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, 2018.
Angeliki Frangou, Chairman and Chief Executive Officer of Navios
Acquisition, stated, “For the full year of 2018, Navios Acquisition
reported revenue of $187.9 million and Adjusted EBITDA of $56.8
million. For the fourth quarter of 2018, we reported revenue of
$58.7 million and Adjusted EBITDA of $20.9 million. We also
declared a quarterly dividend of $0.30 per share for the fourth
quarter, representing an annualized yield of 21.0% per share.”
Angeliki Frangou continued, “Tanker rates substantially improved
during the fourth quarter of 2018, with the Baltic TD3C VLCC spot
rate increasing by more than double to about $45,000 per day
compared to the fourth quarter of 2017. Although VLCC rates have
since retreated, rates for January 2019 were still almost three
times higher than rates for January of 2018. In light of the rate
improvement, the acquisition of Navios Midstream was timely, as
well as accretive to our net asset value and cash flow.“
HIGHLIGHTS — RECENT DEVELOPMENTS
Acquisition of Navios Maritime Midstream Partners
L.P. On December 13, 2018, Navios Acquisition completed
the merger (the “Merger”) contemplated by the previously announced
Agreement and Plan of Merger, (the “Merger Agreement”), dated as of
October 7, 2018, by and among Navios Acquisition, its direct
wholly-owned subsidiary NMA Sub LLC (“Merger Sub”), Navios Maritime
Midstream Partners L.P. (“Navios Midstream”) and Navios Midstream
Partners GP LLC . Pursuant to the Merger Agreement, Merger Sub
merged with and into Navios Midstream, with Navios Midstream
surviving as a wholly-owned subsidiary of Navios Acquisition.
Pursuant to the terms of the Merger Agreement, each outstanding
common unit representing limited partner interests in Navios
Midstream held by a common unit holder other than Navios
Acquisition, Navios Midstream or their respective subsidiaries (the
“NAP Public Units”) was converted into the right to receive 0.42
shares of Navios Acquisition’s common stock. As a result of the
Merger, 3,683,284 shares of Navios Acquisition’s common stock were
issued to former holders of NAP Public Units. More than eighty (80)
percent of holders of NAP Public Units elected (or were deemed to
have elected) to receive Navios Acquisition common stock. As such,
pursuant to the Merger Agreement, no Navios Acquisition preferred
stock was issued in connection with the Merger.
The transaction was accounted for as a business combination.
Purchase accounting applied, that resulted in a net effect of less
than $0.1 million, analyzed as follows: (a) a gain as a result of
the fair value of net assets acquired being in excess of the fair
value of the consideration exchanged for obtaining control, in the
amount of $69.0 million; and (b) a re-measurement of Navios
Acquisition's previously held investment in Navios Midstream,
resulting in a loss of $75.7 million partially mitigated by $6.8
million of accelerated amortization of the deferred gain recognized
in relation to the sale of the Nave Celeste and the C Dream to
Navios Midstream in June 2015.
Following the completion of the Merger, Erifili Tsironi was
appointed as co-chief financial officer of Navios Acquisition.
Quarterly dividend: $0.30 per share On January
25, 2019, the Board of Directors declared a quarterly cash dividend
in respect of the fourth quarter of 2018 of $0.30 per share of
common stock which will be paid on March 27, 2019 to stockholders
of record as of February 27, 2019. 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.
Navios Europe I and Navios Europe IIAs of
December 31, 2018, Navios Acquisition had economic interests of
47.5% in each of Navios Europe I and Navios Europe II. The total
value of Navios Europe I and Navios Europe II held by Navios
Acquisition as of December 31, 2018 was $72.5 million. The amount
was comprised of (a) the initial investment of $4.8 million in
Navios Europe I and $6.7 million in Navios Europe II; (b) the
working capital contributions of $11.8 million in Navios Europe I
and $20.7 million in Navios Europe II; and (c) the compound
interest of 12.7% for Navios Europe I and 18.0% for Navios Europe
II.
Stock repurchase programAs of February 5, 2019,
Navios Acquisition had repurchased 716,338 shares for approximately
$7.4 million, under the $25.0 million stock repurchase program,
being 5.2% of current fully diluted shares.
1:15 Reverse stock splitOn November 9, 2018 the
Stockholders of Navios Acquisition approved the previously
disclosed one-for-15 reverse stock split of its common stock.
Following the effectiveness of the reverse stock split, as of
November 14, 2018, Navios Acquisition had approximately 9.5 million
shares of common stock outstanding.
Fleet employmentAs of February 5, 2019, our
fleet consisted of a total of 43 vessels, of which 13 are VLCCs, 26
are product tankers, two are chemical tankers and two are bareboat
VLCC chartered-in vessels to be delivered in each of the third and
fourth quarter of 2020.
Currently, Navios Acquisition has contracted 52.1% of its
available days on a charter-out basis for 2019, which are expected
to generate revenues of approximately $126.7 million for 2019. The
average contractual net daily charter-out rate for the 44.6% of
available days that are contracted on base rate and/or on base rate
with profit sharing arrangements are expected to be $18,995.
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, 2018 and 2017. The quarterly
information for 2018 and 2017 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 is included in the consolidated
financial statements of Navios Acquisition, as a wholly-owned
subsidiary.
| (Expressed in
thousands of U.S. dollars) |
|
|
Three Month Period ended December 31, 2018
(unaudited) |
|
|
Three Month Period ended December 31, 2017
(unaudited) |
|
|
|
Yearended December 31,
2018(unaudited) |
|
|
Year ended December 31,
2017(unaudited) |
|
| Revenue |
|
|
$ |
58,728 |
|
|
$ |
50,327 |
|
|
|
$ |
187,946 |
|
|
$ |
227,288 |
|
| Net loss |
|
|
$ |
(16,431 |
) |
|
$ |
(11,992 |
) |
|
|
$ |
(86,373 |
) |
|
$ |
(78,899 |
) |
| Adjusted net loss |
|
|
$ |
(13,996 |
)(1) |
|
$ |
(12,265 |
)(3) |
|
|
$ |
(76,826 |
)(2) |
|
$ |
(19,372 |
)(4) |
| Net cash (used in)/
provided by operating activities |
|
|
$ |
(14,854 |
) |
|
$ |
(9,690 |
) |
|
|
$ |
(38,709 |
) |
|
$ |
45,968 |
|
| EBITDA |
|
|
$ |
18,453 |
|
|
$ |
19,915 |
|
|
|
$ |
47,567 |
|
|
$ |
48,575 |
|
| Adjusted EBITDA |
|
|
$ |
20,888 |
(1) |
|
$ |
19,972 |
(3) |
|
|
$ |
56,798 |
(2) |
|
$ |
107,736 |
(4) |
| Loss per share
(basic) |
|
|
$ |
(1.55 |
) |
|
$ |
(1.2 |
) |
|
|
$ |
(8.40 |
) |
|
$ |
(7.5 |
) |
| Adjusted loss per share
(basic) |
|
|
$ |
(1.33 |
)(1) |
|
$ |
(1.2 |
)(3) |
|
|
$ |
(7.48 |
)(2) |
|
$ |
(1.8 |
)(4) |
(1) 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.
(2)
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. (3)
EBITDA, net loss and loss per share (basic) for the three month
period ended December 31, 2017 have been adjusted to exclude $0.1
million of non-cash stock-based compensation. Net loss and loss per
share (basic) for the three month period ended December 31, 2017
were further adjusted to exclude $0.3 million write off of deferred
finance
income. (4)
EBITDA, net loss and loss per share (basic) for the year ended
December 31, 2017 have been adjusted to exclude (i) $59.1 million
of other-than-temporary impairment loss on equity investment in
Navios Midstream; and (ii) $0.1 million of non-cash stock-based
compensation. Net loss and net loss per share (basic) for the year
ended December 31, 2017 were further adjusted to exclude $0.4
million write-off of deferred finance
costs. EBITDA,
Adjusted EBITDA, Adjusted net loss and Adjusted 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,
2018 and 2017
Revenue for the three month period ended December 31, 2018
increased by $8.4 million, or 16.7%, to $58.7 million, as
compared to $50.3 million for the same period of 2017. The
increase was mainly attributable to an: (i) increase in revenue by
$5.0 million due to the acquisition and resulting consolidation of
Navios Midstream on December 13, 2018; and (ii) increase in revenue
due to certain spot voyages fixed at favourable market rates during
the fourth quarter ended December 31, 2018; partially
mitigated by a decrease in revenue of $1.7 million mainly due to
the sale of the Nave Galactic to Navios Midstream in March 2018.
Available days of the fleet increased to 3,297 days for the
three month period ended December 31, 2018, as compared to
3,225 days for the three month period ended December 31,
2017, as a result of the merger with Navios Midstream effective as
of December 13, 2018. The time charter equivalent rate, or TCE
Rate, increased to $15,483 for the three month period ended
December 31, 2018, from $15,299 for the three month period
ended December 31, 2017.
Time charter and voyage expenses for the three month period
ended December 31, 2018 increased by approximately $3.7 million, or
60.7%, to $9.8 million, as compared to $6.1 million for the same
period of 2017. The increase was mainly attributable to a: (a) $6.5
million increase in bunkers consumption and voyage expenses due to
spot voyages in the period; and (b) $0.1 million increase in
brokers’commission; partially mitigated by $3.0 million decrease in
the backstop commitment.
Net loss for the three month period ended December 31, 2018
was $16.4 million as compared to $12.0 million for the same period
of 2017. The increase in net loss was due to a: (a) $1.5 million
decrease in EBITDA; (b) $1.1 million increase in interest expense
and finance cost, net of deferred finance cost; (c) $1.1 million
increase in direct vessel expenses; (d) $0.4 million decrease in
interest income; and (e) $0.3 million increase in depreciation and
amortization, due to the acquisition of Navios Midstream on
December 13, 2018.
EBITDA for the three month period ended December 31, 2018
decreased by $1.5 million to $18.5 million, as compared
to $19.9 million for the same period of 2017. The decrease in
EBITDA was mainly due to a: (a) $3.7 million increase in time
charter and voyage expenses, as described above; (b) $2.7 million
increase in general and administrative expenses mainly due to
expenses incurred in connection with the acquisition of Navios
Midstream on December 13, 2018 of $2.2 million; (c) $1.6 million
increase in other expense; (d) $1.4 million decrease in equity
/(loss) in net earnings of affiliated companies; (e) $0.4 million
increase in management fees due to the acquisition of Navios
Midstream on December 13, 2018 and to the amendment of the fees
under the Management Agreement; and (f) $0.1 million decrease in
other income; partially mitigated by an $8.4 million increase
in revenue, as described above.
Year ended December 31, 2018 and
2017
Revenue for the year ended December 31, 2018 decreased by
$39.3 million, or 17.3%, to $187.9 million, as compared
to $227.3 million for the same period of 2017. The decrease
was mainly attributable to a: (a) decrease in the market rates
during the year ended December 31, 2018, as compared to the
same period in 2017; and (b) decrease in revenue of $8.2
million mainly due to the sale of the Nave Galactic to Navios
Midstream in March 2018; partially mitigated by the increase in
revenue of $5.0 million due to the acquisition and resulting
consolidation of Navios Midstream on December 13, 2018. Available
days of the fleet decreased from 12,904 days for the year
ended December 31, 2017 to 12,735 days for the year ended
December 31, 2018. The TCE Rate decreased from $17,186 for the
year ended December 31, 2017, to $13,855 for the year ended
December 31, 2018.
Time charter and voyage expenses for the year ended December 31,
2018 increased by approximately $9.7 million to $31.6 million, as
compared to $21.9 million for the same period of 2017. The increase
was mainly attributable to a (a) $3.7 million increase in the
backstop commitment; (b) $6.3 million increase in bunkers
consumption and voyage expenses due to spot voyages in the period;
partially mitigated by a $0.4 million decrease in brokers’
commission.
Net loss for the year ended December 31, 2018 was $86.4
million as compared to $78.9 million for the same period of 2017.
The increase in net loss was due to a: (a) $3.5 million
increase in direct vessel expenses; (b) $2.0 million decrease in
interest income; (c) $1.5 million increase in interest expense and
finance cost; and (d) $1.0 million decrease in EBITDA,
partially mitigated by a $0.6 million decrease in depreciation and
amortization, mainly due to the sale of the Nave Galactic to Navios
Midstream in March 2018.
EBITDA for the year ended December 31, 2018 decreased by
$1.0 million to $47.6 million, as compared to
$48.6 million for the same period of 2017. The decrease in
EBITDA was mainly due to a: (a) $39.3 million decrease in revenue,
as described above; (b) $9.7 million increase in time charter and
voyage expenses, as described above; (c) $4.6 million increase in
general and administrative expenses mainly consisting of $2.2
million transaction expenses due the acquisition of Navios
Midstream on December 13, 2018 and of $1.0 million stock-based
compensation expense; (d) $2.6 million increase in other expenses;
and (e) $0.1 million decrease in other income; partially mitigated
by a: (i) $54.3 million increase in equity /(loss) in net earnings
of affiliated companies (which includes $59.1 million of
other-than-temporary impairment loss on equity investment in Navios
Midstream in the second quarter of 2017); and (ii) $1.0 million
decrease in management fees due to the sale of the Nave Galactic to
Navios Midstream in March 2018, which was partially offset by the
amendment of the fees under the Management Agreement.
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,
2018 and 2017.
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Three month period ended
December 31, |
|
|
Year ended
December 31, |
|
| |
|
2018
(unaudited) |
|
|
2017
(unaudited) |
|
|
2018
(unaudited) |
|
|
2017
(unaudited) |
|
| FLEET
DATA |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Available days(1) |
|
|
3,297 |
|
|
|
3,225 |
|
|
|
12,735 |
|
|
|
12,904 |
|
| Operating days(2) |
|
|
3,278 |
|
|
|
3,183 |
|
|
|
12,665 |
|
|
|
12,843 |
|
| Fleet
utilization(3) |
|
|
99.4 |
% |
|
|
98.7 |
% |
|
|
99.4 |
% |
|
|
99.5 |
% |
| Vessels operating at
period end |
|
|
41 |
|
|
|
36 |
|
|
|
41 |
|
|
|
36 |
|
| AVERAGE DAILY
RESULTS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Time charter equivalent
rate per day(4) |
|
$ |
15,483 |
|
|
$ |
15,299 |
|
|
$ |
13,855 |
|
|
$ |
17,186 |
|
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, Wednesday, February 6, 2019 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, 2018.
US Dial In: +1.877.480.3873International Dial
In: +1.404.665.9927Conference ID: 559 4886
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: 559 4886
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 Acquisition
Navios 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 this filing was 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 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 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 the
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
CORPORATIONCONDENSED CONSOLIDATED BALANCE
SHEETS(Expressed in thousands of U.S. dollars- except
share data)
| |
|
|
|
December 31, 2018
(unaudited) |
|
|
December 31,2017 (unaudited) |
|
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
| Cash and cash
equivalents, including restricted cash |
|
|
|
$ |
46,609 |
|
|
$ |
86,458 |
|
| Accounts receivable,
net |
|
|
|
|
25,100 |
|
|
|
12,810 |
|
| Due from related
parties, short term |
|
|
|
|
18,926 |
|
|
|
13,931 |
|
| Prepaid expenses and
other current assets |
|
|
|
|
13,343 |
|
|
|
6,534 |
|
| Vessels, net |
|
|
|
|
1,383,605 |
|
|
|
1,250,043 |
|
| Intangible assets other
than goodwill |
|
|
|
|
36,645 |
|
|
|
— |
|
| Goodwill |
|
|
|
|
1,579 |
|
|
|
1,579 |
|
| Other long-term
assets |
|
|
|
|
— |
|
|
|
900 |
|
| Deferred dry dock and
special survey costs, net |
|
|
|
|
32,161 |
|
|
|
20,871 |
|
| Investment in
affiliates |
|
|
|
|
11,400 |
|
|
|
125,062 |
|
| Due from related
parties, long-term |
|
|
|
|
58,016 |
|
|
|
54,593 |
|
| Total
assets |
|
|
|
$ |
1,627,384 |
|
|
$ |
1,572,781 |
|
| LIABILITIES AND
STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
|
| Accounts payable |
|
|
|
$ |
12,621 |
|
|
$ |
3,862 |
|
| Accrued expenses |
|
|
|
|
13,205 |
|
|
|
12,211 |
|
| Due to related parties,
short-term |
|
|
|
|
12,029 |
|
|
|
17,107 |
|
| Deferred revenue |
|
|
|
|
3,340 |
|
|
|
5,028 |
|
| Long-term debt,
including current portion, net of deferred finance costs and
premium |
|
|
|
|
1,205,837 |
|
|
|
1,065,369 |
|
| Deferred gain on sale
of assets |
|
|
|
|
— |
|
|
|
6,729 |
|
| Total
stockholders’ equity |
|
|
|
|
380,352 |
|
|
|
462,475 |
|
| Total
liabilities and stockholders’ equity |
|
|
|
$ |
1,627,384 |
|
|
$ |
1,572,781 |
|
NAVIOS MARITIME ACQUISITION
CORPORATIONCONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS(Expressed in thousands of U.S. dollars- except
share and per share data)
| |
|
For the Three |
|
|
For the Three |
|
|
For the |
|
|
For the |
|
| |
|
Months |
|
|
Months |
|
|
Year |
|
|
Year |
|
| |
|
Ended |
|
|
Ended |
|
|
Ended |
|
|
Ended |
|
| |
|
December 31, 2018 |
|
|
December 31, 2017 |
|
|
December 31, 2018 |
|
|
December 31, 2017 |
|
| |
|
(unaudited) |
|
|
(unaudited) |
|
|
(unaudited) |
|
|
(unaudited) |
|
| Revenue |
|
$ |
58,728 |
|
|
$ |
50,327 |
|
|
$ |
187,946 |
|
|
$ |
227,288 |
|
| Time charter and voyage
expenses |
|
|
(9,844 |
) |
|
|
(6,126 |
) |
|
|
(31,593 |
) |
|
|
(21,919 |
) |
| Direct vessel
expenses |
|
|
(2,405 |
) |
|
|
(1,318 |
) |
|
|
(7,656 |
) |
|
|
(4,198 |
) |
| Management fees
(entirely through related partytransactions) |
|
|
(24,367 |
) |
|
|
(23,938 |
) |
|
|
(94,019 |
) |
|
|
(94,973 |
) |
| General and
administrative expenses |
|
|
(7,357 |
) |
|
|
(4,676 |
) |
|
|
(18,569 |
) |
|
|
(13,969 |
) |
| Depreciation and
amortization |
|
|
(14,544 |
) |
|
|
(14,220 |
) |
|
|
(56,307 |
) |
|
|
(56,880 |
) |
| Interest income |
|
|
2,123 |
|
|
|
2,547 |
|
|
|
7,998 |
|
|
|
10,042 |
|
| Interest expenses and
finance cost |
|
|
(20,058 |
) |
|
|
(18,916 |
) |
|
|
(77,975 |
) |
|
|
(76,438 |
) |
| Gain on sale of
vessels |
|
|
— |
|
|
|
— |
|
|
|
25 |
|
|
|
— |
|
| Equity/ (loss) in net
earnings of affiliatedcompanies, including bargain purchase
gain |
|
|
3,204 |
|
|
|
4,551 |
|
|
|
7,667 |
|
|
|
(46,657 |
) |
| Other expense, net |
|
|
(1,911 |
) |
|
|
(223 |
) |
|
|
(3,890 |
) |
|
|
(1,195 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(16,431 |
) |
|
$ |
(11,992 |
) |
|
$ |
(86,373 |
) |
|
$ |
(78,899 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net loss per share,
basic and diluted |
|
$ |
(1.55 |
) |
|
$ |
(1.2 |
) |
|
$ |
(8.40 |
) |
|
$ |
(7.50 |
) |
| Weighted average number
of shares, basic anddiluted |
|
|
10,097,603 |
|
|
|
10,022,236 |
|
|
|
9,784,507 |
|
|
|
10,027,469 |
|
NAVIOS MARITIME ACQUISITION
CORPORATIONCONDENSED CONSOLIDATED STATEMENTS OF
CASH FLOWS(Expressed in thousands of U.S. dollars)
| |
|
|
|
Year ended
December 31,
2018(unaudited) |
|
|
Year ended
December 31,
2017(unaudited) |
|
|
| Operating
Activities |
|
|
|
|
|
|
|
|
|
|
|
| Net loss |
|
|
|
$ |
(86,373 |
) |
|
$ |
(78,899 |
) |
|
| Adjustments to
reconcile net loss to net cash provided by operating
activities: |
|
|
|
|
|
|
|
|
|
|
|
| Depreciation and
amortization |
|
|
|
|
56,307 |
|
|
|
56,880 |
|
|
| Amortization
and write-off of deferred finance costs and bond
premium |
|
|
|
|
3,743 |
|
|
|
3,784 |
|
|
| Amortization of dry
dock and special survey costs |
|
|
|
|
7,656 |
|
|
|
4,198 |
|
|
| Stock based
compensation |
|
|
|
|
1,076 |
|
|
|
57 |
|
|
| Gain on sale of
vessels |
|
|
|
|
(25 |
) |
|
|
— |
|
|
| (Equity)/ loss in
earnings of affiliates, net of dividends received |
|
|
|
|
(7,667 |
) |
|
|
56,923 |
|
|
| Changes in
operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
| Increase in prepaid
expenses and other current assets |
|
|
|
|
(2,235 |
) |
|
|
(2,390 |
) |
|
| (Increase)/ decrease in
accounts receivable |
|
|
|
|
(2,063 |
) |
|
|
8,123 |
|
|
| (Increase)/ decrease in
due from related parties, short-term |
|
|
|
|
(3,734 |
) |
|
|
11,116 |
|
|
| Decrease in other long
term assets |
|
|
|
|
900 |
|
|
|
— |
|
|
| Decrease/ (increase) in
due from related parties, long-term |
|
|
|
|
9,284 |
|
|
|
(12,730 |
) |
|
| Increase/ (decrease) in
accounts payable |
|
|
|
|
3,250 |
|
|
|
(993 |
) |
|
| (Decrease)/ increase in
accrued expenses |
|
|
|
|
(2,824 |
) |
|
|
1,164 |
|
|
| Payments for dry dock
and special survey costs |
|
|
|
|
(19,412 |
) |
|
|
(14,897 |
) |
|
| Increase in due to
related parties, short-term |
|
|
|
|
8,764 |
|
|
|
17,107 |
|
|
| Decrease in deferred
revenue |
|
|
|
|
(5,356 |
) |
|
|
(3,475 |
) |
|
| Net cash (used
in)/ provided by operating activities |
|
|
|
$ |
(38,709 |
) |
|
$ |
45,968 |
|
|
| Investing
Activities |
|
|
|
|
|
|
|
|
|
|
|
| Net cash proceeds from
sale of vessels |
|
|
|
|
44,500 |
|
|
|
— |
|
|
| Cash acquired from
Navios Midstream merger |
|
|
|
|
25,260 |
|
|
|
— |
|
|
| Loan repayment from
affiliated companies |
|
|
|
|
— |
|
|
|
55,132 |
|
|
| Investment in
affiliates |
|
|
|
|
— |
|
|
|
(84 |
) |
|
| Loans receivable from
affiliates |
|
|
|
|
— |
|
|
|
(13,706 |
) |
|
| Dividends received from
affiliates |
|
|
|
|
10,053 |
|
|
|
11,036 |
|
|
| Net cash
provided by investing activities |
|
|
|
$ |
79,813 |
|
|
$ |
52,378 |
|
|
| Financing
Activities |
|
|
|
|
|
|
|
|
|
|
|
| Loan proceeds, net of
deferred finance costs |
|
|
|
|
69,512 |
|
|
|
49,764 |
|
|
| Loan repayments |
|
|
|
|
(131,125 |
) |
|
|
(84,196 |
) |
|
| Dividends paid |
|
|
|
|
(12,213 |
) |
|
|
(31,614 |
) |
|
| Redemption of
Convertible shares and puttable common stock |
|
|
|
|
— |
|
|
|
(2,500 |
) |
|
| Acquisition of treasury
stock |
|
|
|
|
(7,127 |
) |
|
|
— |
|
|
| Net cash used
in financing activities |
|
|
|
$ |
(80,953 |
) |
|
$ |
(68,546 |
) |
|
| Net (decrease)/
increase in cash and cash equivalents and restricted
cash |
|
|
|
|
(39,849 |
) |
|
|
29,800 |
|
|
| Cash and cash
equivalents and restricted cash, beginning of year |
|
|
|
|
86,458 |
|
|
|
56,658 |
|
|
| Cash and cash
equivalents, and restricted cash end of year |
|
|
|
$ |
46,609 |
|
|
$ |
86,458 |
|
|
EXHIBIT II
Reconciliation of EBITDA and Adjusted
EBITDA to Net Cash from Operating Activities
|
|
|
Three Month Period Ended December 31,
2018 (unaudited) |
|
|
Three Month Period Ended December 31,
2017 (unaudited) |
|
|
Year Ended December 31, 2018
(unaudited) |
|
|
Year Ended December 31, 2017
(unaudited) |
|
| Expressed in
thousands of U.S. dollars |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net cash (used in)/
provided by operating activities |
|
$ |
(14,854 |
) |
|
$ |
(9,690 |
) |
|
$ |
(38,709 |
) |
|
|
45,968 |
|
| Net decrease in
operating assets |
|
|
(4,602 |
) |
|
|
(2,733 |
) |
|
|
(2,152 |
) |
|
|
(4,119 |
) |
| Net decrease/
(increase) in operating liabilities |
|
|
14,416 |
|
|
|
11,000 |
|
|
|
(3,834 |
) |
|
|
(13,803 |
) |
| Net interest cost |
|
|
17,935 |
|
|
|
16,369 |
|
|
|
69,977 |
|
|
|
66,396 |
|
| Amortization and
write-off of deferred finance costs and bond
premium |
|
|
(883 |
) |
|
|
(462 |
) |
|
|
(3,743 |
) |
|
|
(3,784 |
) |
| Equity/ (loss) in net
earnings of affiliates (including OTTI loss and bargain
purchase gain), net of dividends received |
|
|
3,204 |
|
|
|
1,018 |
|
|
|
7,667 |
|
|
|
(56,923 |
) |
| Payments for dry dock
and special survey costs |
|
|
3,497 |
|
|
|
4,470 |
|
|
|
19,412 |
|
|
|
14,897 |
|
| Gain on sale of
vessels |
|
|
— |
|
|
|
— |
|
|
|
25 |
|
|
|
— |
|
| Stock-based
compensation |
|
|
(260 |
) |
|
|
(57 |
) |
|
|
(1,076 |
) |
|
|
(57 |
) |
|
EBITDA |
|
$ |
18,453 |
|
|
$ |
19,915 |
|
|
$ |
47,567 |
|
|
|
48,575 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net negative effect on
equity/ (loss) in net earningsof affiliated companies due to sale
of the ShinyoKannika by Navios Midstream to an unaffiliatedthird
party |
|
|
— |
|
|
|
— |
|
|
|
6,005 |
|
|
|
— |
|
|
Other-than-temporary-impairment loss on equityinvestment (“OTTI
loss”) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
59,104 |
|
| Transaction costs in
relation to the merger with Navios Midstream |
|
|
2,175 |
|
|
|
— |
|
|
|
2,175 |
|
|
|
— |
|
| Gain on sale of
vessels |
|
|
— |
|
|
|
— |
|
|
|
(25 |
) |
|
|
— |
|
| Stock-based
compensation |
|
|
260 |
|
|
|
57 |
|
|
|
1,076 |
|
|
|
57 |
|
| Adjusted
EBITDA |
|
$ |
20,888 |
|
|
$ |
19,972 |
|
|
$ |
56,798 |
|
|
$ |
107,736 |
|
| |
|
Three Month Period Ended December 31,
2018 (unaudited) |
|
|
Three Month Period Ended December 31, 2017
(unaudited) |
|
|
Year Ended December 31, 2018
(unaudited) |
|
|
Year Ended December 31, 2017
(unaudited) |
|
| Net cash (used in)/
provided by operating activities |
|
$ |
(14,854 |
) |
$ |
(9,690 |
) |
|
$ |
(38,709 |
) |
|
$ |
45,968 |
|
| Net cash provided by
investing activities |
|
$ |
26,836 |
|
$ |
52,281 |
|
|
$ |
79,813 |
|
|
$ |
52,378 |
|
| Net cash used in
financing activities |
|
$ |
(13,686 |
) |
$ |
(18,510 |
) |
|
$ |
(80,953 |
) |
|
$ |
(68,546 |
) |
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 |
| 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 |
| C. Dream |
VLCC |
2000 |
|
298,570 |
| Shinyo Ocean |
VLCC |
2001 |
|
281,395 |
| Nave Electron |
VLCC |
2002 |
|
305,178 |
| 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 |
| Shinyo Saowalak |
VLCC |
2010 |
|
298,000 |
| Shinyo Kieran |
VLCC |
2011 |
|
297,066 |
| Nave Buena Suerte |
VLCC |
2011 |
|
297,491 |
| Vessels to be
delivered* |
|
|
|
|
| TBN |
VLCC |
Expected Q3 2020 |
|
310,000 |
| TBN |
VLCC |
Expected Q4 2020 |
|
310,000 |
*Bareboat chartered-in vessels with purchase option
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