Third Quarter 2010 Financial Highlights: -- Net Revenues of $29.0 million -- Adjusted EBITDA of $17.2 million -- Operating Income of $8.2 million -- Net Income of $2.9 million
Nine Months 2010 Financial Highlights: -- Net Revenues of $69.9 million -- Adjusted EBITDA of $40.9 million -- Operating Income of $17.3 million -- Net Income of $2.8 million
Dale Ploughman, the Company's Chief Executive Officer, stated: "The third quarter of 2010 was another important quarter in our development as we completed successfully the acquisition of the remaining 49% ownership interest in Maritime Capital Shipping Limited ('MCS'). In addition, on October 22, 2010 we completed the acquisition of the remaining 50% ownership interest in Bulk Energy Transport (Holdings) Limited ('BET') and, as a result, we now own 100% of MCS and BET and their fleets. These transactions increased the size of our wholly owned fleet to 20 vessels, and we believe these transactions significantly improved our income generating capabilities and simplified our balance sheet. "Consistent with our strategy of seeking profitable long term employment for our vessels, during the third quarter we secured new time charters for four of our vessels. We believe that these new time charters are with highly reputable charterers at attractive charter hire rates. Three of these time charters have profit sharing arrangements. Our time charter coverage is among the highest in the industry, which we believe provides cash flow stability and protection against the volatile freight rate environment coupled with upside potential, as five of our vessels in total are under profit sharing arrangements that allow us to participate in market upswings. "We continue to have discussions with our charterers about the vessels that are scheduled to be redelivered to us following the expiration of their contracts. Consistent with our strategy, we seek to re-employ these vessels at profitable rates. "We believe that dry bulk fundamentals remain stable as we expect demand for core commodities, namely iron ore and coal, to remain strong from China and India. Industry sources project that over the next 10 years, China's GDP will continue growing at 7% per year on average, while over the next two years India's GDP is expected to grow at an annual rate of 9%. Industry sources further indicate that a catalyst for the dry bulk industry in the fourth quarter 2010 is expected to be China's inventory buildup of iron ore and coal ahead of winter. "Although the risk of oversupply is still a factor in the dry bulk market, the rate of actual deliveries remains unclear. Industry sources remain skeptical concerning the ability of Greenfield shipyards that have never built vessels before, to deliver vessels ordered, while at the same time vessel deliveries in 2011 reflect orders that were contracted at prices significantly above current market levels. In addition, the capital needed to finance the completion of these newbuildings remains a concern for many companies. We expect to benefit from the fact that there have been fewer deliveries of smaller types of vessels, such as the Handysize, which constitute a significant portion of our fleet, as this should make this segment more attractive for the owners. "Our focus on accretive growth will remain a primary goal as we continue seeking attractive investments that can enhance shareholder value for the longer term." Christina Anagnostara, the Company's Chief Financial Officer, stated: "As of September 30, 2010, our total assets were $713.9 million and our total debt was $409.9 million. As of September 30, 2010, our cash reserves were $76.3 million, reflecting $26.3 million in cash generated from operations. We believe that our significant cash position and cash flow visibility enable us to meet remaining debt repayments and anticipated capital expenditures in 2010. "The Company now operates and owns a fleet of 20 vessels with secured period employment of 98% for 2010, 78% for 2011, 38% for 2012 and 19% for 2013, which in our opinion provides us with financial visibility with upside potential." Third Quarter 2010 Financial Results Net Revenues for the third quarter of 2010 increased to $29.0 million from $22.4 million in the same quarter in 2009. The Company operated a fleet of 20 vessels on average during the third quarter of 2010, earning a time charter equivalent ("TCE") rate of $16,153 as compared to an average of 8.7 vessels and TCE rate of $30,052 during the third quarter of 2009. The decreased TCE results from lower market imposed time charter rates earned by our vessels whose original charters expired during the third quarter of 2009. For the three months ended September 30, 2010, our vessel operating expenses increased to $8.1 million from $3.9 million in the same quarter of 2009 due to the increase of our fleet. EBITDA was $15.7 million for the third quarter of 2010 as compared to $21.6 million in the same quarter in 2009 due to lower income received during the period. Adjusted EBITDA, which excludes losses on interest rate swap agreements, was $17.2 million for the third quarter of 2010. Operating income amounted to $8.2 million for the three months ended September 30, 2010, as compared to an operating income of $17.4 million for the same quarter in 2009 due to higher operating expenses and depreciation from the addition of vessels to our fleet. Net Income was $2.9 million, or $0.03 per basic and diluted share for the three months ended September 30, 2010, as compared to Net Income of $14.0 million, or $0.57 per basic and $0.46 per diluted share, for the same quarter in 2009, based on weighted average common shares outstanding of 109,723,980 basic and diluted for 2010, 24,580,378, basic, and 30,386,931 diluted, for 2009. The decrease in Net Income is primarily the result of a 46% decrease in TCE to $16,153 per day for the three months ended September 30, 2010 as compared to $30,052 per day in the prior period as well as a $1.5 million increase in interest expense from $2.1 million to $3.6 million in the respective period. Nine Months 2010 Financial Results Net Revenues for the nine months ended September 30, 2010 were $69.9 million as compared to $70.7 million in the same period in 2009. The decrease in revenues is mainly attributable to lower TCE rates earned by our vessels. The decreased TCE results from lower market imposed time charter rates earned by our vessels whose original charters expired during the third quarter of 2009. The Company operated a fleet of 15.4 vessels on average during the first nine months of 2010, earning a TCE rate of $17,039 as compared to an average of 6.9 vessels and TCE rate of $42,127 during the same period of 2009. For the nine months ended September 30, 2010, our vessel operating expenses increased to $20.2 million from $9.8 million in the same period of 2009 due to the increase of our fleet. EBITDA was $36.5 million for the first nine months of 2010 as compared to $59.2 million in the same period in 2009 due to lower income received during the period and loss on interest rate swap agreements. Adjusted EBITDA, which excludes loss on interest rate swap agreements, was $40.9 million for the first nine months of 2010. Operating Income amounted to $17.4 million for the nine months ended September 30, 2010, as compared to an Operating Income of $39.6 million for the same period in 2009. Net Income was $2.8 million, or $0.03 per basic and diluted share for the period ended September 30, 2010, as compared to Net Income of $33.3 million, or $1.44 per basic and $1.13 per diluted share, for the same period in 2009, based on weighted average common shares outstanding of 80,568,056 basic and diluted for 2010 and 23,109,073, and 29,420,518 basic and diluted for 2009 respectively. The decrease in Net Income is primarily the result of a 60% decrease in TCE to $17,039 per day for the nine months ended September 30, 2010 as compared to $42,127 per day in the prior period, as well as a $3.8 million increase in interest expense from $5.3 million to $9.1 million in the respective period and losses of $4.3 million relating to interest rate swap agreements of our debt facilities as compared to $1.4 million in the prior period. Fleet Employment During the third quarter 2010, we secured time charters for four of our vessels as follows: The M/V African Glory, a 1998 built and 24,252 dwt Handysize dry bulk carrier, entered into a two (2) year time charter agreement with a profit sharing arrangement to a charterer we believe to be first class. The vessel is chartered at a floor rate of $7,000 per day and a ceiling of $12,000 per day, with a profit sharing arrangement of 75% for owners and 25% for charterers to apply to any amount between the floor and the ceiling. For any amount in excess of the ceiling the profit sharing arrangement will be 50% for owners and 50% for charterers. The calculation of the rate is based on the adjusted Time Charter Average of the Baltic Supramax Index ("BSI"). The vessel commenced its new charter on November 11, 2010. The M/V African Joy, a 1996 built and 26,482 dwt Handysize dry bulk carrier, entered into a time charter agreement for a period of eleven (11) to thirteen (13) months with a charterer we believe to be first class at a charter rate of $14,000 per day. The charterer has the option to extend the charter for another eleven (11) to thirteen (13) months at the same rate. The vessel commenced its charter on October 30, 2010. The M/V Asian Grace, a 1999 built and 20,412 dwt Handysize dry bulk carrier, entered into a two (2) year time charter agreement with a profit sharing arrangement to a charterer we believe to be first class. The vessel is chartered at a floor rate of $7,000 per day and a ceiling of $11,000 per day, with a profit sharing arrangement of 75% for the Company and 25% for the charterer to apply to any amount between the floor and the ceiling, and for any amount in excess of the ceiling, the profit sharing arrangement will be 50% for the Company and 50% for the charterer. The calculation of the rate is based on the adjusted Time Charter Average of the BSI. The vessel commenced its new charter on September 15, 2010. The M/V Hamburg Max, a 1994 built, 72,338 dwt Panamax vessel, was entered into a time charter agreement for a period of about twenty three (23) to about twenty five (25) months with a profit sharing arrangement to a charterer we believe to be first class. The vessel is chartered with a floor rate of $21,500 per day and a ceiling of $25,500 per day, with a 50% profit sharing arrangement to apply to any amount in excess of the ceiling. The spread between floor and ceiling will accrue 100% to the Company. The calculation of the rate is based on the Time Charter Average of the Baltic Panamax Index ("BPI"). The vessel commenced its new charter on August 31, 2010. Following these charter arrangements, the Company has secured 98% of its operating days for 2010, 78% for 2011, 38% for 2012 and 19% for 2013 under period employment. Conference Call Details: The Company's management team will host a conference call to discuss the financial results tomorrow, November 17, 2010 at 10:00 A.M. EST. Participants should dial into the call 10 minutes before the scheduled time using the following numbers: 1(866) 819-7111 (from the US), 0(800) 953-0329 (from the UK) or + (44) (0) 1452 542 301 (from outside the US). Please quote "Seanergy." A replay of the conference call will be available until November 24, 2010. The United States replay number is 1(866) 247-4222; from the UK 0(800) 953-1533; the standard international replay number is (+44) (0) 1452 550 000 and the access code required for the replay is: 2094507#. Slides and Audio Webcast: There will also be a simultaneous live webcast of the conference call over the Internet, through the Company's website (www.seanergymaritime.com). Participants desiring to view the live webcast should register on the website approximately 10 minutes prior to the start of the webcast. Fleet Profile as of November 16, 2010
Charter
Vessel Capacity Year Expiry
Vessel Name Class (DWT) Built Charter Rate ($) (latest)
--------- --------- --------- ------------------ ----------
M/V Bremen
Max (1) Panamax 73,503 1993 n/a n/a
--------- --------- --------- ------------------ ----------
M/V Hamburg
Max (2) Panamax 72,338 1994 21,500 Oct. 2012
--------- --------- --------- ------------------ ----------
M/V Davakis G. Supramax 54,051 2008 21,000 Jan. 2011
--------- --------- --------- ------------------ ----------
M/V Delos
Ranger Supramax 54,051 2008 20,000 Mar. 2011
--------- --------- --------- ------------------ ----------
M/V African
Zebra (3) Handymax 38,623 1985 7,500 Sep. 2011
--------- --------- --------- ------------------ ----------
M/V African
Oryx (3) Handysize 24,110 1997 7,000 Sep. 2011
--------- --------- --------- ------------------ ----------
M/V BET
Commander Capesize 149,507 1991 24,000 Dec. 2011
--------- --------- --------- ------------------ ----------
M/V BET Fighter Capesize 173,149 1992 25,000 Sep. 2011
--------- --------- --------- ------------------ ----------
M/V BET Prince Capesize 163,554 1995 25,000 Jan. 2012
--------- --------- --------- ------------------ ----------
M/V BET Scouter Capesize 171,175 1995 26,000 Oct. 2011
--------- --------- --------- ------------------ ----------
M/V BET
Intruder Panamax 69,235 1993 15,500 Sep. 2011
--------- --------- --------- ------------------ ----------
Time Charter
Average of
BHSI increased by
M/V Fiesta Handysize 29,519 1997 100.63% minus Opex Nov. 2013
--------- --------- --------- ------------------ ----------
Time Charter
Average of
M/V Pacific BHSI increased by
Fantasy Handysize 29,538 1996 100.63% minus Opex Jan. 2014
--------- --------- --------- ------------------ ----------
Time Charter
Average of
M/V Pacific BHSI increased by
Fighter Handysize 29,538 1998 100.63% minus Opex Nov. 2013
--------- --------- --------- ------------------ ----------
Time Charter
Average of
M/V Clipper BHSI increased by
Freeway Handysize 29,538 1998 100.63% minus Opex Feb. 2014
--------- --------- --------- ------------------ ----------
M/V African
Joy (4) Handysize 26,482 1996 14,000 Nov. 2011
--------- --------- --------- ------------------ ----------
M/V African
Glory (5) Handysize 24,252 1998 7,000 Nov. 2012
--------- --------- --------- ------------------ ----------
M/V Asian
Grace (6) Handysize 20,412 1999 7,000 Sep. 2012
--------- --------- --------- ------------------ ----------
M/V Clipper
Glory Handysize 29,982 2007 25,000 Aug. 2012
--------- --------- --------- ------------------ ----------
M/V Clipper
Grace Handysize 29,987 2007 25,000 Aug. 2012
--------- --------- --------- ------------------ ----------
Total 1,292,544 13.0 yrs
--------- --------- --------- ------------------ ----------
(1) The M/V Bremen Max is expected to be employed following the completion
of its current drydocking due by end of November 2010.
(2) Represents profit sharing arrangement at a floor rate of $21,500 per
day and a ceiling of $25,500 per day, with a 50% profit sharing arrangement
to apply to any amount in excess of the ceiling. The spread between floor
and ceiling will accrue 100% to the Company. The base used for the
calculation of the rate is the Time Charter Average of the BPI.
(3) Represents floor charter rates excluding a 50% profit share distributed
equally between the Company and the charterer calculated on the adjusted
Time Charter Average of the BSI.
(4) The charterer has the option to extend the time charter agreement for
an additional 11 to 13 months at the same rate.
(5) Represents profit sharing arrangement at a floor rate of $7,000 per day
and a ceiling of $12,000 per day, with a profit sharing arrangement of 75%
for the Company and 25% for the charterer applicable between the $7,000
floor and $12,000 ceiling and, for any amount in excess of the ceiling,
profit sharing of 50% for the Company and 50% for the charterer. The
calculation of the rate will be based on the adjusted Time Charter Average
of the BSI. The two (2) year time charter agreement with a profit sharing
arrangement is an open ended contract with a 6 months mutual notice
following November 2012.
(6) Represents profit sharing arrangement at a floor rate of $7,000 per day
and a ceiling of $11,000 per day, with a profit sharing arrangement of 75%
for the Company and 25% for the charterer applicable between the $7,000
floor and $11,000 ceiling and, for any amount in excess of the ceiling,
profit sharing of 50% for the Company and 50% for the charterer. The
calculation of the rate will be based on the adjusted Time Charter Average
of the BSI. The two (2) year time charter agreement with a profit sharing
arrangement is an open ended contract with a 6 months mutual notice
following September 2012.
Fleet Data:
Nine Nine Three Three
Months Months Months Months
Ended Ended Ended Ended
September September September September
30, 2010 30, 2009 30, 2010 30, 2009
--------- --------- --------- ---------
Fleet Data
--------- --------- --------- ---------
Average number of vessels (1) 15.4 6.9 20.0 8.7
--------- --------- --------- ---------
Ownership days (2) 4,200 1,883 1,840 797
--------- --------- --------- ---------
Available days (3) 4,020 1,654 1,762 739
--------- --------- --------- ---------
Operating days (4) 3,998 1,646 1,751 735
--------- --------- --------- ---------
Fleet utilization (5) 95.2% 87.4% 95.2% 92.2%
--------- --------- --------- ---------
Fleet utilization excluding
drydocking off hire days (6) 99.5% 99.5% 99.4% 99.5%
--------- --------- --------- ---------
Average Daily Results
--------- --------- --------- ---------
TCE rate (7) 17,039 42,127 16,153 30,052
--------- --------- --------- ---------
Vessel operating expenses (8) 4,810 5,181 4,408 4,937
--------- --------- --------- ---------
Management fee (9) 457 572 374 580
--------- --------- --------- ---------
Total vessel operating expenses
(10) 5,267 5,753 4,782 5,517
--------- --------- --------- ---------
(1) Average number of vessels is the number of vessels that constituted the
Company's fleet for the relevant period, as measured by the sum of the
number of days each vessel was a part of the Company's fleet during the
relevant period divided by the number of calendar days in the relevant
period.
(2) Ownership days are the total number of days in a period during which
the vessels in a fleet have been owned. Ownership days are an indicator of
the size of the Company's fleet over a period and affect both the amount of
revenues and the amount of expenses that the Company recorded during a
period.
(3) Available days are the number of ownership days less the aggregate
number of days that vessels are off-hire due to major repairs, dry dockings
or special or intermediate surveys. The shipping industry uses available
days to measure the number of ownership days in a period during which
vessels should be capable of generating revenues. During the nine months
ended September 30, 2010, the Company incurred 180 off hire days for vessel
scheduled drydocking. During the three months ended September 30, 2010, the
Company incurred 78 off hire days for vessel scheduled drydocking.
(4) Operating days are the number of available days in a period less the
aggregate number of days that vessels are off-hire due to any reason,
including unforeseen circumstances. The shipping industry uses operating
days to measure the aggregate number of days in a period during which
vessels actually generate revenues.
(5) Fleet utilization is the percentage of time that our vessels were
generating revenue, and is determined by dividing operating days by
ownership days for the relevant period.
(6) Fleet utilization excluding drydocking off hire days is calculated by
dividing the number of the fleet's operating days during a period by the
number of available days during that period. The shipping industry uses
fleet utilization excluding drydocking off hire days to measure a Company's
efficiency in finding suitable employment for its vessels and excluding the
amount of days that its vessels are off-hire for reasons such as scheduled
repairs, vessel upgrades, or dry dockings or special or intermediate
surveys.
(7) TCE rates are defined as our net revenues less voyage expenses during a
period divided by the number of our operating days during the period, which
is consistent with industry standards. Voyage expenses include port
charges, bunker (fuel oil and diesel oil) expenses, canal charges and other
commissions.
(In thousands of US Dollars, except operating days and daily time charter
equivalent rate)
Nine Months Ended Three Months Ended
September 30, September 30,
-------------------- --------------------
2010 2009 2010 2009
--------- --------- --------- ---------
Net revenues from vessels 69,867 70,662 29,046 22,352
Voyage expenses (1,746) (1,321) (762) (264)
--------- --------- --------- ---------
Net operating revenues 68,121 69,341 28,284 22,088
========= ========= ========= =========
Operating days 3,998 1,646 1,751 735
Daily time charter equivalent
rate 17,039 42,127 16,153 30,052
(8) Average daily vessel operating expenses, which include crew costs,
provisions, deck and engine stores, lubricating oil, insurance, maintenance
and repairs, are calculated by dividing vessel operating expenses by
ownership days for the relevant time periods:
(In thousands of US Dollars, except ownership days and daily vessel
operating expenses)
Nine Months Ended Three Months Ended
September 30, September 30,
-------------------- --------------------
2010 2009 2010 2009
--------- --------- --------- ---------
Operating expenses 20,200 9,756 8,110 3,935
Ownership days 4,200 1,883 1,840 797
Daily vessel operating expenses 4,810 5,181 4,408 4,937
(9) Daily management fees are calculated by dividing total management fees
by ownership days for the relevant time period.
(10) Total vessel operating expenses ("TVOE") is a measurement of total
expenses associated with operating the vessels. TVOE is the sum of vessel
operating expenses and management fees. Daily TVOE is calculated by
dividing TVOE by fleet ownership days for the relevant time period.
Recent Developments:
Acquisition of remaining 50% ownership interest in BET
On October 22, 2010, we completed the acquisition from Mineral Transport
Holdings Inc. ("Mineral Transport") of the remaining 50% ownership interest
in BET for a consideration of approximately $33.0 million, which was paid
in the form of: (i) $7.0 million in cash paid to Mineral Transport from our
cash reserves and (ii) 24,761,905 of our common shares, with an aggregate
agreed value of $26.0 million, that were issued to the Restis affiliate
shareholders as nominees of Mineral Transport. As a result of the
acquisition of the 50% interest, we now have 100% ownership of BET. We now
have a wholly-owned operating fleet of 20 dry bulk vessels, consisting of
four Capesize, three Panamax, two Supramax, one Handymax and 10 Handysize
dry bulk carriers that have a combined cargo-carrying capacity of
approximately 1.3 million dwt and an average fleet age of 13.0 years.
Drydocking and Maintenance Schedule
The BET Intruder's scheduled drydocking commenced on August 26, 2010, and
was completed on October 27, 2010. The total cost of the BET Intruder's
drydocking is approximately $1.3 million.
The African Joy's scheduled drydocking commenced on October 2, 2010 and was
completed on October 29, 2010. The total cost of the African Joy's
drydocking is approximately $1.15 million.
The Clipper Grace's scheduled drydocking commenced on October 23, 2010 and
was completed on November 4, 2010. The total cost of the Clipper Grace's
drydocking is approximately $0.9 million.
The BET Fighter's scheduled drydocking commenced on September 3, 2010 and
was completed on November 16, 2010. The total cost of the BET Fighter's
drydocking is approximately $1.4 million.
The Bremen Max's scheduled drydocking commenced on September 28, 2010 and
is expected to be completed on November 25, 2010. The total cost of the
Bremen Max's drydocking is estimated to be approximately $0.8 million.
Seanergy Maritime Holdings Corp.
Reconciliation of Net Income to Adjusted EBITDA
(All amounts expressed in thousands of U.S. Dollars)
Nine Months Nine Months Three Months Three Months
Ended Ended Ended Ended
September 30, September 30, September 30, September 30,
2010 2009 2010 2009
-------------- ------------- ------------- -------------
Net income
attributable
to Seanergy
Maritime
Holdings 2,761 33,265 2,939 13,983
-------------- ------------- ------------- -------------
Plus: Net
income
attributable
to the
noncontrolling
interest 1,509 (67) - (67)
-------------- ------------- ------------- -------------
Plus: Interest
and finance
costs, net
(including
interest
income) 8,730 4,882 3,599 2,006
-------------- ------------- ------------- -------------
Plus: Income
taxes 16 - (15) -
-------------- ------------- ------------- -------------
Plus:
Depreciation
and
amortization 23,513 21,113 9,129 5,673
-------------- ------------- ------------- -------------
EBITDA 36,529 59,193 15,652 21,595
-------------- ------------- ------------- -------------
Plus: Loss on
interest rate
swaps 4,335 1,411 1,574 1,411
-------------- ------------- ------------- -------------
Adjusted EBITDA 40,864 60,604 17,226 23,006
-------------- ------------- ------------- -------------
Seanergy Maritime Holdings Corp.
Reconciliation of Net Cash Provided by Operating Activities to
Adjusted EBITDA
(All amounts expressed in thousands of U.S. Dollars)
Nine Months Nine Months Three Months Three Months
Ended Ended Ended Ended
September 30, September 30, September 30, September 30,
2010 2009 2010 2009
------------- ------------- ------------- -------------
Net cash flow
provided by
operating
activities 26,297 36,445 9,908 1,945
------------- ------------- ------------- -------------
Changes in
operating
assets and
liabilities 1,062 8,083 594 9,867
------------- ------------- ------------- -------------
Fair value of
contracts 240 42 80 42
------------- ------------- ------------- -------------
Change in fair
value of
financial
instruments (773) (967) 1,195 (967)
------------- ------------- ------------- -------------
Payments for
dry-docking 1,507 4,437 587 2,192
------------- ------------- ------------- -------------
Amortization
and write-off
of deferred
charges (550) (542) (296) (303)
------------- ------------- ------------- -------------
Interest and
finance costs,
net (includes
interest
income) 8,730 4,882 3,599 2,006
------------- ------------- ------------- -------------
Gain from
acquisition - 6,813 - 6,813
------------- ------------- ------------- -------------
Income taxes 16 - (15) -
------------- ------------- ------------- -------------
EBITDA 36,529 59,193 15,652 21,595
------------- ------------- ------------- -------------
Plus: Loss on
interest rate
swaps 4,335 1,411 1,574 1,411
------------- ------------- ------------- -------------
Adjusted EBITDA 40,864 60,604 17,226 23,006
------------- ------------- ------------- -------------
EBITDA consists of earnings before interest and finance cost, taxes,
depreciation and amortization. Adjusted EBITDA consists of earnings before
interest and finance cost, taxes, depreciation and amortization and gain or
losses on interest rate swaps. EBITDA and adjusted EBITDA are not
measurements of financial performance under accounting principles generally
accepted in the United States of America, and do not represent cash flow
from operations. EBITDA and adjusted EBITDA are presented solely as
supplemental disclosures because management believes that they are common
measures of operating performance in the shipping industry.
Seanergy Maritime Holdings Corp.
Condensed Consolidated Balance Sheets
September 30, 2010 (unaudited) and December 31, 2009
(In thousands of US Dollars, except for share data,
unless otherwise stated)
September 30,
2010 December 31,
(unaudited) 2009
-------------- --------------
ASSETS
Current assets:
Cash and cash equivalents 65,826 63,607
Restricted cash 10,442 -
Accounts receivable trade, net 819 495
Due from related parties 287 265
Inventories 1,704 1,126
Prepaid insurance expenses 668 623
Prepaid expenses and other current
assets - related parties 76 58
Insurance claims 238 1,260
Other current assets 711 39
-------------- --------------
Total current assets 80,771 67,473
-------------- --------------
Fixed assets:
Vessels, net 605,575 444,820
Office equipment, net 33 20
-------------- --------------
Total fixed assets 605,608 444,840
-------------- --------------
Other assets
Goodwill 17,275 17,275
Deferred charges 10,051 8,684
Other non-current assets 180 180
-------------- --------------
TOTAL ASSETS 713,885 538,452
============== ==============
LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt 53,380 33,206
Trade accounts and other payables 2,558 990
Due to underwriters - 19
Due to related party 7,000 -
Accrued expenses 3,808 1,719
Accrued interest 1,094 1,508
Financial instruments 5,421 3,556
Deferred revenue - related party 1,035 894
Deferred revenue 1,500 246
-------------- --------------
Total current liabilities 75,796 42,138
-------------- --------------
Long-term debt, net of current portion 356,507 267,360
Financial instruments, net of current
portion 3,943 1,550
Below market acquired time charters 345 585
-------------- --------------
Total liabilities 436,591 311,633
-------------- --------------
Commitments and contingencies -
EQUITY
Seanergy shareholders' equity
Preferred stock, $0.0001 par value;
1,000,000 shares authorized; none
issued - -
Common stock, $0.0001 par value;
500,000,000 and 200,000,000 authorized
shares as at September 30, 2010 and
December 31, 2009, respectively;
84,962,075 and 33,255,170 shares,
issued and outstanding as at September
30, 2010 and December 31, 2009,
respectively 8 3
Additional paid-in capital 279,271 213,232
Accumulated deficit (1,985) (4,746)
-------------- --------------
Total Seanergy shareholders' equity 277,294 208,489
-------------- --------------
Noncontrolling interest - 18,330
-------------- --------------
Total equity 277,294 226,819
-------------- --------------
TOTAL LIABILITIES AND EQUITY 713,885 538,452
============== ==============
Seanergy Maritime Holdings Corp.
Unaudited Condensed Consolidated Statements of Income
For the three and nine months ended September 30, 2010 and 2009
(In thousands of US Dollars, except for share and per share data,
unless otherwise stated)
Three months ended Nine months ended
September 30, September 30,
------------------------ ------------------------
2010 2009 2010 2009
----------- ----------- ----------- -----------
Revenues:
Vessel revenue -
related party 11,538 21,103 35,606 70,651
Vessel revenue 18,539 1,887 36,677 1,887
Commissions - related
party (401) (618) (1,227) (1,856)
Commissions (630) (20) (1,189) (20)
----------- ----------- ----------- -----------
Vessel revenue, net 29,046 22,352 69,867 70,662
Expenses:
Direct voyage expenses (537) (42) (1,072) (480)
Vessel operating
expenses (8,110) (3,935) (20,200) (9,756)
Voyage expenses -
related party (225) (222) (674) (841)
Management fees (129) - (187) -
Management fees -
related party (560) (462) (1,731) (1,078)
General and
administration
expenses (1,999) (1,280) (4,621) (4,088)
General and
administration
expenses - related
party (174) (193) (522) (548)
Amortization of
deferred dry-docking
costs (922) (387) (2,389) (397)
Depreciation (8,207) (5,286) (21,124) (20,716)
Gain from acquisition - 6,813 - 6,813
----------- ----------- ----------- -----------
Operating income 8,183 17,358 17,347 39,571
Other income (expense),
net:
Interest and finance
costs (3,636) (2,040) (9,048) (4,859)
Interest and finance
costs - shareholders - (74) - (386)
Interest income 37 108 318 363
Loss on financial
instruments (1,574) (1,411) (4,335) (1,411)
Foreign currency
exchange
(loss)/gain, net (86) (25) 4 (80)
----------- ----------- ----------- -----------
(5,259) (3,442) (13,061) (6,373)
----------- ----------- ----------- -----------
Net income before
taxes 2,924 13,916 4,286 33,198
----------- ----------- ----------- -----------
Income taxes 15 - (16) -
----------- ----------- ----------- -----------
Net income 2,939 13,916 4,270 33,198
----------- ----------- ----------- -----------
Less: Net loss/
(income)
attributable to the
noncontrolling
interest - 67 (1,509) 67
----------- ----------- ----------- -----------
Net income attributable
to Seanergy Maritime
Holdings Corp.
Shareholders 2,939 13,983 2,761 33,265
=========== =========== =========== ===========
Net income per common
share
Basic 0.03 0.57 0.03 1.44
=========== =========== =========== ===========
Diluted 0.03 0.46 0.03 1.13
=========== =========== =========== ===========
Weighted average common
shares outstanding
Basic 109,723,980 24,580,378 80,568,056 23,109,073
=========== =========== =========== ===========
Diluted 109,723,980 30,386,931 80,568,056 29,420,518
=========== =========== =========== ===========
Seanergy Maritime Holdings Corp.
Unaudited Condensed Consolidated Statements of Equity
For the nine months ended September 30, 2010 and 2009
(In thousands of US Dollars, except for share data,
unless otherwise stated)
Total
Common stock Addi- Seanergy
---------------- tional (Accumu- share- Non-
# of Par paid-in lated holders' controlling Total
Shares Value capital deficit) equity interest equity
---------- ----- -------- -------- -------- --------- -------
Balance,
December
31, 2008 22,361,227 2 166,361 (34,798) 131,565 - 131,565
---------- ----- -------- -------- -------- --------- -------
Net income
for the
nine months
ended
September
30, 2009 - - - 19,283 19,283 - 19,283
---------- ----- -------- -------- -------- --------- -------
Balance,
September
30, 2009 22,361,227 2 166,361 (15,515) 150,848 - 150,848
---------- ----- -------- -------- -------- --------- -------
Total
Common stock Addi- Seanergy
---------------- tional (Accumu- share- Non-
# of Par paid-in lated holders' controlling Total
Shares Value capital deficit) equity interest equity
---------- ----- -------- -------- -------- --------- -------
---------- ----- -------- -------- -------- --------- -------
Balance,
December
31, 2009 33,255,170 3 213,232 (4,746) 208,489 18,330 226,819
---------- ----- -------- -------- -------- --------- -------
Issuance of
common
stock 26,945,000 3 28,523 - 28,526 - 28,526
Consolidation
with
subsidiaries
acquired 24,761,905 2 37,516 - 37,518 (19,839) 17,679
Net income
for the
nine months
ended
September
30, 2010 - - - 2,761 2,761 1,509 4,270
---------- ----- -------- -------- -------- --------- -------
Balance,
September
30, 2010 84,962,075 8 279,271 (1,985) 277,294 - 277,294
---------- ----- -------- -------- -------- --------- -------
Seanergy Maritime Holdings Corp.
Unaudited Condensed Consolidated Statements of Cash Flows
For the nine months ended September 30, 2010 and 2009
(In thousands of US Dollars)
Nine months ended
September 30,
--------------------
2010 2009
--------- ---------
Cash flows from operating activities:
Net income 4,270 33,198
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 21,124 20,716
Amortization of deferred finance charges 550 542
Amortization of deferred dry-docking costs 2,389 397
Payments for dry-docking (1,507) (4,437)
Change in fair value of financial instruments 773 967
Amortization of acquired time charters (240) (42)
Gain on acquisition - (6,813)
Changes in operating assets and liabilities:
(Increase) decrease in -
Due from related parties (22) (3,098)
Inventories (315) 1,137
Accounts receivable trade, net (313) 232
Insurance claims 1,028 -
Other current assets (107) (320)
Prepaid expenses - (10)
Prepaid insurance expenses 138 48
Prepaid expenses and other current assets -
related parties (18) 1,587
Other non-current assets - (180)
Trade accounts and other payables 165 (3,912)
Due to underwriters (19) (343)
Accrued expenses (1,184) (958)
Accrued charges on convertible note due to
shareholders - 670
Premium amortization on convertible note due
to shareholders - (379)
Accrued interest (918) 227
Deferred revenue - related party 233 (2,846)
Deferred revenue 270 62
--------- ---------
Net cash provided by operating activities 26,297 36,445
--------- ---------
Cash flows from investing activities:
Additions to vessels - (6)
Additions to office furniture and equipment (31) (15)
Acquisition of subsidiary, including cash acquired 17,923 36,374
Due to related party (3,000) -
--------- ---------
Net cash provided by investing activities 14,892 36,353
--------- ---------
Cash flows from financing activities:
Deemed distribution upon acquisition of MCS (2,064) -
Net proceeds from issuance of common stock 28,526 -
Repayment of long term debt (57,602) (47,750)
Deferred finance charges (841) -
Noncontrolling interest contribution - 10,000
Increase in restricted cash (6,989) (2,183)
--------- ---------
Net cash (used in) financing activities (38,970) (39,933)
--------- ---------
Net increase in cash and cash equivalents 2,219 32,865
Cash and cash equivalents at beginning of period 63,607 27,543
--------- ---------
Cash and cash equivalents at end of period 65,826 60,408
========= =========
SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid for interest 7,659 4,089
Non cash investing activities due to related party 7,000 -
Issuance of common shares at fair value for the
acquisition of BET 30,952 -
About Seanergy Maritime Holdings Corp.
Seanergy Maritime Holdings Corp., the successor to Seanergy Maritime Corp.,
is a Marshall Islands corporation with its executive offices in Athens,
Greece. The Company is engaged in the transportation of dry bulk cargoes
through the ownership and operation of dry bulk carriers.
The Company's initial fleet comprised two Panamax, two Supramax, one
Handymax and one Handysize dry bulk carriers that Seanergy purchased and
took delivery of in the third quarter of 2008 from companies associated
with members of the Restis family. In August 2009, the Company acquired a
controlling interest in BET, which owns four Capesize and one Panamax dry
bulk carriers. In May 2010, the Company acquired a controlling interest in
MCS, which owns nine Handysize dry bulk carriers. In September 2010, the
Company completed the acquisition of the remaining 49% in MCS, and in
October 2010 the Company completed the acquisition of the remaining 50% in
BET.
Following the MCS and BET acquisitions, the Company has a wholly-owned
operating fleet of 20 drybulk carriers (four Capesize, three Panamax, two
Supramax, one Handymax and ten Handysize vessels) with a total carrying
capacity of approximately 1,292,544 dwt and an average fleet age of 13
years.
The Company's common stock and warrants trade on the NASDAQ Global Market
under the symbols "SHIP" and "SHIP.W", respectively.
Forward-Looking Statements This press release contains forward-looking statements (as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended) concerning future events and the Company's growth strategy and measures to implement such strategy. Words such as "expects," "intends," "plans," "believes," "anticipates," "hopes," "estimates," and variations of such words and similar expressions are intended to identify forward-looking statements. Although the Company believes that such expectations will prove to have been correct, these statements involve known and unknown risks and are based upon a number of assumptions and estimates, which are inherently subject to significant uncertainties and contingencies, many of which are beyond the control of the Company. Actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, the scope and timing of Securities and Exchange Commission ("SEC") and other regulatory agency review, competitive factors in the market in which the Company operates; risks associated with operations outside the United States; and other factors listed from time to time in the Company's filings with the SEC. The Company's filings can be obtained free of charge on the SEC's website at www.sec.gov. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward- looking statements contained herein to reflect any change in the Company's expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
Contact Information: For further information please contact: Seanergy Maritime Holdings Corp. Dale Ploughman Chief Executive Officer Christina Anagnostara Chief Financial Officer Tel: +30 210 9638461 E-mail: ir@seanergymaritime.com Investor Relations / Media Capital Link, Inc. Paul Lampoutis 230 Park Avenue Suite 1536 New York, NY 10169 Tel: (212) 661-7566 E-mail: seanergy@capitallink.com