Navios Maritime Acquisition Corporation (“Navios Acquisition”)
(NYSE: NNA), an owner and operator of tanker vessels, reported its
financial results today for the fourth quarter and the year ended
December 31, 2019.
Angeliki Frangou, Chairman and Chief Executive Officer of Navios
Acquisition stated, “I am pleased with our results for the fourth
quarter and full year of 2019. For the fourth quarter, Navios
Acquisition recorded revenue of $85.4 million and EBITDA of $45.9
million, representing increases of about 46% and 149%,
respectively, over the fourth quarter of 2018. For the full year of
2019, Navios Acquisition recorded revenue of $280.1 million and
EBITDA of $128.4 million, representing increases of about 49% and
170%, respectively, over 2018. We declared a quarterly distribution
of $0.30 cents per share for the fourth quarter. ”
Angeliki Frangou continued, “We believe that Navios Acquisition
is well positioned for 2020. We have visibility on revenue through
our chartering activities, with 69% of available days fixed in 2020
and about $400 million in long-term contracted revenue overall. We
also have visibility on cost through the management agreement.
However, we cannot determine the impact of the coronavirus in China
on our market, as the fluid situation makes it impossible to assess
accurately potential ramifications. “
HIGHLIGHTS — RECENT DEVELOPMENTS
Quarterly dividend: $0.30 per share
On January 22, 2020, the Board of Directors declared a quarterly
cash dividend in respect of the fourth quarter of 2019 of $0.30 per
share of common stock which will be paid on April 7, 2020 to
stockholders of record as of March 5, 2020. The declaration and
payment of any further dividends remain subject to the discretion
of the Board of Directors and will depend on, among other things,
Navios Acquisition’s cash requirements as measured by market
opportunities and restrictions under its credit agreements and
other debt obligations and such other factors as the Board of
Directors may deem advisable.
Liquidation of Navios Europe Inc. (“Navios Europe
I”)
During the quarter ended December 31, 2019, Navios Acquisition
acquired five product tankers, two Long Range one (“LR1”) product
tankers and three Medium Range one (“MR1”) product tankers for an
acquisition cost of approximately $84.4 million in total, following
the liquidation of Navios Europe I.
Debt developments
In December 2019, Navios Acquisition entered into a loan
agreement with Deutsche Bank AG Filiale Deutschlandgeschäft of up
to $32.5 million in order to finance two MR1s and one LR1 acquired
from Navios Europe I. The facility is repayable in one single
repayment on the last repayment date. The facility matures in June
2020 and bears interest at LIBOR plus 400 bps per annum.
Following the acquisition of the Star N and the Hector N MR1
product tankers from Navios Europe I, the vessels were offered as
collateral under its ship mortgage notes , in substitution of an
amount of $25.4 million that was held as cash collateral from the
sale proceeds of the Nave Electron.
Continuous Offering Program
On November 29, 2019, Navios Acquisition entered into a
Continuous Offering Program Sales Agreement, pursuant to which
Navios Acquisition issued and sold from time to time through the
sales agent common shares having an aggregate offering price of up
to $25.0 million. As of December 31, 2019, Navios Acquisition
issued 270,020 common shares and received net proceeds of $2.1
million.
Fleet employment
As of Februray 6, 2020, Navios Acquisition’s fleet consisted of
a total of 46 vessels, of which 13 are VLCCs (including three
bareboat chartered-in VLCCs expected to be delivered in the third
and fourth quarters of 2020 and the third quarter of 2021), 31 are
product tankers, two are chemical tankers.
Following the liquidation of Navios Europe I, Navios Acquisition
acquired three MR1 product tankers and two LR1 product tankers. As
per management agreement, management fees are fixed for two years
commencing from January 1, 2020 at: (a) $6,825 per day per MR1
product tanker; and (b) $7,225 per day per LR1 product tanker
vessel. The agreement also provides for a technical and commercial
management fee of $50 per day per vessel and an annual increase of
3% after January 1, 2022 for the remaining period unless agreed
otherwise. Drydocking expenses are reimbursed at cost for all
vessels.
Currently, Navios Acquisition has contracted 68.8% of its
available days on a charter-out basis for 2020, which are expected
to generate revenues of approximately $179.2 million. The average
base contractual net daily charter-out rate for the 58.6% of
available days that are contracted on base rate and/or base rate
with profit sharing arrangements is expected to be $19,334.
FINANCIAL HIGHLIGHTS
For the following results and the selected
financial data presented herein, Navios Acquisition has compiled
its consolidated statements of operations for the three month
periods and years ended December 31, 2019 and 2018. The
quarterly information for 2019 and 2018 was derived from the
unaudited condensed consolidated financial statements for the
respective periods.
Following the completion of the merger, effective as of December
13, 2018, Navios Midstream Partners L.P. (“Navios Midstream”) is
included in the consolidated financial statements of Navios
Acquisition, as a wholly-owned subsidiary.
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(Expressed in thousands of U.S. dollars) |
Three Month Period ended December 31, 2019
(unaudited) |
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Three Month Period ended December
31, 2018 (unaudited) |
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|
Yearended December 31,
2019(unaudited) |
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|
Yearended December 31, 2018 |
|
|
Revenue |
$ |
85,448 |
|
|
$ |
58,728 |
|
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|
$ |
280,117 |
|
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|
$ |
187,946 |
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Net Earnings/ (Loss) |
$ |
6,644 |
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|
$ |
(16,431 |
) |
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$ |
(65,441 |
) |
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$ |
(86,373 |
) |
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Adjusted net earnings/ (loss) |
$ |
4,919 |
(1) |
|
$ |
(13,996 |
) |
(3) |
|
$ |
(29,261 |
) |
(2) |
|
$ |
(76,826 |
) |
(4) |
Net cash provided by / (used in) operating activities |
$ |
8,186 |
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$ |
(14,854 |
) |
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$ |
29,244 |
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$ |
(38,709 |
) |
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EBITDA |
$ |
45,881 |
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$ |
18,453 |
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$ |
128,441 |
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$ |
47,567 |
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Adjusted EBITDA |
$ |
44,156 |
(1) |
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$ |
20,888 |
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(3) |
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$ |
131,452 |
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(2) |
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$ |
56,798 |
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(4) |
Earnings/ (Loss) per share (basic) |
$ |
0.44 |
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$ |
(1.55 |
) |
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$ |
(4.75 |
) |
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$ |
(8.40 |
) |
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Adjusted Earnings/ (Loss) per share (basic) |
$ |
0.33 |
(1) |
|
$ |
(1.33 |
) |
(3) |
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$ |
(2.14 |
) |
(2) |
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$ |
(7.48 |
) |
(4) |
(1) |
EBITDA, net earnings and earnings per share (basic) for the three
month period ended December 31, 2019 has been adjusted to exclude
$1.9 million gain related to debt extinguishment and $0.2 million
of non-cash stock based compensation. |
(2) |
EBITDA for the year ended December 31, 2019 has been adjusted to
exclude $7.3 million impairment loss relating to the sale of one
VLCC, $3.2 million gain on sale of vessel, $1.9 million gain
related to debt extinguishment and $0.9 million of non- cash stock
based compensation. Net loss and loss per share (basic) for the
year ended December 31, 2019 have been further adjusted to exclude
$32.7 million accelerated amortization of intangible assets and
$0.5 million write off of deferred finance costs. |
(3) |
EBITDA, net loss and loss per share (basic) for the three month
period ended December 31, 2018 have been adjusted to exclude (i)
$2.2 million transaction costs in relation to the merger with
Navios Midstream; and (ii) $0.3 million of non-cash stock-based
compensation. |
(4) |
EBITDA, net loss and loss per share (basic) for the year ended
December 31, 2018 have been adjusted to exclude; (i) $6.0 million
of non-cash impairment loss relating to our affiliate, Navios
Midstream; (ii) $2.2 million transaction costs in relation to the
merger with Navios Midstream; (iii) $1.1 million of non-cash
stock-based compensation; and (iv) $0.03 million of gain on sale of
the Nave Galactic. Net loss and loss per share (basic) for the year
ended December 31, 2018 were further adjusted to exclude $0.3
million write-off of deferred finance costs. |
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EBITDA, Adjusted EBITDA, Adjusted net earnings/ (loss) and
Adjusted earnings/ (loss) per share (basic) are non-GAAP financial
measures and should not be used in isolation or substitution for
Navios Acquisition’s results (see Exhibit II for reconciliation of
EBITDA and Adjusted EBITDA). |
Three month periods ended December 31,
2019 and 2018
Revenue for the three month period ended December 31, 2019
increased by $26.7 million, or 45.5%, to $85.4 million,
as compared to $58.7 million for the same period of 2018. The
increase was mainly attributable to an: (i) increase in revenue by
$16.1 million due to the acquisition and resulting consolidation of
Navios Midstream; (ii) increase in revenue by $1.0 million due to
the acquisition of five product tankers of Navios Europe I in
December 2019; and (iii) increase in market rates during the three
month period ended December 31, 2019 as compared to the same
period of 2018. Available days of the fleet increased to
3,429 days for the three month period ended December 31,
2019, as compared to 3,297 days for the three month period
ended December 31, 2018, mainly as a result of the merger with
Navios Midstream effective as of December 13, 2018 and as a result
of the acquisition of five product tankers of Navios Europe I in
December 2019. The time charter equivalent rate, or TCE Rate,
increased to $22,484 for the three month period ended
December 31, 2019, from $15,483 for the three month period
ended December 31, 2018.
Time charter and voyage expenses for the three month period
ended December 31, 2019 decreased by $1.5 million, or 15.2%,
to $8.4 million, as compared to $9.8 million for the same period of
2018. The decrease was mainly attributable to approximately $2.2
million of backstop commitment incurred in the three month period
ended December 31, 2018; partially mitigated by a: (i) $0.4
million increase in bunkers consumption and voyage expenses due to
spot voyages incurred in the three month period ended
December 31, 2019; and (ii) $0.4 million increase in brokers’
commission.
Net earnings for the three month period
ended December 31, 2019 was $6.6 million as compared to
$16.4 million loss for the same period of 2018. Net earnings was
affected by the items described in the table above. Adjusted net
earnings for the three month period ended December 31, 2019
was $5.0 million as compared to $14.0 million adjusted net loss for
the same period of 2018. The increase in adjusted net earnings was
mainly attributable to a $23.3 million increase in adjusted EBITDA;
partially mitigated by a: (i) $1.9 million increase in interest
expense and finance cost; (ii) $1.2 million decrease in interest
income; (iii) $0.9 million increase in depreciation and
amortization, due to the acquisition of Navios Midstream in
December 2018 and $0.2 million increase in depreciation and
amortization, due to the acquisition of five product tankers of
Navios Europe I in December 2019; and (iv) $0.1 million increase in
direct vessel expenses (in relation to amortization of dry dock and
special survey cost).
Adjusted EBITDA affected by the items described in the table
above, for the three month period ended December 31, 2019 increased
by approximately $23.3 million to $44.2 million, as compared to
$20.9 million for the same period of 2018. The increase in Adjusted
EBITDA was mainly due to a: (a) $26.7 million increase in revenue;
(b) $1.5 million decrease in time charter and voyage expenses; and
(c) $1.5 million decrease in other expense; partially mitigated by
a: (i) $2.9 million decrease in equity in net earnings of
affiliated companies; (ii) $1.7 million increase in management fees
mainly due to the acquisition of Navios Midstream in December 2018
and $0.5 million increase in management fees due to the acquisition
of five product tankers of Navios Europe I in December 2019; (iii)
$0.9 million increase in general and administrative expenses
(excluding stock-based compensation and transaction costs in
relation to the merger of Navios Midstream in the fourth quarter of
2018); and (iv) $0.5 million increase in direct vessel expenses
(other than amortization of dry dock and special survey cost).
Year ended December 31, 2019 and
2018
Revenue for the year ended December 31, 2019 increased by
approximately $92.2 million, or 49.0%, to $280.1 million,
as compared to $188.0 million for the same period of 2018. The
increase was mainly attributable to an: (i) increase in revenue by
$62.2 million due to the acquisition and resulting consolidation of
Navios Midstream; (ii) increase in revenue by $1.0 million due to
the acquisition of five product tankers of Navios Europe I; and
(iii) increase in market rates during the year ended
December 31, 2019 as compared to the same period of 2018.
Available days of the fleet increased from 12,735 days for the
year ended December 31, 2018, to 14,107 days for the year
ended December 31, 2019. The TCE Rate increased from $13,855
for the year ended December 31, 2018, to $18,248 for the year
ended December 31, 2019.
Time charter and voyage expenses for the year ended
December 31, 2019 decreased by $8.9 million to
$22.7 million as compared to $31.6 million for the year
ended December 31, 2018. The decrease was attributable to
$20.1 million of backstop commitment to Navios Midstream incurred
in the year ended December 31, 2018; partially mitigated by a:
(i) $9.7 million increase in bunkers consumption and voyage
expenses due to spot voyages incurred in the year ended
December 31, 2019; and (ii) $1.7 million increase in
broker commission costs.
Net loss for the year ended December 31, 2019 was $65.4
million as compared to $86.4 million loss for the same period of
2018. Net loss was affected by the items described in the table
above. Adjusted net loss for the year ended December 31, 2019
was $29.3 million as compared to $76.8 million for the same period
of 2018. The decrease in adjusted net loss was mainly due to a
$74.7 million increase in adjusted EBITDA; partially mitigated by:
(i) a $13.3 million increase in interest expense and finance cost;
(ii) an $11.4 million increase in depreciation and amortization,
due to the acquisition of Navios Midstream in December 2018 and
$0.2 million increase in depreciation and amortization, due to the
acquisition of five product tankers of Navios Europe I in
December 2019; (iii) a $1.9 million increase in direct vessel
expenses (in relation to amortization of dry dock and special
survey cost); and (iv) a $0.3 million decrease in interest
income.
Adjusted EBITDA affected by the items described in the table
above, for the year ended December 31, 2019 increased by
$74.7 million to $131.5 million, as compared to $56.8
million for the same period of 2018. The increase in Adjusted
EBITDA was mainly due to: (a) a $92.2 million increase in revenue;
(b) an $8.9 million decrease in time charter and voyage
expenses; (c) a $2.7 million decrease in other expense; and (d) a
$1.3 million increase in other income; partially mitigated by: (i)
a $13.2 million increase in management fees due to the acquisition
of Navios Midstream in December 2018 and to the amendment of the
fees under the Management Agreement in May 2018 and $0.5 million
increase in management fees due to the acquisition of five
product tankers of Navios Europe I in December 2019; (ii) a $10.7
million decrease in equity in net earnings of affiliated companies
(excluding the $6.0 million of negative effect on equity/ (loss) in
net earnings of affiliated companies, relating to the sale of the
Shinyo Kannika by Navios Midstream); (iii) a $5.5 million increase
in general and administrative expenses (excluding stock-based
compensation) and transaction costs in relation to the merger
of Navios Midstream in the fourth quarter of 2018); and (iv) $0.5
million increase in direct vessel expenses (other than amortization
of dry dock and special survey cost).
Fleet Employment Profile
The following table reflects certain key indicators of the
performance of Navios Acquisition and its core fleet for the three
month periods and years ended December 31, 2019 and 2018.
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Three month period ended
December 31, |
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Year ended
December 31, |
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2019
(unaudited) |
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2018
(unaudited) |
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2019
(unaudited) |
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2018
(unaudited) |
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FLEET DATA |
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Available days(1) |
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3,429 |
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3,297 |
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14,107 |
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12,735 |
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Operating days(2) |
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3,409 |
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3,278 |
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14,051 |
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12,665 |
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Fleet utilization(3) |
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99.4 |
% |
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99.4 |
% |
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99.6 |
% |
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99.4 |
% |
Vessels operating at period
end |
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43 |
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41 |
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43 |
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41 |
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AVERAGE DAILY
RESULTS |
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Time charter equivalent rate per
day(4) |
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$ |
22,484 |
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$ |
15,483 |
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$ |
18,248 |
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$ |
13,855 |
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Navios Acquisition believes that the important measures for
analyzing trends in its results of operations consist of the
following:
(1 |
) |
Available days:
Available days for the fleet are total calendar days the vessels
were in Navios Acquisition’s possession for the relevant period
after subtracting off-hire days associated with major repairs,
drydocking or special surveys. The shipping industry uses available
days to measure the number of days in a relevant period during
which vessels should be capable of generating revenues. |
(2 |
) |
Operating days:
Operating days are the number of available days in the relevant
period less the aggregate number of days that the 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 relevant period during which vessels actually
generate revenues. |
(3 |
) |
Fleet
utilization: Fleet utilization is the percentage of time
that Navios Acquisition’s vessels were available for generating
revenue, and is determined by dividing the number of operating days
during a relevant period by the number of available days during
that period. The shipping industry uses fleet utilization to
measure a company’s efficiency in finding suitable employment for
its vessels and minimizing the amount of days that its vessels are
off hire for reasons other than scheduled repairs, dry dockings or
special surveys. |
(4 |
) |
TCE
Rate: Time charter equivalent rate per day is defined
as voyage and time charter revenues less voyage expenses during a
period divided by the number of available days during the period.
The TCE Rate per day is a standard shipping industry performance
measure used primarily to present the actual daily earnings
generated by vessels of various types of charter contracts for the
number of available days of the fleet. |
Conference Call, Webcast and Presentation
Details:As previously announced, Navios Acquisition will
host a conference call today, February, 6, 2020 at 8:30 am ET, at
which time Navios Acquisition's senior management will provide
highlights and commentary on earnings results for the fourth
quarter and year ended December 31, 2019.
US Dial In: +1.877.480.3873International Dial
In: +1.404.665.9927Conference ID: 106 4957
The conference call replay will be available
shortly after the live call and remain available for one week at
the following numbers:
US Replay Dial In: +1.800.585.8367International
Replay Dial In: +1.404.537.3406Conference ID: 106 4957
The call will be simultaneously Webcast. The
Webcast will be available on the Navios Acquisition website,
www.navios-acquisition.com, under the "Investors" section. The
Webcast will be archived and available at the same Web address for
two weeks following the call.
A supplemental slide presentation will be
available by 8:00 am ET on the day of the call.
About Navios AcquisitionNavios Acquisition
(NYSE: NNA) is an owner and operator of tanker vessels focusing on
the transportation of petroleum products (clean and dirty) and bulk
liquid chemicals.
For more information about Navios Acquisition, please visit our
website: www.navios-acquisition.com.
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 expectations, including with respect
to Navios Acquisition’s future dividends, expected cash flow
generation and Navios Acquisition’s growth strategy and measures to
implement such strategy, including expected vessel acquisitions and
entering into further employment contracts. Words such as “may,”
“expects,” “intends,” “plans,” “believes,” “anticipates,” “hopes,”
“estimates,” and variations of such words and similar expressions
are intended to identify forward-looking statements. Such
statements include comments regarding expected revenue and
employment contracts. These forward-looking statements are based on
the information available to, and the expectations and assumptions
deemed reasonable by, Navios Acquisition at the time these
statements were made. Although Navios Acquisition believes that the
expectations reflected in such forward-looking statements are
reasonable, no assurance can be given that such expectations will
prove to have been correct. These statements involve risks and are
based upon a number of assumptions and estimates that are
inherently subject to significant uncertainties and contingencies,
many of which are beyond the control of Navios Acquisition. 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
creditworthiness of our charterers and the ability of our contract
counterparties to fulfill their obligations to us, tanker industry
trends, including charter rates and vessel values and factors
affecting vessel supply and demand, the aging of our vessels and
resultant increases in operation and dry docking costs, the loss of
any customer or charter or vessel, our ability to repay outstanding
indebtedness, to obtain additional financing and to obtain
replacement charters for our vessels, in each case, at commercially
acceptable rates or at all, increases in costs and expenses,
including but not limited to: crew wages, insurance, provisions,
port expenses, lube oil, bunkers, repairs, maintenance and general
and administrative expenses, the expected cost of, and our ability
to comply with, governmental regulations and maritime
self-regulatory organization standards, as well as standard
regulations imposed by our charterers applicable to our business,
potential liability from litigation and our vessel operations,
including discharge of pollutants, general domestic and
international political conditions, competitive factors in the
market in which Navios Acquisition operates; risks associated with
operations outside the United States; and other factors listed from
time to time in Navios Acquisition’s filings with the SEC,
including its annual and interim reports filed on Form 20-F and
Form 6-K. Navios Acquisition 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 Navios Acquisition’s expectations with respect thereto or any
change in events, conditions or circumstances on which any
statement is based. Navios Acquisition makes no prediction or
statement about the performance of its common stock.
Public & Investor Relations Contact:Navios
Maritime Acquisition
Corporation+1.212.906.8644info@navios-acquisition.com
EXHIBIT I |
NAVIOS MARITIME ACQUISITION CORPORATION |
SELECTED BALANCE SHEET DATA |
(Expressed in thousands of U.S. dollars- except share data) |
|
|
December 31,
2019(unaudited) |
|
|
December 31, 2018 |
|
ASSETS |
|
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|
Cash and cash equivalents,
including restricted cash |
$ |
44,051 |
|
|
$ |
46,609 |
|
Vessels, net |
|
1,348,251 |
|
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|
1,383,605 |
|
Other assets (including current
and non-current) |
$ |
162,074 |
|
|
$ |
158,946 |
|
Goodwill |
|
1,579 |
|
|
|
1,579 |
|
Intangible assets |
|
— |
|
|
|
36,645 |
|
Total
assets |
$ |
1,555,955 |
|
|
$ |
1,627,384 |
|
LIABILITIES AND
STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
Other current liabilities |
$ |
68,986 |
|
|
$ |
41,195 |
|
Long-term debt, including current
portion, net of deferred finance costs and premium |
|
1,173,117 |
|
|
|
1,205,837 |
|
Total
liabilities |
$ |
1,242,103 |
|
|
$ |
1,247,032 |
|
Total stockholders’
equity |
|
313,852 |
|
|
|
380,352 |
|
Total liabilities and
stockholders’ equity |
$ |
1,555,955 |
|
|
$ |
1,627,384 |
|
|
|
|
|
|
|
|
|
NAVIOS MARITIME ACQUISITION CORPORATION |
CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS |
(Expressed in thousands of U.S. dollars- except share and per share
data) |
|
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|
|
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|
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|
|
|
|
|
|
For the Three Months Ended
December 31, 2019
(unaudited) |
|
|
For the Three Months Ended
December 31, 2018
(unaudited) |
|
|
For the Year Ended
December 31, 2019
(unaudited) |
|
|
For the Year Ended
December 31, 2018 |
|
Revenue |
$ |
85,448 |
|
|
$ |
58,728 |
|
|
$ |
280,117 |
|
|
$ |
187,946 |
|
Time charter and voyage
expenses |
|
(8,350 |
) |
|
|
(9,844 |
) |
|
|
(22,690 |
) |
|
|
(31,593 |
) |
Direct vessel expenses |
|
(3,015 |
) |
|
|
(2,405 |
) |
|
|
(10,132 |
) |
|
|
(7,656 |
) |
Management fees |
|
(26,524 |
) |
|
|
(24,367 |
) |
|
|
(107,748 |
) |
|
|
(94,019 |
) |
General and administrative
expenses |
|
(6,012 |
) |
|
|
(7,357 |
) |
|
|
(21,689 |
) |
|
|
(18,569 |
) |
Depreciation and
amortization |
|
(15,635 |
) |
|
|
(14,544 |
) |
|
|
(67,892 |
) |
|
|
(56,307 |
) |
(Loss)/ gain on sale of vessels/
Impairment loss |
|
— |
|
|
|
— |
|
|
|
(36,731 |
) |
|
|
25 |
|
Gain on debt extinguishment |
|
1,940 |
|
|
|
— |
|
|
|
1,940 |
|
|
|
— |
|
Interest income |
|
877 |
|
|
|
2,123 |
|
|
|
7,717 |
|
|
|
7,998 |
|
Interest expense and finance
cost |
|
(21,968 |
) |
|
|
(20,058 |
) |
|
|
(91,442 |
) |
|
|
(77,975 |
) |
Equity in net earnings of
affiliated companies, including bargain purchase gain |
|
278 |
|
|
|
3,204 |
|
|
|
2,948 |
|
|
|
7,667 |
|
Other income |
|
— |
|
|
|
15 |
|
|
|
1,335 |
|
|
|
28 |
|
Other expense |
|
(395 |
) |
|
|
(1,926 |
) |
|
|
(1,174 |
) |
|
|
(3,918 |
) |
Net earnings/
(loss) |
$ |
6,644 |
|
|
$ |
(16,431 |
) |
|
$ |
(65,441 |
) |
|
$ |
(86,373 |
) |
Net earnings/ (loss) per
share, basic and diluted |
$ |
0.44 |
|
|
$ |
(1.55 |
) |
|
$ |
(4.75 |
) |
|
$ |
(8.40 |
) |
Weighted average number of
shares, basic |
|
14,942,219 |
|
|
|
10,097,603 |
|
|
|
13,823,754 |
|
|
|
9,784,507 |
|
Weighted average number of
shares, diluted |
|
15,149,917 |
|
|
|
10,097,603 |
|
|
|
13,823,754 |
|
|
|
9,784,507 |
|
|
EXHIBIT
II |
Reconciliation
of EBITDA and Adjusted EBITDA to Net Cash from Operating
Activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Month Period Ended December 31, 2019
(unaudited) |
|
|
Three Month Period Ended December 31, 2018
(unaudited) |
|
|
Year Ended December 31, 2019 (unaudited) |
|
|
Year Ended December 31, 2018 (unaudited) |
|
Expressed in thousands of
U.S. dollars |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by/ (used in)
operating activities |
$ |
8,186 |
|
|
$ |
(14,854 |
) |
|
$ |
29,244 |
|
|
$ |
(38,709 |
) |
Net decrease/ (increase) in
operating assets |
|
20,441 |
|
|
|
(4,602 |
) |
|
|
10,527 |
|
|
|
(2,152 |
) |
Net (decrease)/ increase in
operating liabilities |
|
(4,472 |
) |
|
|
14,416 |
|
|
|
2,941 |
|
|
|
(3,834 |
) |
Net interest cost |
|
21,091 |
|
|
|
17,935 |
|
|
|
83,725 |
|
|
|
69,977 |
|
Amortization
and write-off of deferred finance costs and bond
premium |
|
(1,452 |
) |
|
|
(883 |
) |
|
|
(4,798 |
) |
|
|
(3,743 |
) |
Equity in net earnings
of affiliated companies, including bargain purchase gain |
|
278 |
|
|
|
3,204 |
|
|
|
2,948 |
|
|
|
7,667 |
|
Payments for dry dock and special
survey costs |
|
84 |
|
|
|
3,497 |
|
|
|
6,865 |
|
|
|
19,412 |
|
Gain on sale of vessels/
Impairment loss |
|
— |
|
|
|
— |
|
|
|
(4,042 |
) |
|
|
25 |
|
Gain on debt extinguishment |
|
1,940 |
|
|
|
— |
|
|
|
1,940 |
|
|
|
— |
|
Stock-based compensation |
|
(215 |
) |
|
|
(260 |
) |
|
|
(909 |
) |
|
|
(1,076 |
) |
EBITDA |
$ |
45,881 |
|
|
$ |
18,453 |
|
|
$ |
128,441 |
|
|
$ |
47,567 |
|
Net negative effect on equity/
(loss) in net earnings of affiliated companies due to sale of the
Shinyo Kannika by Navios Midstream to an unaffiliated third
party |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
6,005 |
|
Gain on sale of vessels/
Impairment loss |
|
— |
|
|
|
— |
|
|
|
4,042 |
|
|
|
(25 |
) |
Transaction costs in relation
to the merger with Navios Midstream |
|
— |
|
|
|
2,175 |
|
|
|
— |
|
|
|
2,175 |
|
Gain on debt
extinguishment |
|
(1,940 |
) |
|
|
— |
|
|
|
(1,940 |
) |
|
|
— |
|
Stock-based compensation |
|
215 |
|
|
|
260 |
|
|
|
909 |
|
|
|
1,076 |
|
Adjusted
EBITDA |
$ |
44,156 |
|
|
$ |
20,888 |
|
|
$ |
131,452 |
|
|
$ |
56,798 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Month Period Ended
December 31, 2019
(unaudited) |
|
|
Three Month Period Ended
December 31, 2018
(unaudited) |
|
|
Year Ended
December 31, 2019
(unaudited) |
|
|
|
Year Ended
December 31, 2018
(unaudited) |
Net cash provided by/ (used in) operating activities |
$ |
8,186 |
|
|
$ |
(14,854 |
) |
|
$ |
29,244 |
|
|
|
(38,709 |
) |
Net cash (used in)/ provided by
investing activities |
$ |
(27,316 |
) |
|
$ |
26,836 |
|
|
$ |
4,027 |
|
|
|
79,813 |
|
Net cash used in financing
activities |
$ |
(39,691 |
) |
|
$ |
(13,686 |
) |
|
$ |
(35,829 |
) |
|
|
(80,953 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Disclosure of Non-GAAP Financial Measures
EBITDA, Adjusted EBITDA, Adjusted net (loss)/ income and
Adjusted (loss)/ income per share (basic) are non-U.S. GAAP
financial measures and should not be used in isolation or as
substitution for Navios Acquisition’s results calculated in
accordance with U.S. generally accepted accounting principles
(“U.S. GAAP”).
EBITDA represents net (loss)/income before interest and
finance costs, before depreciation and amortization and before
income taxes. Adjusted EBITDA in this document represents
EBITDA excluding certain items as described under “Financial
Highlights”. Adjusted net (loss)/ income and Adjusted (loss)/
income per share (basic) represent Net (loss)/ income and (loss)/
income per share (basic), excluding certain items as described
under “Financial Highlights”. We use Adjusted EBITDA as liquidity
measure and reconcile EBITDA and Adjusted EBITDA to net cash
provided by/ (used in) operating activities, the most comparable
U.S. GAAP liquidity measure. EBITDA is calculated as follows: net
cash provided by/(used in) operating activities adding back, when
applicable and as the case may be, the effect of: (i) net
increase/(decrease) in operating assets; (ii) net
(increase)/decrease in operating liabilities; (iii) net interest
cost; (iv) amortization of deferred finance costs and other related
expenses; (v) equity/ (loss) in net earnings of affiliates, net of
dividends received; (vi) payments for dry dock and special survey
costs; (vii) impairment charges; (viii) gain on sale of assets;
(ix) gain/ (loss) on debt repayment; (x) stock- based compensation
and (xi) transaction costs. Navios Acquisition believes that EBITDA
and Adjusted EBITDA are each the basis upon which liquidity can be
assessed and present useful information to investors regarding
Navios Acquisition’s ability to service and/or incur indebtedness,
pay capital expenditures, meet working capital requirements and pay
dividends. Navios Acquisition also believes that EBITDA and
Adjusted EBITDA are used: (i) by potential lenders to evaluate
potential transactions; (ii) to evaluate and price potential
acquisition candidates; and (iii) by securities analysts, investors
and other interested parties in the evaluation of companies in our
industry. EBITDA and Adjusted EBITDA have limitations as an
analytical tool, and should not be considered in isolation or as a
substitute for the analysis of Navios Acquisition’s results as
reported under U.S. GAAP. Some of these limitations are: (i) EBITDA
and Adjusted EBITDA do not reflect changes in, or cash requirements
for, working capital needs; and (ii) although depreciation and
amortization are non-cash charges, the assets being depreciated and
amortized may have to be replaced in the future. EBITDA and
Adjusted EBITDA do not reflect any cash requirements for such
capital expenditures. Because of these limitations, EBITDA and
Adjusted EBITDA should not be considered as a principal indicator
of Navios Acquisition’s performance. Furthermore, our calculation
of EBITDA and Adjusted EBITDA may not be comparable to that
reported by other companies due to differences in methods of
calculation.
|
EXHIBIT
III |
Vessels |
Type |
Year Built/Delivery |
DWT |
|
|
|
Date |
|
|
Owned Vessels |
|
|
|
|
Nave Polaris |
Chemical Tanker |
2011 |
25,145 |
|
Nave Cosmos |
Chemical Tanker |
2010 |
25,130 |
|
Star N |
MR1 Product
Tanker |
2009 |
37,836 |
|
Hector N |
MR1 Product Tanker |
2008 |
38,402 |
|
Perseus N |
MR1 Product Tanker |
2009 |
36,264 |
|
Nave Velocity |
MR2 Product
Tanker |
2015 |
49,999 |
|
Nave Sextans |
MR2 Product
Tanker |
2015 |
49,999 |
|
Nave Pyxis |
MR2 Product
Tanker |
2014 |
49,998 |
|
Nave Luminosity |
MR2 Product
Tanker |
2014 |
49,999 |
|
Nave Jupiter |
MR2 Product
Tanker |
2014 |
49,999 |
|
Bougainville |
MR2 Product
Tanker |
2013 |
50,626 |
|
Nave Alderamin |
MR2 Product
Tanker |
2013 |
49,998 |
|
Nave Bellatrix |
MR2 Product
Tanker |
2013 |
49,999 |
|
Nave Capella |
MR2 Product
Tanker |
2013 |
49,995 |
|
Nave Orion |
MR2 Product
Tanker |
2013 |
49,999 |
|
Nave Titan |
MR2 Product
Tanker |
2013 |
49,999 |
|
Nave Aquila |
MR2 Product
Tanker |
2012 |
49,991 |
|
Nave Atria |
MR2 Product
Tanker |
2012 |
49,992 |
|
Nave Orbit |
MR2 Product
Tanker |
2009 |
50,470 |
|
Nave Equator |
MR2 Product
Tanker |
2009 |
50,542 |
|
Nave Equinox |
MR2 Product
Tanker |
2007 |
50,922 |
|
Nave Pulsar |
MR2 Product
Tanker |
2007 |
50,922 |
|
Nave Dorado |
MR2 Product
Tanker |
2005 |
47,999 |
|
Nave Atropos |
LR1 Product
Tanker |
2013 |
74,695 |
|
Nave Rigel |
LR1 Product
Tanker |
2013 |
74,673 |
|
Nave Cassiopeia |
LR1 Product
Tanker |
2012 |
74,711 |
|
Nave Cetus |
LR1 Product
Tanker |
2012 |
74,581 |
|
Nave Estella |
LR1 Product
Tanker |
2012 |
75,000 |
|
Nave Andromeda |
LR1 Product
Tanker |
2011 |
75,000 |
|
Nave Ariadne |
LR1 Product
Tanker |
2007 |
74,671 |
|
Nave Cielo |
LR1 Product
Tanker |
2007 |
74,671 |
|
Lumen N |
LR1 Product Tanker |
2008 |
63,599 |
|
Aurora N |
LR1 Product Tanker |
2008 |
63,495 |
|
Nave Neutrino |
VLCC |
2003 |
298,287 |
|
Nave Celeste |
VLCC |
2003 |
298,717 |
|
Nave Photon |
VLCC |
2008 |
297,395 |
|
Nave Spherical |
VLCC |
2009 |
297,188 |
|
Nave Galactic |
VLCC |
2009 |
297,168 |
|
Nave Quasar |
VLCC |
2010 |
297,376 |
|
Nave Synergy |
VLCC |
2010 |
299,973 |
|
Nave Constellation |
VLCC |
2010 |
298,000 |
|
Nave Universe |
VLCC |
2011 |
297,066 |
|
Nave Buena Suerte |
VLCC |
2011 |
297,491 |
|
Vessels to be delivered* |
|
|
|
|
TBN I |
VLCC |
Expected Q3 2020 |
310,000 |
|
TBN II |
VLCC |
Expected Q4 2020 |
310,000 |
|
TBN III |
VLCC |
Expected Q3 2021 |
310,000 |
|
*Bareboat chartered-in vessels with purchase option
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