Seanergy Maritime Holdings Corp. (“Seanergy” or the “Company”)
(NASDAQ: SHIP), announced today its financial results for the
fourth quarter and twelve months ended December 31, 2022. The
Company also declared a quarterly dividend of $0.025 per share for
the fourth quarter of 2022.
For the quarter ended December 31, 2022, the
Company generated Net Revenues of $28.5 million, compared to $56.7
million in the fourth quarter of 2021. Adjusted EBITDA for the
quarter was $12.5 million, compared to $38.8 million in the same
period of 2021. Net Income and Adjusted Net Income for the quarter
were $0.5 million and $0.9 million, respectively, compared to Net
Income of $20.6 million and Adjusted Net Income of $27.9 million in
the fourth quarter of 2021. The daily Time Charter Equivalent
(“TCE”4 ) of the fleet for the fourth quarter of 2022 was $17,294,
compared to $36,642 in the same period of 2021.
For the twelve-month period ended December 31,
2022, Net Revenues were $125.0 million, compared to $153.1 million
in the same period of 2021. Adjusted EBITDA for the twelve months
of 2022 was $65.6 million, compared to $90.1 million in the same
period of 2021. The daily TCE of the fleet for the twelve months of
2022 was $20,040, compared to $27,399 in the twelve months of 2021.
The average daily OPEX was $6,819, compared to $6,211 of the
respective period of 2021.
Cash and cash-equivalents, restricted cash and
term deposits, as of December 31, 2022, stood at $32.5 million.
Shareholders’ equity at the end of the fourth quarter was $221.7
million. Long-term debt (senior loans, convertible note and other
financial liabilities) net of deferred charges stood at $255.7
million, while the book value of the fleet was $462.4 million.
Stamatis Tsantanis, the Company’s
Chairman & Chief Executive Officer, stated:
“We are pleased to report another profitable
year for Seanergy, despite the prevailing global economic and
political challenges that have negatively affected our
industry.
“For the fourth quarter of 2022 our Board of
Directors has approved a cash dividend of $0.025 per share which
represents the majority of Seanergy’s net income for the quarter.
We remain cognizant of current Capesize market conditions and our
primary aim is to preserve a balance between financial flexibility,
capital returns and investment opportunities. Since we initiated
our dividend policy in the beginning of 2022, total cash dividends
declared have been approximately $22.9 million or $1.275 per share,
representing a 20% yield based on our share price as of March 10,
2023. Along with the successful execution of $35.5 million in
repurchases of common shares and convertible securities since
December 2021, we have deployed approximately $58.4 million
benefiting our common shareholders over the last 15 months.
“In July 2022, we completed the spin-off of
United Maritime Corporation, which commenced trading on the NASDAQ
Capital Market on July 6, 2022, under the ticker “USEA”. The
distribution of all of United’s common shares to our shareholders
represents an additional significant return of value.
“As far as our results for the fourth quarter of
2022 are concerned, we recorded a TCE of $17,300, achieving a
premium of 16% over the Baltic Capesize Index and for the full year
our daily TCE of $20,040 represented a premium of about 24% over
the index. We have outperformed the market consistently over the
past quarters, despite the volatility experienced in day-rates, and
we consider this a main pillar of our success. Our Net Income for
the fourth quarter and full year period was equal to $0.5 million
and $17.2 million, respectively. Our decision to focus on high
quality vessels in combination with our proactive freight hedging
strategy and the premiums earned by our scrubber fitted vessels
have mitigated the effects of a falling spot market.
“Regarding our fleet renewal strategy, in
December 2022 we took delivery of a scrubber fitted Capesize vessel
built in 2012 in Japan, the M/V Paroship. The vessel entered a time
charter (“T/C”) with a major European ship operator for a period of
about 10 months at an index linked rate with the majority of the
scrubber profit being assigned to Seanergy. This was the second
vessel purchased by our Company in 2022, following the acquisition
of the 2010 Japanese-built M/V Honorship in the second quarter,
also chartered to NYK and for a period of about 20 to about 24
months on an index linked rate. These vessels replaced the older
M/V Goodship and M/V Tradership, built in 2005 and 2006,
respectively, which we agreed to sell in the fourth quarter of 2022
to United Maritime, as well as the 2004-built M/V Gloriuship that
was spun-off in July 2022 as part of United Maritime. Through these
purchase and sale transactions we reduced the average age of our
fleet by approximately one year. Furthermore, the scrubber profit
sharing schemes of our fleet have been improved, which will add
meaningfully to our revenues in 2023 and beyond.
“On the financing front, within 2022 we
concluded approximately $124.8 million in new financing
arrangements and refinancings and we have sufficient liquidity to
mitigate a softer market environment, whilst we are continuously
renewing our fleet in expectancy of a stronger rates environment
later in 2023.
“In February 2023, we effected a one-for-ten
reverse stock split to proactively achieve compliance with Nasdaq’s
listing rules, attract a broader and long-term investor base and
improve the daily marketability and liquidity of our shares. On
that note, given what I believe to be a material undervaluation of
our common stock, I have decided to invest up to $1 million of my
personal capital in additional Seanergy shares. I intend to
commence the purchases in the open market following the
announcement of our financial results in line with Seanergy’s
trading policy.
“Moving on to issues relating to Environmental,
Social and Governance, in December 2022 we released our first ESG
report, which has been prepared in accordance with the Global
Reporting Initiative Standards (GRI) and the Sustainability
Accounting Standards Board (SASB). On this note, I am pleased to
see our fleet consistently managing to secure premiums to benchmark
Baltic Capesize Index levels on our recent time charter renewals,
which in many ways comes on the back of our ambitious energy
efficiency improvement program implemented over the last two
years.
“Regarding current market conditions, we are
glad to see that the seasonal spot market weakness was short-lived,
and we already see signs of recovery with spot rates and forward
curves moving up substantially in recent days. We also note that
vessel values have remained firm through the recent months based on
our sector’s strong forward outlook. With dry bulk fleet growth at
the lowest levels on record and with demand for dry bulk
commodities expected to rebound after the reopening of China, we
remain confident in the long-term prospects of the market and
believe that Seanergy is very well positioned to benefit from the
widely anticipated rebound in the sector. We will continue to
evaluate our options with respect to returning capital to
shareholders and accretive vessel acquisitions.”
Company
Fleet:
Vessel Name |
Capacity (DWT) |
Year Built |
Yard |
Scrubber Fitted |
Employment Type |
FFA conversion option(1) |
Minimum T/C expiration |
Maximum T/C expiration(2) |
Charterer |
Fellowship |
179,701 |
2010 |
Daewoo |
- |
T/C Index Linked |
Yes |
06/2024 |
10/2024 |
Anglo American |
Worldship |
181,415 |
2012 |
Koyo – Imabari |
Yes |
T/C Index Linked |
Yes |
10/2023 |
01/2024 |
Cargill |
Championship |
179,238 |
2011 |
Sungdong SB |
Yes |
T/C Index Linked |
Yes |
11/2023 |
11/2023 |
Cargill |
Flagship |
176,387 |
2013 |
Mitsui |
- |
T/C Index Linked |
Yes |
05/2026 |
05/2026 |
Cargill |
Patriotship |
181,709 |
2010 |
Imabari |
Yes |
T/C Index Linked |
Yes |
11/2023 |
05/2024 |
Glencore |
Knightship |
178,978 |
2010 |
Hyundai |
Yes |
T/C Index Linked |
Yes |
05/2023 |
11/2023 |
Glencore |
Premiership |
170,024 |
2010 |
Sungdong SB |
Yes |
T/C Index Linked |
Yes |
11/2022 |
05/2023 |
Glencore |
Squireship |
170,018 |
2010 |
Sungdong SB |
Yes |
T/C Index Linked |
Yes |
12/2022 |
06/2023 |
Glencore |
Dukeship |
181,453 |
2010 |
Sasebo |
- |
T/C Index Linked |
Yes |
01/2023 |
06/2023 |
NYK |
Hellasship |
181,325 |
2012 |
Imabari |
- |
T/C Index Linked |
Yes |
12/2023 |
04/2024 |
NYK |
Honorship |
180,242 |
2010 |
Imabari |
- |
T/C Index Linked |
Yes |
02/2024 |
06/2024 |
NYK |
Geniuship |
170,057 |
2010 |
Sungdong SB |
- |
T/C Index Linked |
Yes |
01/2023 |
05/2023 |
NYK |
Friendship |
176,952 |
2009 |
Namura |
- |
T/C Index Linked |
Yes |
12/2023 |
03/2024 |
NYK |
Paroship |
181,415 |
2012 |
Koyo-Imabari |
Yes |
T/C Index Linked |
Yes |
10/2023 |
12/2023 |
Oldendorff |
Partnership |
|
179,213 |
2012 |
Hyundai |
Yes |
T/C Index Linked |
Yes |
10/2022 |
11/2023 |
Uniper |
Lordship |
178,838 |
2010 |
Hyundai |
Yes |
T/C Index Linked |
Yes |
08/2023 |
10/2023 |
Uniper |
Total / Average age |
2,846,965 |
12.1 |
- |
- |
- |
- |
- |
- |
- |
(1) The
Company has the option to convert the index-linked rate to fixed
for periods ranging between 1 and 12 months, based on the
prevailing Capesize FFA Rate for the selected period.
(2) The
latest redelivery date does not include any additional optional
period.
Fleet Data:
(U.S. Dollars in thousands)
|
Q4 2022 |
Q4 2021 |
FY 2022 |
FY 2021 |
Ownership days (1) |
|
1,569 |
|
|
1,508 |
|
|
6,219 |
|
|
5,140 |
|
Operating days (2) |
|
1,525 |
|
|
1,493 |
|
|
5,905 |
|
|
4,987 |
|
Fleet utilization (3) |
|
97.2 |
% |
|
99.0 |
% |
|
95.0 |
% |
|
97.0 |
% |
TCE rate (4) |
$17,294 |
|
$36,642 |
|
$20,040 |
|
$27,399 |
|
Daily Vessel Operating Expenses (5) |
$6,651 |
|
$7,184 |
|
$6,819 |
|
$6,211 |
|
(1) Ownership days are the
total number of calendar days in a period during which the vessels
in a fleet have been owned or chartered in. 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.
(2) Operating days are the
number of available days in a period less the aggregate number of
days that the vessels are off-hire due to unforeseen circumstances.
Available days are the number of ownership days less the aggregate
number of days that our vessels are off-hire due to major repairs,
dry-dockings, lay-up or special or intermediate surveys. Operating
days include the days that our vessels are in ballast voyages
without having finalized agreements for their next employment.
(3) Fleet utilization is the
percentage of time that the vessels are generating revenue and is
determined by dividing operating days by ownership days for the
relevant period.
(4) TCE rate is defined as the
Company’s net revenue less voyage expenses during a period divided
by the number of the Company’s operating days during the period.
Voyage expenses include port charges, bunker (fuel oil and diesel
oil) expenses, canal charges and other commissions. The Company
includes the TCE rate, a non-GAAP measure, as it believes it
provides additional meaningful information in conjunction with net
revenues from vessels, the most directly comparable U.S. GAAP
measure, and because it assists the Company’s management in making
decisions regarding the deployment and use of our vessels and
because the Company believes that it provides useful information to
investors regarding our financial performance. The Company’s
calculation of TCE rate may not be comparable to that reported by
other companies. The following table reconciles the Company’s net
revenues from vessels to the TCE rate.
(In thousands of U.S. Dollars, except operating days and TCE
rate)
|
Q4 2022 |
Q4 2021 |
FY 2022 |
FY 2021 |
Vessel revenue, net |
|
27,153 |
|
56,699 |
|
122,629 |
|
153,108 |
Less: Voyage expenses |
|
780 |
|
1,992 |
|
4,293 |
|
16,469 |
Time charter equivalent
revenues |
|
26,373 |
|
54,707 |
|
118,336 |
|
136,639 |
Operating days |
|
1,525 |
|
1,493 |
|
5,905 |
|
4,987 |
TCE rate |
$ |
17,294 |
$ |
36,642 |
$ |
20,040 |
$ |
27,399 |
(5) Vessel operating expenses
include crew costs, provisions, deck and engine stores, lubricants,
insurance, maintenance and repairs. Daily Vessel Operating Expenses
are calculated by dividing vessel operating expenses, excluding pre
delivery costs, by ownership days for the relevant time periods.
The Company’s calculation of daily vessel operating expenses may
not be comparable to that reported by other companies. The
following table reconciles the Company’s vessel operating expenses
to daily vessel operating expenses.
(In thousands of U.S. Dollars, except ownership days and Daily
Vessel Operating Expenses)
|
Q4 2022 |
Q4 2021 |
FY 2022 |
FY 2021 |
Vessel operating expenses |
|
10,908 |
|
11,862 |
|
43,550 |
|
36,332 |
Less: Pre-delivery expenses |
|
473 |
|
1,029 |
|
1,144 |
|
4,410 |
Vessel operating expenses before
pre-delivery expenses |
|
10,435 |
|
10,833 |
|
42,406 |
|
31,922 |
Ownership days |
|
1,569 |
|
1,508 |
|
6,219 |
|
5,140 |
Daily Vessel Operating
Expenses |
$ |
6,651 |
$ |
7,184 |
$ |
6,819 |
$ |
6,211 |
Net Income to EBITDA and Adjusted EBITDA
Reconciliation:
(In thousands of U.S. Dollars)
|
Q4 2022 |
Q4 2021 |
FY 2022 |
FY 2021 |
Net income |
493 |
20,644 |
|
17,239 |
|
41,348 |
|
Net interest and finance cost |
4,025 |
4,751 |
|
13,971 |
|
17,618 |
|
Depreciation and amortization |
7,501 |
6,117 |
|
28,297 |
|
19,944 |
|
Taxes |
- |
- |
|
(28 |
) |
- |
|
EBITDA |
12,019 |
31,512 |
|
59,479 |
|
78,910 |
|
Stock based compensation |
423 |
393 |
|
7,185 |
|
5,097 |
|
Loss on extinguishment of debt |
6 |
6,863 |
|
1,291 |
|
6,863 |
|
Loss / (gain) on forward freight agreements, net |
10 |
(24 |
) |
417 |
|
(24 |
) |
Loss / (gain) on sale of vessel |
- |
19 |
|
- |
|
(697 |
) |
Gain on spin-off |
- |
- |
|
(2,800 |
) |
- |
|
Adjusted EBITDA |
12,458 |
38,763 |
|
65,572 |
|
90,149 |
|
Earnings Before Interest, Taxes, Depreciation
and Amortization ("EBITDA") represents the sum of net income /
(loss), net interest and finance costs, depreciation and
amortization and, if any, income taxes during a period. EBITDA is
not a recognized measurement under U.S. GAAP. Adjusted EBITDA
represents EBITDA adjusted to exclude stock-based compensation,
loss on forward freight agreements, net, loss on extinguishment of
debt, and the non-recurring gains on spin-off and on sale of
vessel, which the Company believes are not indicative of the
ongoing performance of its core operations.
EBITDA and adjusted EBITDA are presented as we
believe that these measures are useful to investors as a widely
used means of evaluating operating profitability. Management also
uses these non-GAAP financial measures in making financial,
operating and planning decisions and in evaluating the Company’s
performance. EBITDA and adjusted EBITDA as presented here may not
be comparable to similarly titled measures presented by other
companies. These non-GAAP measures should not be considered in
isolation from, as a substitute for, or superior to, financial
measures prepared in accordance with U.S. GAAP.
Adjusted Net income Reconciliation and calculation of
Adjusted Net Income Per Share
(In thousands of U.S. Dollars, except for share and per share
data)
|
Q4 2022 |
Q4 2021 |
FY 2022 |
FY 2021 |
Net income |
493 |
20,644 |
|
17,239 |
|
41,348 |
|
Stock based compensation |
423 |
393 |
|
7,185 |
|
5,097 |
|
Loss on extinguishment of debt |
6 |
6,863 |
|
1,291 |
|
6,863 |
|
Loss / (gain) on forward freight agreements, net |
10 |
(24 |
) |
417 |
|
(24 |
) |
Gain on spin-off |
- |
- |
|
(2,800 |
) |
- |
|
Adjusted net income |
932 |
27,876 |
|
23,332 |
|
53,284 |
|
Adjusted net income per common share, basic |
0.05 |
1.63 |
|
1.33 |
|
3.48 |
|
Adjusted net income per common share, diluted |
0.05 |
1.36 |
|
1.32 |
|
2.78 |
|
Weighted average number of common shares outstanding, basic |
17,897,084 |
17,088,401 |
|
17,493,033 |
|
15,332,190 |
|
Weighted average number of common shares outstanding, diluted |
17,897,084 |
20,522,839 |
|
17,684,048 |
|
19,133,752 |
|
To derive Adjusted Net Income/(Loss) and
Adjusted Earnings/(Loss) Per Share from Net Income/(Loss), we
exclude non-cash items, as provided in the table above. We believe
that Adjusted Net Income/(Loss) and Adjusted Earnings/(Loss) Per
Share assist our management and investors by increasing the
comparability of our performance from period to period since each
such measure eliminates the effects of such non-cash items as
gain/(loss) on extinguishment of debt and other items which may
vary from year to year, for reasons unrelated to overall operating
performance. In addition, we believe that the presentation of the
respective measure provides investors with supplemental data
relating to our results of operations, and therefore, with a more
complete understanding of factors affecting our business than with
GAAP measures alone. Our method of computing Adjusted Net
Income/(Loss) and Adjusted Earnings/(Loss) Per Share may not
necessarily be comparable to other similarly titled captions of
other companies due to differences in methods of calculation.
Interest and Finance Costs to Cash
Interest and Finance Costs Reconciliation:
(In thousands of U.S. Dollars)
|
Q4 2022 |
Q4 2021 |
FY 2022 |
FY 2021 |
Interest and finance costs, net |
(4,025 |
) |
(4,751 |
) |
(13,971 |
) |
(17,618 |
) |
Add: Amortization of deferred finance charges and other
discounts |
879 |
|
892 |
|
2,575 |
|
3,333 |
|
Add: Amortization of convertible note beneficial conversion
feature |
- |
|
878 |
|
- |
|
2,887 |
|
Add: Amortization of other deferred charges
(shares issued to third party) |
64 |
|
75 |
|
284 |
|
326 |
|
Cash interest and finance costs |
(3,082 |
) |
(2,906 |
) |
(11,112 |
) |
(11,072 |
) |
Add: Restructuring expenses |
- |
|
(25 |
) |
- |
|
22 |
|
Cash interest and finance costs, net of restructuring
expenses |
(3,082 |
) |
(2,931 |
) |
(11,112 |
) |
(11,050 |
) |
First Quarter 2023 TCE Guidance:
As of the date hereof, approximately 89% of the
Company fleet’s expected operating days in the first quarter of
2023 have been fixed at an estimated TCE of approximately $9,698.
Assuming that for the remaining operating days of our index-linked
T/Cs, the respective vessels’ TCE will be equal to the average
Forward Freight Agreement (“FFA”) rate of $15,000 per day (based on
the FFA curve of March 10, 2023), Our estimated TCE for the first
quarter of 2023 will be approximately $10,1915. The following table
provides the break-down of index-linked charter and fixed-rate
charters in the first quarter of 2023:
|
Operating Days |
TCE |
TCE - fixed rate (index-linked conversion) |
0 |
N/A |
TCE - fixed rate |
0 |
N/A |
TCE – index-linked unhedged |
1,539 |
10,191 |
Total / Average |
1,539 |
10,191 |
Fourth Quarter and Recent Developments:
Reverse stock split and Nasdaq
Compliance
At the opening of trading on February 16, 2023,
a 1-for-10 reverse stock split of the Company’s common stock became
effective and our shares began trading on a split adjusted basis on
the Nasdaq Capital Market.
The exercise price of the Company’s outstanding
Class D and Class E warrants, the conversion price of the Company’s
$3.2 million outstanding convertible note, and the number of shares
issuable on conversion or exchange of such securities, was adjusted
accordingly.
On March 3, 2023, we received a letter from
Nasdaq confirming that we had regained compliance with Nasdaq’s
minimum bid price requirement.
Dividend Distribution for Q3 2022 and
Declaration of Q4 2022 Dividend
On January 30, 2023, the Company paid the
previously announced quarterly dividend of $0.025 per share, for
the third quarter of 2022, to all shareholders of record as of
December 28, 2022.
The Company also declared a cash dividend of
$0.025 per share for the fourth quarter of 2022 payable on or about
April 25, 2023 to the shareholders of record as of March 31,
2023.
Completion of the tender offer for the purchase of the
Class E Common Share Purchase Warrants
On January 10, 2023, the Company completed its
tender offer to purchase all outstanding Class E Warrants at a
price of $0.20 per warrant. The total number of warrants tendered
was 4,038,114 warrants, representing approximately 47% of the
outstanding Class E Warrants. The remaining outstanding Class E
Warrants are exercisable to purchase up to 449,459 of our common
shares at an exercise price of $4.99 per common share.
Buyback of Convertible
Note
On January 3, 2023, the Company repaid $8.0
million of the note issued to Jelco Delta Holding Corp. (“Note”) at
its face value, without any prepayment cost or additional
consideration in accordance with the terms of the Note. Based on a
conversion price of $12 per share, the buyback pre-empted the
potential issuance of 667,000 shares.
In addition, considering that the Note carries a
fixed coupon of 5.5% p.a., the Company will realize annual interest
savings of $440,000. There are approximately $3.2 million currently
outstanding under the Note, which is the only remaining convertible
note issued by the Company.
Environmental, Social and Governance
Report for 2021
On December 22, 2022, the Company released its
Environmental, Social and Governance Report (“ESG Report”) for the
year ended December 31, 2021. The ESG Report provides an overview
of Seanergy’s policies relating to environmental, social and
governance commitments of the Company and has been developed in
accordance with the Global Reporting Initiative Standards (GRI) and
the Sustainability Accounting Standards Board (SASB).
Stock Purchases by the CEO
Seanergy’s Chairman & Chief Executive
Officer, Stamatis Tsantanis, has since August 2022 purchased
300,000 of the Company’s common shares in the open market.
Mr. Tsantanis has also announced his intention
to purchase an aggregate of up to $1,000,000 in the Company’s
common shares in the open market, following the effective date of
the reverse stock split.
Vessel Transactions and Commercial
Updates
Acquisition of M/V Paroship
In December 2022, the Company took delivery of
the 181,415 dwt Capesize bulk carrier, built in 2012 in Japan,
which was renamed M/V Paroship. The M/V Paroship was acquired for a
gross purchase price of $31.0 million and was fixed on a T/C with
Oldendorff Carriers, with the T/C having a term of about 10 months.
The gross daily rate of the T/C is based at a premium over the
BCI.
Sale of M/V Goodship and M/V
Tradership
In December 2022, the Company entered into
agreements for the sale of the oldest vessels in its fleet, the
177,536 dwt M/V Goodship and the 176,925 dwt M/V Tradership for an
aggregate price of $36.25 million. The delivery of both vessels
took place in February 2023.
M/V Patriotship
In November 2022, the M/V Patriotship was
delivered to Glencore for a period of about 12 to about 18 months.
The gross daily rate of the T/C is based at a premium over the BCI.
In addition, the Company has the option to convert the index-linked
rate to a fixed rate based on the prevailing Capesize FFA for the
selected period.
M/V Premiership
In October 2022, the charterer of the M/V
Premiership agreed to exercise the optional period extending the
T/C for a period of about 11 months to about 13 months including
the option to the owner to convert this charter party to a fixed
rate based on prevailing BCI FFA rate.
M/V Squireship
In November 2022, the charterer of the M/V
Squireship agreed to exercise the optional period extending the T/C
for a period of about 11 months to about 13 months including the
option to the owner to convert this charter party to a fixed rate
based on prevailing BCI FFA rate.
Financing Updates
New Loan Facility with Alpha Bank
S.A.
On December 15, 2022, the Company entered into a
$16.5 million loan facility to finance part of the acquisition cost
of the M/V Paroship. The facility has a term of four years, while
the interest rate is 2.9% plus term SOFR per annum and will
amortize through four quarterly instalments of $0.5 million,
followed by twelve quarterly installments of $0.4 million and a
$9.6 million balloon payment at maturity. The facility is secured
by, among others, a mortgage on the M/V Paroship and a corporate
guarantee from the Company.
Prepayment of Aegean Baltic Bank Loan
Facility
In connection with the recent sales of the M/V
Goodship and M/V Tradership, the Company prepaid on February 9,
2023, the outstanding amount of $6.1 million of the tranche secured
by the M/V Goodship and on February 24, 2023, the outstanding
amount of $6.8 million of the second and final tranche of the
facility, secured by the M/V Tradership.
Danish Ship Finance Commitment Letter
for Sustainability Linked Loan Facility
On March 2, 2023, the Company obtained a
commitment letter from Danish Ship Finance for a
sustainability-linked loan facility of up to $15.8 million, in
order to exercise the repurchase option for the M/V Championship
under the sale and leaseback agreement with Cargill. The interest
rate will be 2.65% plus 3-month Term SOFR per annum, which can
decrease or increase by 0.05% based on certain emission reduction
thresholds, and the term of the agreement will be five years. The
facility will be repayable through eight quarterly instalments of
$0.7 million followed by 12 quarterly instalments of $0.6 million
and a balloon of $2.9 million payable together with the last
instalment. The transaction is subject to completion of definitive
documentation.
Conference
Call:
The Company’s management will host a conference
call to discuss financial results on Tuesday, March 14, 2023 at
10:00 a.m. Eastern Time.
Slides and Audio
Webcast:
There will be a live, and then archived, webcast
of the conference call and accompanying slides available through
the Company’s website. To access the slides and listen to the
archived audio file, visit our website, following the Webcast &
Presentations section under our Investor Relations page.
Participants to the live webcast should register on the Seanergy
website approximately 10 minutes prior to the start of the webcast,
following this link.
Conference Call
Details:
Participants have the option to register for the
call using the following link. You can use any number from the list
or add your phone number and let the system call you right
away.
Seanergy Maritime Holdings
Corp.Unaudited Condensed Consolidated Balance Sheets(In
thousands of U.S. Dollars)
|
|
December 31, 2022 |
|
December 31, 2021* |
|
ASSETS |
|
|
|
|
|
Cash and cash equivalents, restricted cash and term deposits |
|
32,477 |
|
47,126 |
|
Vessels, net and Vessels held for sale |
|
462,385 |
|
426,062 |
|
Other assets |
|
18,738 |
|
14,023 |
|
TOTAL
ASSETS |
|
513,600 |
|
487,211 |
|
|
|
|
|
|
|
LIABILITIES AND
STOCKHOLDERS’ EQUITY |
|
|
|
|
|
Long-term debt and other financial liabilities |
|
244,866 |
|
215,174 |
|
Convertible notes |
|
10,833 |
|
7,573 |
|
Other liabilities |
|
36,202 |
|
19,988 |
|
Stockholders’ equity6 |
|
221,699 |
|
244,476 |
|
TOTAL LIABILITIES AND
STOCKHOLDERS’ EQUITY |
|
513,600 |
|
487,211 |
|
* Derived from the audited consolidated financial statements as
of the period as of that date
Seanergy Maritime Holdings
Corp.Unaudited Condensed Consolidated Statements of
Operations (In thousands of U.S. Dollars, except for share and per
share data, unless otherwise stated)
|
|
Three months endedDecember 31, |
|
|
Twelve months endedDecember 31, |
|
|
|
2022 |
|
|
2021 |
|
|
2022 |
|
2021 |
Vessel revenue, net |
|
27,153 |
|
|
56,699 |
|
|
122,629 |
|
153,108 |
Fees from related parties |
|
1,374 |
|
|
- |
|
|
2,391 |
|
- |
Revenue,
net |
|
28,527 |
|
|
56,699 |
|
|
125,020 |
|
153,108 |
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Voyage expenses |
|
(780 |
) |
|
(1,992 |
) |
|
(4,293) |
|
(16,469) |
Vessel operating expenses |
|
(10,908 |
) |
|
(11,862 |
) |
|
(43,550) |
|
(36,332) |
Management fees |
|
(291 |
) |
|
(406 |
) |
|
(1,368) |
|
(1,435) |
General and administrative expenses |
|
(4,368 |
) |
|
(4,024 |
) |
|
(17,412) |
|
(13,739) |
Depreciation and amortization |
|
(7,501 |
) |
|
(6,117 |
) |
|
(28,297) |
|
(19,944) |
(Loss) / gain on forward freight agreements, net |
|
(10 |
) |
|
24 |
|
|
(417) |
|
24 |
(Loss) / gain on sale of vessel |
|
- |
|
|
(19 |
) |
|
- |
|
697 |
Operating
income |
|
4,669 |
|
|
32,303 |
|
|
29,683 |
|
|
65,910 |
|
Other income /
(expenses): |
|
|
|
|
|
|
|
|
|
|
|
|
Interest and finance costs, net1 |
|
(4,025 |
) |
|
(4,751 |
) |
|
(13,971 |
) |
|
(17,618 |
) |
Loss on extinguishment of debt |
|
(6 |
) |
|
(6,863 |
) |
|
(1,291 |
) |
|
(6,863 |
) |
Gain on spin-off |
|
- |
|
|
- |
|
|
2,800 |
|
|
- |
|
Other, net |
|
(145 |
) |
|
(45 |
) |
|
18 |
|
|
(81 |
) |
Total other expenses,
net: |
|
(4,176 |
) |
|
(11,659 |
) |
|
(12,444 |
) |
|
(24,562 |
) |
Net
income |
|
493 |
|
|
20,644 |
|
|
17,239 |
|
|
41,348 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per common
share, basic |
|
0.03 |
|
|
1.21 |
|
|
0.97 |
|
|
2.70 |
|
Net income per common
share, diluted |
|
0.03 |
|
|
1.01 |
|
|
0.96 |
|
|
2.16 |
|
Weighted average number of
common shares outstanding, basic |
|
17,897,084 |
|
|
17,088,401 |
|
|
17,493,033 |
|
|
15,332,190 |
|
Weighted average number of
common shares outstanding, diluted |
|
17,897,084 |
|
|
20,522,839 |
|
|
17,684,048 |
|
|
19,133,752 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Seanergy Maritime Holdings
Corp.Unaudited Condensed Consolidated Cash Flow Data (In
thousands of U.S. Dollars, except for share and per share data,
unless otherwise stated)
|
|
December 31, |
|
|
|
2022 |
|
2021 |
|
Net cash provided by
operating activities |
|
37,286 |
|
80,760 |
|
|
|
|
|
|
|
Vessels acquisitions and improvements |
|
(70,321 |
) |
(197,214 |
) |
Advances from related party from sale of assets |
|
12,688 |
|
12,600 |
|
Investment in Series C preferred shares |
|
(10,000 |
) |
- |
|
Proceeds from redemption of Series C preferred shares |
|
10,000 |
|
- |
|
Term deposits |
|
1,500 |
|
100 |
|
Other fixed assets, net |
|
(130 |
) |
(106 |
) |
Net cash used in
investing activities |
|
(56,263 |
) |
(184,620 |
) |
|
|
|
|
|
|
Proceeds from long-term debt and other financial liabilities |
|
124,800 |
|
180,320 |
|
Proceeds from issuance of preferred stock |
|
- |
|
250 |
|
Repayments of long-term debt and other financial liabilities |
|
(89,698 |
) |
(132,058 |
) |
Repayments of convertible notes |
|
(10,000 |
) |
(13,950 |
) |
Payments from repurchase of common stock |
|
- |
|
(1,708 |
) |
Payments for repurchase of warrants |
|
- |
|
(1,023 |
) |
Payments of financing and stock issuance costs |
|
(1,420 |
) |
(2,698 |
) |
Dividends paid |
|
(17,924 |
) |
- |
|
Proceeds from issuance of common stock and warrants, net of
underwriters fees and commissions |
|
70 |
|
98,302 |
|
Net cash provided by
financing activities |
|
5,828 |
|
127,435 |
|
|
|
|
|
|
|
SUPPLEMENTAL CASH FLOW
INFORMATION |
|
|
|
|
|
Cash paid during the period for interest |
|
11,710 |
|
11,166 |
|
|
|
|
|
|
|
Noncash investing
activities |
|
|
|
|
|
Vessels acquisitions and improvements |
|
1,015 |
|
837 |
|
|
|
|
|
|
|
Noncash financing
activities |
|
|
|
|
|
Dividends declared but not paid |
|
4,548 |
|
- |
|
Units issued for repayment of subordinated long term-debt |
|
- |
|
3,000 |
|
Repayment of subordinated long term-debt by issuance of units |
|
- |
|
(3,000 |
) |
Common shares issued by conversion of notes |
|
- |
|
3,600 |
|
Notes reduction via conversion |
|
- |
|
(3,600 |
) |
About Seanergy Maritime Holdings Corp.
Seanergy Maritime Holdings Corp. is the only
pure-play Capesize ship-owner publicly listed in the U.S. Seanergy
provides marine dry bulk transportation services through a modern
fleet of Capesize vessels. The Company’s operating fleet consists
of 16 Capesize vessels with an average age of approximately 12.1
years and an aggregate cargo carrying capacity of approximately
2,846,965 dwt.
The Company is incorporated in the Marshall
Islands and has executive offices in Glyfada, Greece. The Company's
common shares trade on the Nasdaq Capital Market under the symbol
“SHIP”.
Please visit our company website at:
www.seanergymaritime.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. Words such as "may",
"should", "expects", "intends", "plans", "believes", "anticipates",
"hopes", "estimates" and variations of such words and similar
expressions are intended to identify forward-looking statements.
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 Company's operating
or financial results; the Company's liquidity, including its
ability to service its indebtedness; competitive factors in the
market in which the Company operates; shipping industry trends,
including charter rates, vessel values and factors affecting vessel
supply and demand; future, pending or recent acquisitions and
dispositions, business strategy, areas of possible expansion or
contraction, and expected capital spending or operating expenses;
risks associated with operations outside the United States; broader
market impacts arising from war (or threatened war) or
international hostilities, such as between Russia and Ukraine;
risks associated with the length and severity of the ongoing novel
coronavirus (COVID-19) outbreak, including its effects on demand
for dry bulk products and the transportation thereof; and other
factors listed from time to time in the Company's filings with the
SEC, including its most recent annual report on Form 20-F. The
Company's filings can be obtained free of charge on the SEC's
website at www.sec.gov. Except to the extent required by law, 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:
Seanergy Investor RelationsTel: +30 213 0181 522E-mail:
ir@seanergy.gr
Capital Link, Inc.Paul Lampoutis230 Park Avenue Suite 1540New
York, NY 10169Tel: (212) 661-7566E-mail:
seanergy@capitallink.com
_______________________1 Adjusted EPS, Adjusted Net Income,
EBITDA and Adjusted EBITDA are non-GAAP measures. Please see the
reconciliation below of Adjusted EPS, Adjusted Net Income, EBITDA
and Adjusted EBITDA to net income, the most directly comparable
U.S. GAAP measure.2 All references to number of shares, share
prices, warrant prices and “per share” figures in this document are
on a post reverse stock split basis.3 Based on the closing price of
USEA of $3.06 as of March 10, 2023, the special dividend of $1 paid
on January 10, 2023, and a split distribution ratio of 1 USEA share
for every 11.8 SHIP shares adjusted for the reverse stock split.4
TCE rate is a non-GAAP measure. Please see the reconciliation below
of TCE rate to net revenues from vessels, the most directly
comparable U.S. GAAP measure.
5 This guidance is based on certain assumptions
and there can be no assurance that these TCE estimates, or
projected utilization will be realized. TCE estimates include
certain floating (index) to fixed rate conversions concluded in
previous periods. For vessels on index-linked T/Cs, the TCE
realized will vary with the underlying index, and for the purposes
of this guidance, the TCE assumed for the remaining operating days
of the quarter for an index-linked T/C is equal to the average FFA
rate of $15,000 based on the curve of March 10, 2023. Spot
estimates are provided using the load-to-discharge method of
accounting. The rates quoted are for days currently contracted.
Increased ballast days at the end of the quarter will reduce the
additional revenues that can be booked based on the accounting
cut-offs and therefore the resulting TCE will be reduced
accordingly.
6 On January 1, 2022, we adopted ASU 2020-06, eliminating the
beneficial conversion feature model in ASC 470-20. The adoption of
ASU 2020-06 resulted in an increase of the Convertible notes, a
reduction of the Accumulated deficit and a reduction of Additional
paid-in capital.
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