 2008 is expected to be $196,376 for the remaining two
quarters of 2008 $308,364 during 2009, $198,728 during 2010, $69,405 during 2011
and $17,623 during 2012, assuming 20 days of off-hire due to any scheduled
drydocking and no additional off-hire time is incurred. Future
minimum revenue excludes the future acquisitions of the remaining seven Capesize
vessels, one Panamax vessel, and three Handysize vessels to be acquired, which
are to be delivered to Genco in the future, since estimated delivery dates are
not firm.
16 - LEASE
PAYMENTS
In
September 2005, the Company entered into a 15-year lease for office space in New
York, New York. The monthly rental is as follows: Free
rent from September 1, 2005 to July 31, 2006, $40 per month from August 1, 2006
to August 31, 2010, $43 per month from September 1, 2010 to August 31, 2015, and
$46 per month from September 1, 2015 to August 31, 2020. The Company
obtained a tenant work credit of $324. The monthly straight-line
rental expense from September 1, 2005 to August 31, 2020 is $39. As a
result of the straight-line rent
calculation
generated by the free rent period and the tenant work credit, the Company has a
deferred rent credit at June 30, 2008 and December 31, 2007 of $715 and $725,
respectively. The Company has the option to extend the lease for a
period of five years from September 1, 2020 to August 31, 2025. The
rent for the renewal period will be based on prevailing market rate for the six
months prior to the commencement date of the extension term. Rent
expense for the three months ended June 30, 2008 and 2007, was $117 for each of
the respective periods. Rent expense for the six months ended June
30, 2008 and 2007, was $233 for each of the respective periods.
Future
minimum rental payments on the above lease for the next five years and
thereafter are as follows: $243 for the remainder of 2008, $486 for 2009, $496
for 2010, $518, for 2011 through 2012 and a total of $4,132 for the remaining
term of the lease.
17 - SAVINGS
PLAN
In August
2005, the Company established a 401(k) plan which is available to full-time
employees who meet the plan’s eligibility requirements. This 401(k)
plan is a defined contribution plan, which permits employees to make
contributions up to maximum percentage and dollar limits allowable by IRS Code
Sections 401(k), 402(g), 404 and 415 with the Company matching up to the first
six percent of each employee’s salary on a dollar-for-dollar
basis. The matching contribution vests immediately. For
three months ended June 30, 2008 and 2007, the Company’s matching contribution
to the Plan was $27 and $24, respectively, and for the six months ended June 30,
2008 and 2007, the Company’s matching contribution to the Plan was $88 and $65,
respectively.
18- NONVESTED STOCK
AWARDS
On July
12, 2005, the Company’s board of directors approved the Genco Shipping and
Trading Limited 2005 Equity Incentive Plan (the “Plan”). Under this
plan, the Company’s board of directors, the compensation committee, or another
designated committee of the board of directors may grant a variety of
stock-based incentive awards to employees, directors and consultants whom the
compensation committee (or other committee or the board of directors) believes
are key to the Company’s success. Awards may consist of incentive
stock options, nonqualified stock options, stock appreciation rights, dividend
equivalent rights, nonvested stock, unrestricted stock and performance
shares. The aggregate number of shares of common stock available for
award under the Plan is 2,000,000 shares.
On
October 31, 2005, the Company made grants of nonvested common stock under the
Plan in the amount of 111,412 shares to the executive officers and employees and
7,200 shares to directors of the Company. The executive and employee
grants vest ratably on each of the four anniversaries of the date of the
Company’s initial public offering (July 22, 2005). On July 22, 2007
and 2006, 26,478 and 27,853 shares, respectively, of the employees’ and
executives’ nonvested stock vested, and during the year ended December 31, 2007
and the year ended December 31, 2006, 3,375 and 750 shares, respectively, were
forfeited. Grants to the directors vested in full on May 18, 2006,
the date of the Company’s annual shareholders’ meeting. Upon grant of
the nonvested stock, an amount of unearned compensation equivalent to the market
value at the date of the grant, or $1,949, was recorded as a component of
shareholders’ equity. After forfeitures, the unamortized portion of
this award at June 30, 2008 and December 31, 2007 was $124 and $250,
respectively. Amortization of this charge, which is included in
general and administrative expenses, was $63 and $107, for the three months
ended June 30, 2008 and 2007, respectively, and $126 and $206, for the six
months ended June 30, 2008 and 2007, respectively. The
remaining expense for the years ended 2008, and 2009 will be $64 and $60,
respectively.
On
December 21, 2005, the Company made grants of nonvested common stock under the
Plan in the amount of 55,600 shares to the executive officers and employees of
the Company. Theses grants vest ratably on each of the four
anniversaries of the determined vesting date beginning with November 15,
2006. During the year ended December 31, 2007 and 2006, 13,338 and
13,900 shares, respectively, of the employees’ and executives’ nonvested stock
vested, and during the year ended December 31, 2007 1,687 shares were
forfeited. Upon grant of the nonvested stock, an amount of unearned
compensation equivalent to the market value at the date of the grant, or $991,
was recorded as a component of shareholders’ equity. After
forfeitures, the unamortized portion of this award at June 30, 2008 and December
31, 2007 was $112 and $181, respectively. Amortization of this
charge, which is included in general and administrative expenses, was $34 and
$58, for the three months ended June 30, 2008 and 2007, respectively, and $69
and $116, for the six months ended June 30, 2008 and
2007,
respectively. The remaining expense for the years ended 2008
and 2009 will be $60 and $52, respectively.
On
December 20, 2006 and December 22, 2006, the Company made grants of nonvested
common stock under the Plan in the amount of 37,000 shares to employees other
than executive officers and 35,000 shares to the executive officers,
respectively. These grants vest ratably on each of the four
anniversaries of the determined vesting date beginning with November 15,
2007. During the year ended December 31, 2007, 17,500 shares of the
executives’ and other employees’ nonvested stock vested, and during the year
ended December 31, 2007, 2,000 shares were forfeited. Upon grant of
the nonvested stock, an amount of unearned compensation equivalent to the market
value at the respective date of the grants, or $2,018, was recorded as a
component of shareholders’ equity. After forfeitures, the unamortized
portion of this award at June 30, 2008 and December 31, 2007 was $610 and $873,
respectively. Amortization of this charge, which is included in
general and administrative expenses for the three months ended June 30, 2008 and
2007, was $132 and $273, respectively, and $263 and $563, for the six months
ended June 30, 2008 and 2007, respectively. The remaining expense for
the years ended 2008, 2009 and 2010 will be $238, $265 and $107,
respectively.
On
February 8, 2007, the Company made grants of nonvested common stock under the
Plan in the amount of 9,000 shares to employees and 7,200 shares to directors of
the Company. The employee grants vest ratably on each of the four
anniversaries of the determined vesting date beginning with November 15,
2007. During the year ended December 31, 2007, 2,250 shares of the
employees’ nonvested stock vested. Grants to the directors
vested in full on May 16, 2007, the date of the Company’s annual shareholders’
meeting. Upon grant of the nonvested stock, an amount of unearned
compensation equivalent to the market value at the date of the grants, or $494,
was recorded as a component of shareholders’ equity. The unamortized
portion of this award at June 30, 2008 and December 31, 2007 was $92 and $133,
respectively. Amortization of this charge, which is included in
general and administrative expenses, was $20 and $147, for the three months
ended June 30, 2008 and 2007, respectively, and $41 and $286, for the six months
ended June 30, 2008 and 2007, respectively. The remaining expense for
the years ending 2008, 2009, and 2010 will be $36, $40 and $16,
respectively
On
December 21, 2007, the Company made grants of nonvested common stock under the
Plan in the amount of 93,000 shares to the executive officers and the employees
of the Company. These grants vest ratably on each of the four
anniversaries of the determined vesting date beginning with November 15,
2008. Upon grant of the nonvested stock, an amount of unearned
compensation equivalent to the market value at the date of the grants, or
$4,935, was recorded as a component of shareholders’ equity. The
unamortized portion of this award at June 30, 2008 and December 31, 2007 was
$3,479 and $4,852, respectively. Amortization of this charge, which
is included in general and administrative expenses, was $686 and $0, for the
three months ended June 30, 2008 and 2007, respectively, and $1,373 and $0, for
the six months ended June 30, 2008 and 2007, respectively. The
remaining expense for the years ending 2008, 2009, 2010 and 2011 will be $1,212,
$1,305, $686 and $276, respectively.
On
January 10, 2008, the Board of Directors approved a grant of 100,000 nonvested
common stock to Peter Georgiopoulos, Chairman of the Board, this grant vests
ratably on each of the ten anniversaries of the determined vesting date
beginning with November 15, 2008. Upon grant of the nonvested stock,
an amount of unearned compensation equivalent to the market value at the date of
the grant, or $4,191 was recorded as a component of shareholders' equity. The
unamortized portion of this award at June 30, 2008 and December 31, 2007 was
$3,557 and $0, respectively. Amortization of this charge, which is
included in general and administrative expenses, was $334 and $0, for the three
months ended June 30, 2008 and 2007, respectively, and $634 and $0, for the six
months ended June 30, 2008 and 2007, respectively. The remaining
expense for the years ending 2008, 2009, 2010, 2011, 2012, 2013, 2014, 2015,
2016 and 2017 will be $611, $816, $599, $457, $352, $267, $197, $136, $84 and
$37, respectively.
On
February 13, 2008, the Company made grants of nonvested common stock under the
Plan in the amount of 12,500 shares to directors of the Company. The
grants to directors vested in full at the annual shareholders meeting of the
Company which was held on May 14, 2008. Upon grant of the nonvested stock, an
amount of unearned compensation equivalent to the market value at the date of
the grant, or $689 was recorded as a component of shareholders'
equity. The unamortized portion of this award was $0 at both June 30,
2008 and December 31, 2007. Amortization of this charge, which is
included in general and administrative expenses, was $337 and $0,
for
the three
months ended June 30, 2008 and 2007, respectively, and $689 and $0, for the six
months ended June 30, 2008 and 2007, respectively.
The table
below summarizes the Company’s nonvested stock awards as of June 30,
2008:
|
|
Number
of Shares
|
|
|
Weighted
Average Grant Date Price
|
|
Outstanding
at January 1, 2008
|
|
|
231,881 |
|
|
$ |
34.32 |
|
Granted
|
|
|
112,500 |
|
|
|
43.37 |
|
Vested
|
|
|
(12,500 |
) |
|
|
55.09 |
|
Forfeited
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
Outstanding
at June 30, 2008
|
|
|
331,881 |
|
|
$ |
36.61 |
|
The fair
value of nonvested stock at the grant date is equal to the closing stock price
on that date. The Company is amortizing these grants over the
applicable vesting periods. As of June 30, 2008, unrecognized
compensation cost related to nonvested stock will be recognized over a weighted
average period of 4.48 years.
From time
to time the Company may be subject to legal proceedings and claims in the
ordinary course of its business, principally personal injury and property
casualty claims. Such claims, even if lacking merit, could result in the
expenditure of significant financial and managerial resources. The Company is
not aware of any legal proceedings or claims that it believes will have,
individually or in the aggregate, a material adverse effect on the Company, its
financial condition, results of operations or cash flows.
On July
24, 2008, the Board of Directors declared a dividend of $1.00 per share to be
paid on or about August 29, 2008 to shareholders of record as of August 15,
2008. The aggregate amount of the dividend is expected to be $31,796,
which the Company anticipates will be funded from cash on hand at the time
payment is to be made.
On July
24, 2008, the Company made grants of nonvested common stock under the Plan
in the amount of 15,000 shares to directors of the Company other than Stephen A.
Kaplan. The grants to directors vest in full on the earlier of the
first anniversary of the grant date or the date of the next annual shareholders
meeting of the Company. Upon grant of the nonvested stock, an amount of unearned
compensation equivalent to the market value at the date of the grant, or $938
will be recorded as a component of shareholders' equity. Amortization
of this charge is expected to be included in general and administrative expenses
during 2008 and 2009.
On August
7, 2008, the Genco Hunter, a 2007-built Supramax vessel, collided with another
vessel while transiting the Singapore Straits. No injuries and no
pollution from either vessel have been reported, and the Genco Hunter has been
safely anchored. An investigation into the cause of the incident by
the Maritime and Port Authority of Singapore has commenced with Genco’s full
cooperation. The Company anticipates the Genco Hunter to remain offhire for
approximately 14 days and expects to be reimbursed under hull and machinery
insurance claims related to this vessel for repair costs. The Genco Hunter
is currently on a time charter with Pacific Basin Chartering Ltd. at a daily
rate of $62,000, less a 5% third party commission.
ITEM
2.
|
MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
|
This
report contains forward-looking statements made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements use words such as
“anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,”
and other words and terms of similar meaning in connection with a discussion of
potential future events, circumstances or future operating or financial
performance. These forward-looking statements are based on
management’s current expectations and observations. Included among the
factors that, in our view, could cause actual results to differ materially from
the forward looking statements contained in this report are the following (i)
changes in demand or rates in the drybulk shipping industry; (ii) changes in the
supply of or demand for drybulk products, generally or in particular regions;
(iii) changes in the supply of drybulk carriers including newbuilding of vessels
or lower than anticipated scrapping of older vessels; (iv) changes in rules and
regulations applicable to the cargo industry, including, without limitation,
legislation adopted by international organizations or by individual countries
and actions taken by regulatory authorities; (v) increases in costs and expenses
including but not limited to: crew wages, insurance, provisions, repairs,
maintenance and general and administrative expenses; (vi) the adequacy of our
insurance arrangements; (vii) changes in general domestic and international
political conditions; (viii) changes in the condition of the Company’s vessels
or applicable maintenance or regulatory standards (which may affect, among other
things, our anticipated drydocking or maintenance and repair costs) and
unanticipated drydock expenditures; (ix) the amount of offhire time needed
to complete repairs on vessels and the timing and amount of any reimbursement by
our insurance carriers for insurance claims including offhire days; (x) our
acquisition or disposition of vessels; (xi) the fulfillment of the closing
conditions under, or the execution of customary additional documentation for,
the Company’s agreements to acquire a total of 11 drybulk
vessels; and other factors listed from time to time in our filings
with the Securities and Exchange Commission, including, without limitation, our
Annual Report on Form 10-K for the year ended December 31, 2007 and subsequent
reports on Form 8-K and Form 10-Q. Our ability to pay dividends in
any period will depend upon factors including the limitations under our loan
agreements, applicable provisions of Marshall Islands law and the final
determination by the Board of Directors each quarter after its review of our
financial performance. The timing and amount of dividends, if any,
could also be affected by factors affecting cash flows, results of operations,
required capital expenditures, or reserves. As a result, the amount
of dividends actually paid may vary.
The
following management’s discussion and analysis should be read in conjunction
with our historical consolidated financial statements and the related notes
included in this Form 10-Q.
We are a
Marshall Islands company incorporated in September 2004 to transport iron
ore, coal, grain, steel products and other drybulk cargoes along worldwide
shipping routes through the ownership and operation of drybulk carrier vessels.
As of June 30, 2008, our fleet consisted of five Capesize, seven Panamax, three
Supramax, six Handymax and eight Handysize drybulk carriers, with an aggregate
carrying capacity of approximately 2,096,000 dwt, and the average age of our
fleet was approximately 6.5 years, as compared to the average age for the world
fleet of approximately 16 years for the drybulk shipping segments in which we
compete. All of the vessels in our fleet are on time charters to reputable
charterers, including Lauritzen Bulkers AS, Cargill International S.A., Hyundai
Merchant Marine Co., Ltd., STX Panocean (UK) Co., Ltd., Pacific Basin Chartering
Ltd., A/S Klaveness, ArcelorMittal, and COSCO Bulk Carriers Co., Ltd., and NYK
Bulkship Europe S.A. All of the vessels in our fleet are presently engaged under
time charter contracts that expire (assuming the option periods in the time
charters are not exercised) between August 2008 and August
2012.
See page
39 for a table of all vessels currently in our fleet or expected to be delivered
to us.
We intend to grow our
fleet through timely and selective acquisitions of vessels in a manner that is
accretive to our cash flow. In connection with this growth strategy, we
negotiated the 2007 Credit Facility, for the purpose of acquiring the nine new
Capesize vessels, refinancing the outstanding indebtedness under our previous
credit facilities, and acquiring additional vessels since entering into the
Capesize acquisition with Metrostar.
Our
management team and our other employees are responsible for the commercial and
strategic management of our fleet. Commercial management includes the
negotiation of charters for vessels, managing the
mix of
various types of charters, such as time charters and voyage charters, and
monitoring the performance of our vessels under their charters. Strategic
management includes locating, purchasing, financing and selling vessels. We
currently contract with four independent technical managers, to provide
technical management of our fleet at a lower cost than we believe would be
possible in-house. Technical management involves the day-to-day management of
vessels, including performing routine maintenance, attending to vessel
operations and arranging for crews and supplies. Members of our New York
City-based management team oversee the activities of our independent technical
managers.
On August
7, 2008, the Genco Hunter, a 2007-built Supramax vessel, collided with another
vessel while transiting the Singapore Straits. No injuries and no
pollution from either vessel have been reported, and the Genco Hunter has been
safely anchored. An investigation into the cause of the incident by
the Maritime and Port Authority of Singapore has commenced with Genco’s full
cooperation. The Company anticipates the Genco Hunter to remain offhire for
approximately 14 days and expects to be reimbursed under hull and machinery
insurance claims related to this vessel for repair costs. The Genco Hunter
is currently on a time charter with Pacific Basin Chartering Ltd. at a daily
rate of $62,000, less a 5% third party commission.
|
Factors
Affecting Our Results of Operations
|
We
believe that the following table reflects important measures for analyzing
trends in our results of operations. The table reflects our ownership
days, available days, operating days, fleet utilization, TCE rates and daily
vessel operating expenses for the three and six months ended June 30, 2008 and
2007.
|
|
For the three months ended June
30,
|
|
|
Increase
|
|
|
|
|
|
|
2008
|
|
|
2007
|
|
|
(Decrease)
|
|
|
%
Change
|
|
Fleet
Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
Ownership
days (1)
|
|
|
|
|
|
|
|
|
|
|
|
|
Capesize
|
|
|
455.0 |
|
|
|
- |
|
|
|
455.0 |
|
|
|
N/A |
|
Panamax
|
|
|
553.1 |
|
|
|
637.0 |
|
|
|
(83.9 |
) |
|
|
(13.2 |
%) |
Supramax
|
|
|
273.0 |
|
|
|
- |
|
|
|
273.0 |
|
|
|
N/A |
|
Handymax
|
|
|
546.0 |
|
|
|
637.0 |
|
|
|
(91.0 |
) |
|
|
(14.3 |
%) |
Handysize
|
|
|
728.0 |
|
|
|
455.0 |
|
|
|
273.0 |
|
|
|
60.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
2,555.1 |
|
|
|
1,729.0 |
|
|
|
826.1 |
|
|
|
47.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Available
days (2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capesize
|
|
|
455.0 |
|
|
|
- |
|
|
|
455.0 |
|
|
|
N/A |
|
Panamax
|
|
|
552.2 |
|
|
|
636.7 |
|
|
|
(84.5 |
) |
|
|
(13.3 |
%) |
Supramax
|
|
|
273.0 |
|
|
|
- |
|
|
|
273.0 |
|
|
|
N/A |
|
Handymax
|
|
|
546.0 |
|
|
|
610.8 |
|
|
|
(64.8 |
) |
|
|
(10.6 |
%) |
Handysize
|
|
|
710.1 |
|
|
|
455.0 |
|
|
|
255.1 |
|
|
|
56.1 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
2,536.3 |
|
|
|
1,702.5 |
|
|
|
833.8 |
|
|
|
49.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
days (3)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capesize
|
|
|
455.0 |
|
|
|
- |
|
|
|
455.0 |
|
|
|
N/A |
|
Panamax
|
|
|
541.1 |
|
|
|
606.9 |
|
|
|
(65.8 |
) |
|
|
(10.8 |
%) |
Supramax
|
|
|
268.8 |
|
|
|
- |
|
|
|
268.8 |
|
|
|
N/A |
|
Handymax
|
|
|
545.2 |
|
|
|
606.3 |
|
|
|
(61.1 |
) |
|
|
(10.1 |
%) |
Handysize
|
|
|
707.5 |
|
|
|
455.0 |
|
|
|
252.5 |
|
|
|
55.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
2,517.6 |
|
|
|
1,668.2 |
|
|
|
849.4 |
|
|
|
50.9 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fleet utilization
(4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capesize
|
|
|
100.0 |
% |
|
|
- |
|
|
|
100. |
% |
|
|
N/A |
|
Panamax
|
|
|
98.0 |
% |
|
|
95.3 |
% |
|
|
2.7 |
% |
|
|
2.8 |
% |
Supramax
|
|
|
98.5 |
% |
|
|
- |
|
|
|
1.0 |
% |
|
|
N/A |
|
Handymax
|
|
|
99.8 |
% |
|
|
99.3 |
% |
|
|
0.5 |
% |
|
|
0.5 |
% |
Handysize
|
|
|
99.6 |
% |
|
|
100.0 |
% |
|
|
(0.4 |
%) |
|
|
(0.4 |
%) |
Fleet average
|
|
|
99.3 |
% |
|
|
98.0 |
% |
|
|
1.3 |
% |
|
|
1.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended June
30,
|
|
|
Increase
|
|
|
|
|
|
|
2008
|
|
|
2007
|
|
|
(Decrease)
|
|
|
%
Change
|
|
|
|
(U.S.
dollars)
|
|
|
|
|
|
|
|
Average
Daily Results:
|
|
|
|
|
|
|
|
|
|
|
|
|
Time
Charter Equivalent (5)
|
|
|
|
|
|
|
|
|
|
|
|
|
Capesize
|
|
$ |
81,791 |
|
|
$ |
- |
|
|
$ |
81,791 |
|
|
|
N/A |
|
Panamax
|
|
|
36,675 |
|
|
|
25,673 |
|
|
|
11,002 |
|
|
|
42.9 |
% |
Supramax
|
|
|
48,124 |
|
|
|
- |
|
|
|
48,124 |
|
|
|
N/A |
|
Handymax
|
|
|
34,825 |
|
|
|
21,952 |
|
|
|
12,873 |
|
|
|
58.6 |
% |
Handysize
|
|
|
20,039 |
|
|
|
13,354 |
|
|
|
6,685 |
|
|
|
50.1 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fleet
average
|
|
|
40,945 |
|
|
|
21,046 |
|
|
|
19,899 |
|
|
|
94.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Daily
vessel operating expenses (6)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capesize
|
|
$ |
4,850 |
|
|
$ |
- |
|
|
$ |
4,850 |
|
|
|
N/A |
|
Panamax
|
|
|
4,442 |
|
|
|
4,515 |
|
|
|
(73 |
) |
|
|
(1.6 |
%) |
Supramax
|
|
|
4,562 |
|
|
|
- |
|
|
|
4,562 |
|
|