Seanergy Maritime Holdings Corp. (the "Company") (NASDAQ: SHIP)
announced today its financial results for the second quarter and
six months ended June 30, 2013.
Financial Highlights:
Second Quarter 2013
- Net revenues of $6.8 million.
- Adjusted EBITDA* of negative $1.6 million. Adjusted EBITDA
excludes the non cash gains from re-measurement of vessel values
and losses incurred on the impairment of vessel values. Negative
EBITDA was $11.3 million.
- Adjusted net loss* of $5.1 million. Adjusted net loss excludes
the aforementioned non cash gains and losses. Net loss was $14.8
million.
Six Months 2013
- Net revenues of $12.5 million.
- Adjusted negative EBITDA* of $2.4 million. Adjusted negative
EBITDA excludes the non cash gains from re-measurement of vessel
values, losses incurred on the impairment of vessel values and the
gain on disposal of subsidiaries. EBITDA was negative $7.4
million.
- Adjusted net loss* of $8.7 million. Adjusted net loss excludes
the aforementioned non cash gains and losses. Net loss was $13.7
million.
(*) For more information we refer you to the EBITDA, Adjusted
EBITDA, Net Loss and Adjusted Net Loss reconciliation section
contained in this press release.
Management Discussion:
Stamatis Tsantanis, the Company's Chief
Executive Officer, stated: "During the second quarter of 2013,
Seanergy continued the implementation of its financial
restructuring plan that has managed to significantly reduce its
indebtedness since the beginning of 2012. We continue our efforts
to deliver a viable financial structure that should position our
Company to benefit from the prospective market recovery. The sale,
during the second quarter of 2013, of the three Handysize-owning
subsidiaries that resulted in the full satisfaction of the
associated loan facilities, is positive for Seanergy as the Company
has currently one lender. In addition, the Company expects a non
cash gain of approximately $20 million as a result of the sale of
the three Handysize-owning subsidiaries, which will be reflected in
the third quarter 2013 results.
We presently continue discussions with our remaining lender,
aiming to reach a solution that will enable Seanergy to complete
the restructuring of its outstanding debt."
Christina Anagnostara, the Company's Chief Financial Officer, stated: "Over
the second quarter of 2013, Seanergy's revenues fell by 62% when
compared to the same quarter of 2012. For the six month period
ended June 30, 2013 revenues declined by 65% compared to the first
half of 2012.
Seanergy's weaker performance during the second quarter of 2013
was mainly a result of a 20% decrease in the average Time Charter
Equivalent ("TCE") rate earned by its vessels, from $8,763 to
$6,992, which reflects weak market conditions. In addition, the
vessel sales that took place in 2013 have resulted in a reduction
in the average number of vessels owned during the second quarter to
7.1 from 18.8 in the second quarter of 2012."
Second Quarter 2013 Financial Results:
Net Revenues
Net revenues in the second quarter of 2013 totaled $6.8 million
compared to $18.1 million in the same quarter of 2012, a reduction
of 62%. Apart from the adverse dry bulk market conditions, the
decrease in net revenues reflects the operation of a smaller fleet
as compared to the second quarter of 2012. An average 7.1 vessels
were owned in the second quarter of 2013, compared to 18.8 in the
corresponding quarter of 2012.
EBITDA
EBITDA was negative $11.3 million for the second quarter of
2013, as compared to negative EBITDA of $19.6 million for the
second quarter of 2012.
Adjusted EBITDA was negative $1.6 million for the three months
ended June 30, 2013 as compared to Adjusted EBITDA of $5.4 million
for the three months ended June 30, 2012.
Net Loss
For the second quarter of 2013, net loss amounted to $14.8
million or $1.23 loss per basic and diluted share, as compared to a
net loss of $28.4 million or $2.37 loss per basic and diluted share
in the same quarter of 2012, based on weighted average common
shares outstanding of 11,958,170 basic and diluted for 2013 and
11,957,064 basic and diluted for 2012. In the second quarter of
2013 adjusted net loss totaled $5.1 million, compared to $3.3
million in the same quarter of 2012.
Six Months Ended June 30, 2013 Financial
Results:
Net Revenues
Net revenues for the first half of 2013 decreased to $12.5
million from $35.6 million in the same period in 2012, a decrease
of 65%. The decrease in net revenues is due to the reduced size of
our fleet, which resulted in 63% fewer operating days and the
market-induced weakness in the daily rates earned by our
vessels.
EBITDA and Adjusted EBITDA
For the six month period ended June 30, 2013, negative EBITDA
totaled $7.4 million, as compared to negative EBITDA of $17.1
million for the six month period ended June 30, 2012.
Adjusted EBITDA was negative $2.4 million for the first half of
2013 compared to $10.3 million for the first half of 2012.
Net Loss
For the first six months of 2013 net loss was equal to $13.7
million, or $1.15 per basic and diluted share. This compares to a
net loss of $34.7 million or $2.92 loss per basic and diluted
share, for the first six months of 2012, based on weighted average
common shares outstanding of 11,958,117 basic and diluted for 2013
and 11,880,449 basic and diluted for 2012. In the first half of
2013 adjusted net loss was equal to $8.7 million, as opposed to
$7.4 million in the same period of 2012.
Second Quarter Developments:
Sale of African Oryx
On April 10, 2013, Seanergy sold the African Oryx, a 24,112 DWT
Handysize vessel built in 1997 for a gross amount of $4.1
million.
Extension Granted to Regain Compliance with
Nasdaq Listing Rule 5550 (b) (1)
The Company received a written notification from the Nasdaq
Capital Market ("Nasdaq" or the "Capital Market"), dated May 1,
2013, indicating that the Company was not in compliance with the
requirement to maintain a minimum of $2.5 million in stockholders'
equity for continued listing on the Capital Market, pursuant to
Nasdaq Listing Rule 5550(b)(1). The Company reported negative
stockholders' equity of $101.6 million for the fiscal year ended
December 31, 2012. In addition, as of April 30, 2013, the Company
did not meet the alternative standards for continued listing,
including a market value of listed securities of at least $35
million, pursuant to Nasdaq Listing Rule 5550(b)(2), or net income
from continuing operations of at least $500,000 in the most
recently completed fiscal year or in two of the last three most
recently completed fiscal years, pursuant to Nasdaq Listing Rule
5550(b)(3).
In order to cure this deficiency, the Company submitted a plan
to Nasdaq to regain compliance. The plan was accepted by Nasdaq and
the Company was granted a grace period to regain compliance of up
to 180 days, expiring on or before October 28, 2013. The Company is
currently working on implementing the plan that was submitted to
Nasdaq in order to regain compliance with the continued listing
standards of the Capital Market.
Drydocking and Maintenance
The scheduled survey for the Davakis G. took place from May 30,
2013 to June 14, 2013 at a cost of approximately $0.36 million.
An unscheduled survey for the Hamburg Max took place from May
20, 2013 to May 29, 2013 at a cost of approximately $0.16
million.
The scheduled survey for the Bremen Max took place from July 9,
2013 to August 10, 2013 at a cost of approximately $0.54
million.
Ability to Continue as a Going Concern
Over the past year and as of the date of this press release, the
Company has experienced significant losses and reduction in cash
which has affected its ability to satisfy its obligations due to
shipping sector volatility and economic difficulties. The Company
has experienced significant reduction in cash flow, as it has had
to re-charter its vessels at low prevailing rates.
As a result of the above, the Company has defaulted under its
loan agreements in respect of certain covenants (including the
failure to make principal and interest payments and the failure to
satisfy financial covenants). To date, the Company has not obtained
waivers of all these defaults from its remaining lender. During the
restructuring process, the lender has continued to reserve its
rights in respect of events of default under the loan agreements.
The lender has not exercised its remedies at this time, including
demand for immediate payment. The lender, however, could change its
position at any time.
While the Company continues to use its best efforts to
restructure the debt of its remaining lender, there can be no
assurance that the negotiations will be successful or that it will
obtain waivers or amendments from its lender. Failure to obtain
such waivers or amendments could materially and adversely affect
the Company's business and operations. Furthermore, the impact of
the final terms of any restructuring is uncertain. Due to the
above, the Company's $173.1 million outstanding debt as of June 30,
2013 is classified as current.
Subsequent Developments:
Recent Corporate Developments and Management
Changes
In furtherance of the Company's plan to reduce its general and
administrative expenses, Dale Ploughman and George Tsimpis have
voluntarily resigned from the Board of Directors, effective October
1, 2013, and the vacancies created by their resignations will not
be filled for the time being. Dale Ploughman is also resigning as
Chairman of the Board. The Board of Directors has unanimously
resolved that Stamatis Tsantanis be appointed as the Board's new
Chairman, effective October 1, 2013.
Effective November 1, 2013, Christina Anagnostara has resigned
from her position as Chief Financial Officer. Ms. Anagnostara will
remain as a member of the Company's Board of Directors and will
assist the Company in an advisory capacity.
2013 Annual General Meeting
The Company announced on September 10, 2013 the results of its
annual meeting of its shareholders held on Thursday, September 5,
2013 at the Company's executive offices. At the meeting the
following proposals were approved and adopted: 1) the election of
Mr. Stamatis Tsantanis and Mr. Elias Culucundis, as Class A
Directors to serve until the 2016 Annual Meeting of Shareholders
and 2) the appointment of Ernst & Young (Hellas) Certified
Auditors Accountants S.A. as the Company's Independent Registered
Public Accounting Firm for the fiscal year ending December 31,
2013.
Sale of Subsidiaries in Full Satisfaction of
UOB Loan
On July 19, 2013, Seanergy's subsidiary, Maritime Capital
Shipping Limited ("MCS"), finalized the agreement with its lender,
United Overseas Bank, for the sale of three vessel owning
subsidiaries that own the Handysize vessels African Joy, African
Glory and Asian Grace, in exchange for a nominal cash consideration
and full satisfaction of the underlying loan.
As of July 19, 2013, in exchange for the sale, approximately
$39.5 million of outstanding debt, accrued interest and swap
liabilities were discharged and the guarantee provided by MCS was
fully released. In connection with the sale of the subsidiaries,
the Company's Board of Directors obtained a fairness opinion from
an independent third party to the effect that the transaction was
fair from a financial point of view to Seanergy's shareholders. The
Company also expects a non cash gain of approximately $20 million
as a result of the transaction that will be reflected in the third
quarter of 2013.
Fleet Data:
----------------------------------------------------------------------------
Three Three Six Six
Months Months Months Months
Ended Ended Ended Ended
June 30, June 30, June 30, June 30,
2013 2012 2013 2012
----------------------------------------------------------------------------
Fleet Data
----------------------------------------------------------------------------
Average number of vessels (1) 7.1 18.8 8.2 19.1
----------------------------------------------------------------------------
Ownership days (2) 646 1,711 1,482 3,481
----------------------------------------------------------------------------
Available days (3) 621 1,685 1,457 3,442
----------------------------------------------------------------------------
Operating days (4) 501 1,614 1,205 3,240
----------------------------------------------------------------------------
Fleet utilization (5) 77.6% 94.3% 81.3% 93.1%
----------------------------------------------------------------------------
Fleet utilization excluding drydocking
off-hire days (6) 80.7% 95.8% 82.7% 94.1%
----------------------------------------------------------------------------
Average Daily Results
----------------------------------------------------------------------------
TCE rate (7) $6,992 $8,763 $6,415 $9,156
----------------------------------------------------------------------------
Vessel operating expenses (8) $5,594 $4,065 $4,777 $4,389
----------------------------------------------------------------------------
Management fee (9) $454 $336 $392 $336
----------------------------------------------------------------------------
Total vessel operating expenses (10) $6,048 $4,401 $5,169 $4,725
----------------------------------------------------------------------------
(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 quarter ended June 30, 2013, the Company incurred 25 off-hire days
for vessel scheduled drydocking. During the six month period ended June
30, 2013, the Company incurred 25 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 for 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)
Three Months Ended June 30, Six Months Ended June 30,
--------------------------- --------------------------
2013 2012 2013 2012
------------ ------------ ------------ ------------
Net revenues from
vessels 6,809 18,142 12,454 35,556
Voyage expenses 3,306 3,998 4,724 5,890
Net operating
revenues 3,503 14,144 7,730 29,666
============ ============ ============ ============
Operating days 501 1,614 1,205 3,240
Daily time charter
equivalent rate 6,992 8,763 6,415 9,156
Our TCE rate is calculated as the weighted average of the daily
rate earned under time charter and voyage contracts and of the
daily rate earned by bareboat charters after deducting the relevant
fixed operating expense allowance. Net revenue from vessels under
bareboat agreements is net of operating expense allowance
(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)
Three Months Ended June 30, Six Months Ended June 30,
--------------------------- --------------------------
2013 2012 2013 2012
------------ ------------ ------------ ------------
Operating expenses 3,614 6,956 7,080 15,277
Ownership days 646 1,711 1,482 3,481
Daily vessel
operating expenses 5,594 4,065 4,777 4,389
(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.
Fleet Profile and Employment:
Fleet Profile as of September 25, 2013
----------------------------------------------------------------------------
Vessel Capacity Year Charter Charter Expiry
Vessel Name Class (DWT) Built Rate ($) (latest)
----------------------------------------------------------------------------
M/V Bremen Max Panamax 73,503 1993 Spot positioning Nov. 2013
----------------------------------------------------------------------------
M/V Hamburg Max Panamax 73,498 1994 Spot positioning Nov. 2013
----------------------------------------------------------------------------
M/V Davakis G. Supramax 54,051 2008 Spot positioning Oct. 2013
----------------------------------------------------------------------------
M/V Delos Ranger Supramax 54,057 2008 Spot positioning Oct. 2013
----------------------------------------------------------------------------
Total 255,109
----------------------------------------------------------------------------
EBITDA, Adjusted EBITDA and Adjusted Net Loss
Reconciliation:
----------------------------------------------------------------------------
Three Three Six Six
Months Months Months Months
Ended Ended Ended Ended
June 30, June 30, June 30, June 30,
2013 2012 2013 2012
----------------------------------------------------------------------------
Net loss (14,767) (28,354) (13,702) (34,722)
----------------------------------------------------------------------------
Plus: Interest and finance costs, net
(including interest income) 2,849 3,334 5,011 6,701
----------------------------------------------------------------------------
Plus: Income taxes (5) 24 29 29
----------------------------------------------------------------------------
Plus: Depreciation and amortization 633 5,398 1,214 10,941
----------------------------------------------------------------------------
EBITDA (11,290) (19,598) (7,448) (17,051)
----------------------------------------------------------------------------
Minus: Loss on sale of vessels - (13,222) - (15,555)
----------------------------------------------------------------------------
Minus: Re-measurement and Impairment of
vessels, net (9,696) (11,785) (10,558) (11,785)
----------------------------------------------------------------------------
Minus: Gain on disposal of subsidiaries - - 5,538 -
----------------------------------------------------------------------------
Adjusted EBITDA (1,594) 5,409 (2,428) 10,289
----------------------------------------------------------------------------
(In thousands of US Dollars)
EBITDA consists of earnings before net interest and finance
cost, taxes, depreciation and amortization. Adjusted EBITDA
consists of earnings before net interest and finance cost, taxes,
depreciation and amortization, gains from re-measurement of vessel
values, gain associated with disposal of subsidiaries and losses
associated with the sale of vessels as well as the impairment of
the book values of vessels. EBITDA and adjusted EBITDA are not
measurements of financial performance under accounting principles
generally accepted in the United States of America, or U.S. GAAP
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.
----------------------------------------------------------------------------
Three Three Six Six
Months Months Months Months
Ended Ended Ended Ended
June 30, June 30, June 30, June 30,
2013 2012 2013 2012
----------------------------------------------------------------------------
Net loss (14,767) (28,354) (13,702) (34,722)
----------------------------------------------------------------------------
Minus: Loss on sale of vessels - (13,222) - (15,555)
----------------------------------------------------------------------------
Minus: Re-measurement and impairment of
vessels, net (9,696) (11,785) (10,558) (11,785)
----------------------------------------------------------------------------
Minus: Gain on disposal of subsidiaries - - 5,538 -
----------------------------------------------------------------------------
Adjusted Net loss (5,071) (3,347) (8,682) (7,382)
----------------------------------------------------------------------------
Adjusted net loss consists of net loss before gains from
re-measurement of vessel values, gain associated with disposal of
subsidiaries and losses associated with the sale of vessels as well
as the impairment of the book values of vessels.
Conference Call and Webcast: September 25,
2013
As announced, the Company's management team will host a
conference call today, September 25, 2013, at 9:00 a.m. EDT to
discuss the Company's financial results.
Conference Call details:
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
Wednesday, October 2, 2013. 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#.
Audio Webcast:
There will also be a simultaneous live webcast of the conference
call over the Internet, through the Seanergy website
(www.seanergymaritime.com). Participants to the live webcast should
register on the website approximately 10 minutes prior to the start
of the webcast.
Seanergy Maritime Holdings Corp.
Condensed Consolidated Balance Sheets
June 30, 2013 (Unaudited) and December 31, 2012
(In thousands of US Dollars, except for share data, unless otherwise
stated)
June 30, 2013 December 31,
(unaudited) 2012
------------- -------------
ASSETS
Current assets:
Cash and cash equivalents 2,517 4,298
Restricted cash 1,000 2,000
Accounts receivable trade, net 1,680 2,287
Inventories 1,898 471
Other current assets 988 2,190
Vessels held for sale - 39,750
Vessels, net 70,618 -
Deferred charges - 1,090
------------- -------------
Total current assets 78,701 52,086
------------- -------------
Fixed assets:
Vessels, net - 68,511
Office equipment, net - 2
------------- -------------
Total fixed assets - 68,513
------------- -------------
Other assets
Deferred charges - 220
Other non-current assets - 141
------------- -------------
TOTAL ASSETS 78,701 120,960
============= =============
LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt 173,116 208,649
Trade accounts and other payables 4,058 2,514
Due to related parties 7,690 6,135
Accrued expenses 1,556 1,159
Accrued interest 6,966 3,543
Financial instruments 499 491
Deferred revenue 128 86
------------- -------------
Total current liabilities 194,013 222,577
------------- -------------
------------- -------------
Total liabilities 194,013 222,577
------------- -------------
Commitments and contingencies - -
EQUITY
Seanergy shareholders' equity
Preferred stock, $0.0001 par value;
25,000,000 shares authorized; none issued - -
Common stock, $0.0001 par value; 500,000,000
authorized shares as at June 30, 2013 and
December 31, 2012; 11,959,271 and 11,959,282
shares issued and outstanding as at June 30,
2013 and December 31, 2012, respectively 1 1
Additional paid-in capital 294,527 294,520
Accumulated deficit (409,840) (396,138)
------------- -------------
Total equity (115,312) (101,617)
------------- -------------
TOTAL LIABILITIES AND EQUITY 78,701 120,960
============= =============
Seanergy Maritime Holdings Corp.
Unaudited Condensed Consolidated Statements of Income/(Loss)
For the three and six months ended June 30, 2013 and 2012
(In thousands of US Dollars, except for share and per share data, unless
otherwise stated)
Three months ended Six months ended
June 30, June 30,
---------------------- ----------------------
2013 2012 2013 2012
---------- ---------- ---------- ----------
Revenues:
Vessel revenue - related
party - 2,405 - 5,364
Vessel revenue 7,029 16,246 12,841 31,261
Commissions - related party - (90) - (199)
Commissions (220) (419) (387) (870)
---------- ---------- ---------- ----------
Vessel revenue, net 6,809 18,142 12,454 35,556
Expenses:
Direct voyage expenses (3,186) (3,838) (4,546) (5,568)
Vessel operating expenses (3,614) (6,956) (7,080) (15,277)
Voyage expenses - related
party (120) (160) (178) (322)
Management fees - related
party (204) (430) (407) (880)
Management fees (89) (145) (174) (291)
General and administration
expenses (1,070) (1,135) (2,303) (2,581)
General and administration
expenses - related party (101) (100) (204) (202)
Amortization and write -off
of deferred dry-docking
costs (153) (1,146) (232) (2,310)
Depreciation (480) (4,252) (982) (8,631)
Re-measurement and
impairment for vessels,
net (9,696) (11,785) (10,558) (11,785)
Loss on sale of vessels - (13,222) - (15,555)
Gain from disposal of
subsidiaries - - 5,538 -
---------- ---------- ---------- ----------
Operating loss (11,904) (25,027) (8,672) (27,846)
Other income (expense), net:
Interest and finance costs (2,854) (3,349) (5,020) (6,736)
Interest income 5 15 9 35
Loss on financial
instruments (6) (22) (8) (162)
Foreign currency exchange
(loss)/gain, net (13) 53 18 16
---------- ---------- ---------- ----------
(2,868) (3,303) (5,001) (6,847)
---------- ---------- ---------- ----------
Net loss before taxes (14,772) (28,330) (13,673) (34,693)
---------- ---------- ---------- ----------
Income taxes 5 (24) (29) (29)
---------- ---------- ---------- ----------
Net loss (14,767) (28,354) (13,702) (34,722)
========== ========== ========== ==========
Net loss per common share
Basic and diluted (1.23) (2.37) (1.15) (2.92)
Weighted average common
shares outstanding
Basic and diluted 11,958,170 11,957,064 11,958,117 11,880,449
About Seanergy Maritime Holdings Corp.
Seanergy Maritime Holdings 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 current fleet consists of 4 dry-bulk carriers (two
Panamax and two Supramax) with a total carrying capacity of
approximately 255,109 dwt and an average fleet age of 12.4
years.
The Company's common shares trade on the NASDAQ Capital Market
under the symbol "SHIP".
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.
For further information please contact: 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
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