UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
Dated: August 22, 2013
Commission File No. 001-33311
NAVIOS MARITIME HOLDINGS INC.
85 Akti Miaouli Street, Piraeus, Greece 185 38
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes ¨ No x
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes ¨ No x
On August 22, 2013, Navios Maritime Holdings Inc. (“Navios Holdings”) issued a press release announcing the operational and financial results for the three and six months ended June 30, 2013. The press release also announced the declaration of Navios Holdings’ quarterly dividend. A copy of the press release is furnished as Exhibit 99.1 to this Report and is incorporated herein by reference.
On August 20, 2013 the Navios Group, composed of Navios Holdings, Navios Maritime Acquisition Corporation (“Navios Acquisition”) and Navios Maritime Partners L.P. (“Navios Partners”), issued a press release announcing the formation of Navios Europe Inc. (“Navios Europe”) pursuant to a letter of intent signed with HSH Nordbank AG (“HSH”). Navios Europe, which will initially acquire five product tankers and five container vessels from debtors of HSH, is owned 47.5% by Navios Holdings, 47.5% by Navios Acquisition and 5% by Navios Partners. Navios Europe is expected to take ownership of all 10 vessels by November 1, 2013, at which point management of the remaining vessels will be transferred as well. The transaction is subject to a number of conditions, and no assurance can be provided that the transaction will be concluded as contemplated, if at all. A copy of the press release is furnished as Exhibit 99.2 to this Report and is incorporated herein by reference.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
| NAVIOS MARITIME HOLDINGS INC.
| ||
| By: | /s/ Angeliki Frangou | |
| Angeliki Frangou | ||
| Chief Executive Officer | ||
| Date: | August 22, 2013 | |
EXHIBIT INDEX
| Exhibit No. |
Exhibit | |
| 99.1 | Press Release, dated August 22, 2013. | |
| 99.2 | Press Release, dated August 20, 2013. | |
Exhibit 99.1
Navios Maritime Holdings Inc. Reports Financial Results for the Second Quarter and Six Months Ended June 30, 2013
MONACO—(Marketwired—Aug 22, 2013)—Navios Maritime Holdings Inc. (NYSE: NM)
| • | $125.6 million of Revenue and $38.8 million of EBITDA for Q2 2013 |
| • | Declared quarterly dividend of $0.06 per share for Q2 2013 |
| • | $277.1 million of cash as of Q2 2013 |
| • | Fleet coverage of 84.6% for 2013; 21.5% for 2014 |
| • | Low cash flow breakeven of $5,365 per open day for 2013 |
| • | Strategy of fixing vessels for period charters above cash flow breakeven with market exposure |
| • | Recent charters provide base rate and profit sharing or index plus premium |
| • | Latest capesize fixture for $18,000 to $19,400 gross per day for 95 days |
| • | 11% of fleet and 33% of charters fixed since June have market exposure mechanism |
| • | Navios Logistics continued growth |
| • | $17.6 million of EBITDA for Q2 2013 |
| • | $4.4 million of Net Income for Q2 2013 |
| • | Acquired three convoys for approximately $49 million to support iron ore transportation |
| • | Formed Navios Europe Inc. and arranged technical and commercial management for five of the ten vessels pursuant to a letter of intent with HSH Nordbank AG |
Navios Maritime Holdings Inc. (“Navios Holdings” or “the Company”) (NYSE: NM), a global, vertically integrated seaborne shipping and logistics company, today reported financial results for the second quarter and six months ended June 30, 2013.
Angeliki Frangou, Chairman and Chief Executive Officer of Navios Holdings stated, “We had a solid quarter and reported $38.8 million of EBITDA. We are maintaining our operating discipline, with moderate leverage of 44.1% and cash of about $277.1 million. As we focus on execution, we continue to return capital to our shareholders through dividend payments and declared a $0.06 dividend for Q2 2013 to record holders on September 18, 2013, representing a yield of almost 4%.”
Angeliki Frangou continued, “Navios Holdings’ adaptable chartering strategy has been formed in context of its conservative business philosophy. While we are subject to the volatility of the industry, we dampen the impact by maintaining low-operating cost and a chartering policy appropriate for the times. At the peak of the market, we entered into long-term fixed rate charters with high quality counter parties. More recently, we have been negotiating period charters that provide a floor above our cash flow breakeven and a mechanism for market exposure so that we can enjoy the upside from a rapidly improving market.”
HIGHLIGHTS — RECENT DEVELOPMENTS
Navios Holdings
Chartering Update
Navios Holdings has recently fixed vessels for period charters maximizing profitability in a rising rate environment:
| • | Base rate and profit sharing: |
| • | Ultra-Handymax: 100% over base rate of $8,000, basis the average of six Baltic Supramax time charter routes, for a period of MIN 11/MAX 16 months. Current earnings rate $9,514 per day; |
| • | Ultra-Handymax: 70%/30% profit share over base rate of $8,000 basis BSI +8%, for a period MIN 12/MAX 24 months (vessel not redelivered); |
| • | Ultra-Handymax: 100% over base rate of $8,500, basis the average of six Baltic Supramax time charter routes, for a period of MIN 22 /MAX 27 months. Current earnings rate $9,537 per day; |
| • | Ultra-Handymax: 100% over base rate of $8,000, basis the average of six Baltic Supramax time charter routes, for a period of MIN 20 /MAX 25 months (vessel not redelivered). |
| • | Index plus premium: |
| • | Panamax: Charterers pay the weighted average of the Panamax Index routes + 10% for a period of MIN 7 months / MAX until May 5, 2014. Current earnings rate $9,610 per day; |
| • | Panamax: Charterers pay the weighted average of the Panamax Index routes +17% for a period of MIN 12 / MAX 15 months (vessel not redelivered). |
| • | Capesize: $18,000 to $19,400 gross per day for 95 days. |
| • | Capesize: $16,000 net per day for 45 days Pac round trip. |
Time Charter Coverage
As of August 19, 2013, Navios Holdings has chartered-out 84.6% and 21.5% of available days for 2013 and 2014, respectively, equivalent to $149.4 million and $61.6 million in revenue, respectively. The average daily charter-out rate for the core fleet is $11,488 and $15,968 for 2013 and 2014, respectively. The average daily charter-in rate for the active long-term charter-in vessels for 2013 is $13,357.
The above figures do not include the fleet of Navios South American Logistics Inc. (“Navios Logistics”) and vessels servicing Contracts of Affreightment.
Acquisition of Four Panamax Vessels
On July 9, 2013, Navios Holdings agreed to acquire one 2006-built Panamax vessel and three 2005-built Panamax vessels for an aggregate purchase price of $66.0 million to be financed with debt and cash on hand. During July 2013, the Company paid a 10% deposit of $6.6 million. The four vessels are expected to be delivered during the third quarter of 2013.
Navios Asia LLC (“Navios Asia”)
In May 2013, Navios Holdings formed Navios Asia in partnership with a significant ship owner and operator based in Japan (the “Asian Partner”). Navios Holdings will own 51% and the Asian Partner will own 49%. Navios Asia has agreed to acquire five Panamax and one Kamsarmax vessel for $114.0 million.
Navios Asia expects to take delivery of two of the vessels during the third quarter of 2013. The acquisition of the vessels is expected to be partially financed with bank debt consistent with our existing credit facilities.
Formation of Navios Europe Inc. (“Navios Europe”)
On August 20, 2013, Navios Holdings, Navios Maritime Acquisition Corporation (“Navios Acquisition”) and Navios Maritime Partners L.P. (“Navios Partners”), announced the formation of Navios Europe pursuant to a letter of intent signed with HSH Nordbank AG (“HSH”). Navios Europe, which will initially acquire five product tankers and five container vessels from debtors of HSH, is owned 47.5% by Navios Holdings, 47.5% by Navios Acquisition and 5% by Navios Partners. Navios Europe is expected to take ownership of all 10 vessels by November 1, 2013. The transaction is subject to a number of conditions, and no assurance can be provided that the transaction will be concluded as contemplated, if at all.
In August 2013, Navios Europe arranged technical and commercial management for five out of the ten vessels. To date, the following vessels were delivered:
(1) The Esperanza N, a 2,007 TEU Sub-Panamax Container built in 2008; and
(2) The Harmony N, a 2,824 TEU Sub-Panamax Container built in 2006.
Three tanker vessels are also expected to be delivered through September 2013.
Dividend Policy
On August 19, 2013, the Board of Directors declared a quarterly cash dividend for the second quarter of 2013 of $0.06 per share of common stock. The dividend is payable on September 26, 2013 to stockholders of record as of September 18, 2013. The declaration and payment of any further dividend remain subject to the discretion of the Board and will depend on, among other things, Navios Holdings’ cash requirements after taking into account market opportunities, restrictions under its credit agreements and other debt obligations and such other factors as the Board may deem advisable.
Navios Logistics
On June 26, 2013, Navios Logistics entered into an agreement for the acquisition of three pushboats for a total consideration of $20.3 million. These pushboats are expected to be delivered in the fourth quarter of 2013.
On August 5, 2013, Navios Logistics entered into an agreement for the construction of 36 dry barges for a total consideration of $19.1 million, which are expected to be delivered in the first quarter of 2014. This contract also includes an option exercisable by Navios Logistics for the construction of an additional 36 barges under the same terms and conditions.
Navios Partners
On August 13, 2013, Navios Holdings received $7.3 million from Navios Partners representing the cash dividend for the second quarter of 2013.
Navios Acquisition
On July 3, 2013, Navios Holdings received $3.0 million from Navios Acquisition representing the cash dividend for the first quarter of 2013.
Fleet Profile
Navios Holdings controls a fleet of 60 vessels totaling 5.8 million dwt, of which 40 are owned and 20 are chartered-in under long-term charters (collectively, the “Core Fleet”). Navios Holdings currently operates 47 vessels (16 Capesize, 11 Panamax, 18 Ultra-Handymax and two Handysize) totaling 4.8 million dwt. The current average age of the operating fleet is 6.4 years. Additionally, Navios Holdings has (i) three newbuilding charter-in vessels expected to be delivered at various dates through April 2016; (ii) four owned vessels expected to be delivered in the third quarter of 2013; and (iii) the Navios Asia fleet expected to be delivered in the third and fourth quarter of 2013.
Exhibit II provides certain details of the “Core Fleet” of Navios Holdings. It does not include the fleet of Navios Logistics.
Financial Highlights
As of June 30, 2013
| • | Net Debt to Total Capitalization of 44.1%. |
| • | Cash $277.1 million. |
Second Quarter 2013 and 2012 Results (in thousands of U.S. dollars, except per share data and unless otherwise stated):
The second quarter 2013 and 2012 information presented below was derived from the unaudited condensed consolidated financial statements for the respective periods. EBITDA, Adjusted EBITDA, Adjusted Net (Loss)/Income and Adjusted Basic (Losses)/Earnings Per Share are non-U.S. GAAP financial measures and should not be used in isolation or as substitution for Navios Holdings’ results.
See Exhibit I under the heading, “Disclosure of Non-GAAP Financial Measures,” for a discussion of EBITDA and Adjusted EBITDA of Navios Holdings, on a consolidated basis, and Navios Logistics, and a reconciliation of such measure to the most comparable measure under U.S. GAAP.
| Three Month Period | Three Month Period | |||||||
| Ended | Ended | |||||||
| June 30, | June 30, | |||||||
| 2013 | 2012 | |||||||
| (unaudited) | (unaudited) | |||||||
| Revenue |
$ | 125,572 | $ | 172,079 | ||||
| EBITDA |
$ | 38,800 | $ | 61,086 | ||||
| Adjusted EBITDA (*) |
$ | 38,800 | $ | 60,763 | ||||
| Net (Loss)/Income |
$ | (15,881 | ) | $ | 5,285 | |||
| Adjusted Net (Loss)/Income (*) |
$ | (15,881 | ) | $ | 4,962 | |||
| Basic (Losses)/Earnings Per Share |
$ | (0.16 | ) | $ | 0.05 | |||
| Adjusted Basic (Losses)/Earnings Per Share(*) |
$ | (0.16 | ) | $ | 0.04 | |||
| (*) | Each of Adjusted EBITDA, Adjusted Net Income and Adjusted Basic Earnings Per Share for the three months ended June 30, 2012 excludes a $0.3 million gain on the sale of the Navios Buena Ventura to Navios Partners. |
Revenue from drybulk vessel operations for the three months ended June 30, 2013 was $62.1 million as compared to $98.8 million for the same period during 2012. The decrease in drybulk revenue was mainly attributable to (i) a decrease in the time charter equivalent rate (“TCE”) per day by 46.5% to $10,600 per day in the second quarter of 2013 following the receipt in advance of $175.4 million due to restructuring of credit default insurance, as compared to $19,821 per day in the same period of 2012; (ii) a decrease in available days for owned vessels by 0.4% to 2,730 days in the second quarter of 2013 from 2,742 days in the same period of 2012 following the sale of the Navios Buena Ventura in June 2012; and (iii) a decrease in the long-term charter-in fleet available days by 58 days. This decrease was partially offset by an increase in available days for short-term charter-in fleet by 277 days.
Revenue from the logistics business was $63.5 million for the three months ended June 30, 2013 as compared to $73.3 million for the same period of 2012. This decrease was mainly attributable to a decrease in the Paraguayan liquid port’s volume of products sold.
EBITDA of Navios Holdings for the three months ended June 30, 2013 decreased by $22.3 million to $38.8 million as compared to $61.1 million for the same period of 2012. EBITDA of Navios Holdings for the three month period ended June 30, 2012 has been affected by the item mentioned in the footnote to the table above. Adjusted EBITDA of Navios Holdings for the three months ended June 30, 2013 decreased by $22.0 million to $38.8 million as compared to $60.8 million for the same period of 2012. The $22.0 million decrease in Adjusted EBITDA was primarily due to: (i) a $46.5 million decrease in revenue; (ii) a $3.9 million decrease in equity in net earnings from affiliated companies; and (iii) a $0.8 million increase in net income attributable to the noncontrolling interest. The overall variance of $51.2 million was mitigated by: (i) a decrease in general and administrative expenses of $2.1 million (excluding share-based compensation expenses); (ii) a $7.6 million decrease in time charter, voyage and logistics business expenses; (iii) a $6.9 million decrease in direct vessel expenses (excluding the amortization of deferred drydock and special survey costs); and (iv) a $12.6 million decrease in other expense, net.
EBITDA of Navios Logistics was $17.6 million for the three month period ended June 30, 2013 as compared to $15.4 million for the same period in 2012.
Net loss of Navios Holdings for the three months ended June 30, 2013 was $15.9 million as compared to $5.3 million of income for the same period of 2012. Net income of Navios Holdings for the three month period ended June 30, 2012 has been affected by the item mentioned in the footnote to the table above. Adjusted Net Loss of Navios Holdings for the three month period ended June 30, 2013 was $15.9 million as compared to $5.0 million of income for the same period of 2012. The decrease of Adjusted Net (Loss)/Income by $20.9 million was mainly due to: (i) a decrease in Adjusted EBITDA of $22.0 million; (ii) an increase in interest income/(expense) and finance cost, net of $2.0 million; and (iii) an increase of $0.3 million in amortization for deferred drydock and special survey costs. The decrease was partially offset by: (i) a decrease in depreciation and amortization of $1.6 million; (ii) an increase in income tax benefit of $1.3 million; and (iii) a decrease of $0.5 million in share-based compensation expense.
First Half of 2013 and 2012 Results (in thousands of U.S. dollars, except per share data and unless otherwise stated):
The information for the six month period ended June 30, 2013 and 2012 presented below was derived from the unaudited condensed consolidated financial statements for the respective periods. EBITDA, Adjusted EBITDA, Adjusted Net (Loss)/Income and Adjusted Basic (Losses)/Earnings Per Share are non-U.S. GAAP financial measures, and should not be used in isolation or as substitution for Navios Holdings’ results.
See Exhibit I under the heading, “Disclosure of Non-GAAP Financial Measures,” for a discussion of EBITDA and Adjusted EBITDA of Navios Holdings, on a consolidated basis, and Navios Logistics, and a reconciliation of such measures to the most comparable measures under U.S. GAAP.
| Six Month Period | Six Month Period | |||||||
| Ended | Ended | |||||||
| June 30, | June 30, | |||||||
| 2013 | 2012 | |||||||
| (unaudited) | (unaudited) | |||||||
| Revenue |
$ | 259,409 | $ | 324,093 | ||||
| EBITDA |
$ | 77,274 | $ | 123,659 | ||||
| Adjusted EBITDA (*) |
$ | 77,274 | $ | 123,336 | ||||
| Net (Loss)/Income |
$ | (26,036 | ) | $ | 14,744 | |||
| Adjusted Net (Loss)/Income (*) |
$ | (26,036 | ) | $ | 14,421 | |||
| Basic (Losses)/Earnings Per Share |
$ | (0.26 | ) | $ | 0.14 | |||
| Adjusted Basic (Losses)/Earnings Per Share (*) |
$ | (0.26 | ) | $ | 0.13 | |||
| (*) | Each of Adjusted EBITDA, Adjusted Net Income and Adjusted Basic Earnings Per Share for the six months ended June 30, 2012 excludes a $0.3 million gain on the sale of the Navios Buena Ventura to Navios Partners. |
Revenue from drybulk vessel operations for the six months ended June 30, 2013 was $122.7 million as compared to $200.7 million for the same period during 2012. The decrease in drybulk revenue was mainly attributable to (i) a decrease in the TCE per day by 45.7% to $11,211 per day in first half of 2013 following the receipt in advance of $175.4 million due to restructuring of credit default insurance, as compared to $20,645 per day in the same period of 2012; and (ii) a decrease in long-term charter-in fleet available days by 91 days. This decrease was partially offset by (i) an increase in available days for owned vessels by 2.7% to 5,407 days in the first half of 2013 from 5,266 days in the same period of 2012; and (ii) an increase in the short-term charter-in fleet available days by 379 days.
Revenue from the logistics business was $136.7 million for the six months ended June 30, 2013 as compared to $123.4 million for the same period of 2012. This increase was mainly attributable to an increase in (i) the Paraguayan liquid port’s volume of products sold; (ii) rates in the dry port terminal; (iii) the cabotage fleet’s utilization; and (iv) the revenue from liquid cargo transportation due to higher rates.
EBITDA of Navios Holdings for the six months ended June 30, 2013 decreased by $46.4 million to $77.3 million as compared to $123.7 million for the same period of 2012. EBITDA of Navios Holdings for the six month period ended June 30, 2012 has been affected by the item mentioned in the footnote to the table above. Adjusted EBITDA of Navios Holdings for the six months ended June 30, 2013 decreased by $46.0 million to $77.3 million as compared to $123.3 million for the same period of 2012. The $46.0 million decrease in Adjusted EBITDA was primarily due to: (i) a $64.7 million decrease in revenue; (ii) a $0.7 million increase in time charter, voyage and logistics business expenses; and (iii) a $3.8 million increase in net income attributable to the noncontrolling interest. The overall variance of $69.2 million was mitigated by: (i) a decrease in general and administrative expenses of $5.1 million (excluding share-based compensation expenses); (ii) a $5.5 million decrease in direct vessel expenses (excluding the amortization of deferred drydock and special survey costs); (iii) an $11.0 million decrease in other expense, net; and (iv) a $1.6 million increase in equity in net earnings from affiliated companies.
EBITDA of Navios Logistics was $31.7 million for the six month period ended June 30, 2013 as compared to $24.1 million for the same period in 2012.
Net loss of Navios Holdings for the six months ended June 30, 2013 was $26.0 million as compared to $14.7 million of income for the same period of 2012. Net income of Navios Holdings for the six month periods ended June 30, 2012 has been affected by the item mentioned in the footnote to the table above. Adjusted Net Loss of Navios Holdings for the six month period ended June 30, 2013 was $26.0 million as compared to $14.4 million of income for the same period of 2012. The decrease of Adjusted Net (Loss)/Income by $40.4 million was mainly due to: (i) a decrease in Adjusted EBITDA of $46.0 million; (ii) an increase in interest income/(expense) and finance cost, net of $2.2 million; and (iii) an increase of $0.6 million in amortization for deferred drydock and special survey costs. The decrease was partially offset by: (i) a decrease in depreciation and amortization of $3.2 million; (ii) an increase in income tax benefit of $4.2 million; and (iii) a decrease of $1.0 million in share-based compensation expense.
Fleet Summary Data:
The following table reflects certain key indicators indicative of the performance of the Navios Holdings’ drybulk operations (excluding the Navios Logistics fleet) and its fleet performance for the three and six month periods ended June 30, 2013 and 2012.
| Three Month | Three Month | Six Month | Six Month | |||||||||||||
| Period Ended | Period Ended | Period Ended | Period Ended | |||||||||||||
| June 30, | June 30, | June 30, | June 30, | |||||||||||||
| 2013 | 2012 | 2013 | 2012 | |||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
| Available Days (1) |
4,586 | 4,379 | 8,916 | 8,487 | ||||||||||||
| Operating Days (2) |
4,449 | 4,340 | 8,669 | 8,402 | ||||||||||||
| Fleet Utilization (3) |
97.0 | % | 99.1 | % | 97.2 | % | 99.0 | % | ||||||||
| Equivalent Vessels (4) |
50 | 48 | 49 | 47 | ||||||||||||
| TCE (5) |
$ | 10,600 | $ | 19,821 | $ | 11,211 | $ | 20,645 | ||||||||
| (1) | Available days for the fleet are total calendar days the vessels were in Navios Holdings’ 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 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 is the percentage of time that Navios Holdings’ 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. |
| (4) | Equivalent Vessels is defined as the total available days during a relevant period divided by the number of days of this period. |
| (5) | TCE is defined as voyage and time charter revenues less voyage expenses during a relevant period divided by the number of available days during the period |
Conference Call:
As previously announced, Navios Holdings will host a conference call today, August 22, 2013, at 8:30 am ET, at which time members of senior management will provide highlights and commentary on the financial results of the Company for the second quarter and six months ended June 30, 2013.
A supplemental slide presentation will be available on the Navios Holdings website at www.navios.com under the “Investors” section by 8:00 am ET on the day of the call.
Conference Call details:
Call Date/Time: Thursday, August 22, 2013, at 8:30 am ET
Call Title: Navios Holdings Inc. Q2 2013 Financial Results Conference Call
US Dial In: +1.877.480.3873
International Dial In: +1.404.665.9927
Conference ID: 1848 0882
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: +1.800.585.8367
International Replay Dial In: +1.404.537.3406
Conference ID: 1848 0882
This call will be simultaneously Webcast. The Webcast will be available on the Navios Holdings website, www.navios.com, under the “Investors” section. The Webcast will be archived and available at the same Web address for two weeks following the call.
About Navios Maritime Holdings Inc.
Navios Maritime Holdings Inc. (NYSE: NM) is a global, vertically integrated seaborne shipping and logistics company focused on the transport and transshipment of drybulk commodities including iron ore, coal and grain. For more information about Navios Holdings please visit our website: www.navios.com.
About Navios South American Logistics Inc.
Navios South American Logistics Inc. is one of the largest logistics companies in the Hidrovia region of South America, focusing on the Hidrovia region river system, the main navigable river system in the region, and on cabotage trades along the eastern coast of South America. Navios Logistics serves the storage and marine transportation needs of its petroleum, agricultural and mining customers through its port terminals, river barge and coastal cabotage operations. For more information about Navios Logistics please visit its website: www.navioslogistics.com.
About Navios Maritime Partners L.P.
Navios Partners (NYSE: NMM) is a publicly traded master limited partnership which owns and operates dry cargo vessels. For more information, please visit its website: www.navios-mlp.com.
About Navios Maritime Acquisition Corporation
Navios Acquisition (NYSE: NNA) is an owner and operator of tanker vessels focusing in the transportation of petroleum products (clean and dirty) and bulk liquid chemicals. For more information about Navios Acquisition, please visit its website: www.navios-acquisition.com.
Forward Looking Statements—Safe Harbor
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 Navios Holdings’ growth strategy and measures to implement such strategy, including expected vessel acquisitions and entering into further time charters. Words such as “expects,” “intends,” “plans,” “believes,” “anticipates,” “hopes,” “estimates,” and variations of such words and similar expressions are intended to identify forward-looking statements. Such statements include comments regarding expected revenues and time charters. Although Navios Holdings 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 Holdings. 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 changes in the demand for drybulk vessels; competitive factors in the market in which Navios Holdings operates; risks associated with operations outside the United States; and other factors listed from time to time in Navios Holdings’ filings with the Securities and Exchange Commission. Navios Holdings 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 Holdings’ expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
EXHIBIT I
NAVIOS MARITIME HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Expressed in thousands of U.S. dollars—except share and per share data)
| Three Month Period Ended June 30, 2013 |
Three Month Period Ended June 30, 2012 |
Six Month Period Ended June 30, 2013 |
Six Month Period Ended June 30, 2012 |
|||||||||||||
| (unaudited) | (unaudited) | (unaudited) | (unaudited) | |||||||||||||
| Revenue |
$ | 125,572 | $ | 172,079 | $ | 259,409 | $ | 324,093 | ||||||||
| Time charter, voyage and logistics business expenses |
(65,632 | ) | (73,215 | ) | (135,640 | ) | (134,932 | ) | ||||||||
| Direct vessel expenses |
(26,444 | ) | (33,042 | ) | (54,139 | ) | (59,050 | ) | ||||||||
| General and administrative expenses |
(9,873 | ) | (12,473 | ) | (18,835 | ) | (25,026 | ) | ||||||||
| Depreciation and amortization |
(24,233 | ) | (25,872 | ) | (48,556 | ) | (51,706 | ) | ||||||||
| Interest income/(expense) and finance cost, net |
(27,372 | ) | (25,306 | ) | (52,730 | ) | (50,546 | ) | ||||||||
| Loss on derivatives |
(87 | ) | (76 | ) | (260 | ) | (202 | ) | ||||||||
| Gain on sale of assets |
18 | 323 | 18 | 323 | ||||||||||||
| Other income/(expense), net |
9,865 | (2,854 | ) | 6,734 | (4,221 | ) | ||||||||||
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| Loss before equity in net earnings of affiliated companies |
(18,186 | ) | (436 | ) | (43,999 | ) | (1,267 | ) | ||||||||
| Equity in net earnings of affiliated companies |
4,127 | 8,058 | 18,250 | 16,633 | ||||||||||||
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|||||||||
| (Loss)/income before taxes |
$ | (14,059 | ) | $ | 7,622 | $ | (25,749 | ) | $ | 15,366 | ||||||
| Income tax (expense)/benefit |
(128 | ) | (1,449 | ) | 3,572 | (595 | ) | |||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Net (loss)/income |
(14,187 | ) | 6,173 | (22,177 | ) | 14,771 | ||||||||||
| Less: Net income attributable to the noncontrolling interest |
(1,694 | ) | (888 | ) | (3,859 | ) | (27 | ) | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Net (loss)/income attributable to Navios Holdings common stockholders |
$ | (15,881 | ) | $ | 5,285 | $ | (26,036 | ) | $ | 14,744 | ||||||
|
|
|
|
|
|
|
|
|
|||||||||
| (Loss)/Income attributable to Navios Holdings common stockholders, basic |
$ | (16,304 | ) | $ | 4,862 | $ | (26,877 | ) | $ | 13,894 | ||||||
|
|
|
|
|
|
|
|
|
|||||||||
| (Loss)/Income attributable to Navios Holdings common stockholders, diluted |
$ | (16,304 | ) | $ | 5,285 | $ | (26,877 | ) | $ | 14,744 | ||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Basic (loss)/earnings per share attributable to Navios Holdings common stockholders |
$ | (0.16 | ) | $ | 0.05 | $ | (0.26 | ) | $ | 0.14 | ||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Weighted average number of shares, basic |
101,783,378 | 101,205,545 | 101,771,451 | 101,198,855 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Diluted (loss)/earnings per share attributable to Navios Holdings common stockholders |
$ | (0.16 | ) | $ | 0.05 | $ | (0.26 | ) | $ | 0.13 | ||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Weighted average number of shares, diluted |
101,783,378 | 110,993,160 | 101,771,451 | 111,014,906 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
NAVIOS MARITIME HOLDINGS INC.
Other Financial Data
| June 30, 2013 (unaudited) |
December 31, 2012 (unaudited) |
|||||||
| ASSETS |
||||||||
| Cash and cash equivalents |
$ | 271,097 | $ | 257,868 | ||||
| Restricted cash |
6,011 | 24,704 | ||||||
| Other current assets |
191,813 | 187,995 | ||||||
| Vessels, port terminal and other fixed assets, net |
1,721,979 | 1,746,493 | ||||||
| Other noncurrent assets |
421,020 | 355,008 | ||||||
| Goodwill and other intangibles |
361,771 | 369,394 | ||||||
|
|
|
|
|
|||||
| Total assets |
$ | 2,973,691 | $ | 2,941,462 | ||||
|
|
|
|
|
|||||
| LIABILITIES AND EQUITY |
||||||||
| Current liabilities, including current portion of long-term debt |
181,294 | 189,376 | ||||||
| Senior and ship mortgage notes, net of discount and including premium |
1,127,714 | 1,034,141 | ||||||
| Long-term debt, net of current portion |
276,759 | 290,976 | ||||||
| Other noncurrent liabilities |
99,419 | 103,930 | ||||||
| Total stockholders’ equity |
1,288,505 | 1,323,039 | ||||||
|
|
|
|
|
|||||
| Total liabilities and stockholders’ equity |
$ | 2,973,691 | $ | 2,941,462 | ||||
|
|
|
|
|
|||||
| Six Month Period Ended June 30, 2013 |
Six Month Period Ended June 30, 2012 |
|||||||
| (unaudited) | (unaudited) | |||||||
| Net cash provided by operating activities |
$ | 41,351 | $ | 37,643 | ||||
| Net cash (used in)/provided by investing activities |
(90,261 | ) | 14,230 | |||||
| Net cash provided by/(used in) financing activities |
62,139 | (53,874 | ) | |||||
Disclosure of Non-GAAP Financial Measures
EBITDA represents net income plus interest and finance costs plus depreciation and amortization and income taxes, if any, unless otherwise stated. Adjusted EBITDA represents EBITDA excluding items as described under “Financial Highlights.” EBITDA and Adjusted EBITDA are “non-GAAP financial measures” and should not be considered a substitute for net income, cash flow from operating activities and other operations or cash flow statement data prepared in accordance with generally accepted accounting principles in the United States or as a measure of profitability or liquidity.
EBITDA is presented to provide additional information with respect to the ability of Navios Holdings to satisfy its respective obligations including debt service, capital expenditures and working capital requirements. While EBITDA is frequently used as a measure of operating results and the ability to meet debt service requirements, the definition of EBITDA used here may not be comparable to that used by other companies due to differences in methods of calculation.
Navios Logistics EBITDA is used to measure company’s operating performance.
The following tables provide a reconciliation of EBITDA and Adjusted EBITDA of Navios Holdings and Navios Logistics, which in the case of Navios Holdings is on a consolidated basis:
Navios Holdings Reconciliation of EBITDA and Adjusted EBITDA to Cash from Operations
| Three Months Ended | June 30, 2013 |
June 30, 2012 |
||||||
| (in thousands of U.S. dollars) | (unaudited) | (unaudited) | ||||||
| Net cash provided by operating activities |
$ | 24,650 | $ | 7,842 | ||||
| Net (decrease)/increase in operating assets |
(28,735 | ) | 23,526 | |||||
| Net decrease in operating liabilities |
20,110 | 9,061 | ||||||
| Net interest cost |
27,372 | 25,306 | ||||||
| Deferred finance charges |
(1,234 | ) | (1,500 | ) | ||||
| Provision for losses on accounts receivable |
272 | (224 | ) | |||||
| Unrealized loss on FFA derivatives |
88 | (135 | ) | |||||
| Equity in affiliates, net of dividends received |
(7,585 | ) | (4,661 | ) | ||||
| Payments for drydock and special survey |
5,538 | 2,436 | ||||||
| Noncontrolling interest |
(1,694 | ) | (888 | ) | ||||
| Gain on sale of assets |
18 | 323 | ||||||
|
|
|
|
|
|||||
| EBITDA |
$ | 38,800 | $ | 61,086 | ||||
| Gain on sale of assets |
— | (323 | ) | |||||
|
|
|
|
|
|||||
| Adjusted EBITDA |
$ | 38,800 | $ | 60,763 | ||||
|
|
|
|
|
|||||
Navios Logistics EBITDA Reconciliation to Net Income
| Three Months Ended | June 30, 2013 |
June 30, 2012 |
||||||
| (in thousands of U.S. dollars) | (unaudited) | (unaudited) | ||||||
| Net income attributable to Navios Logistics shareholders |
$ | 4,423 | $ | 2,397 | ||||
| Depreciation and amortization |
5,779 | 6,118 | ||||||
| Amortization of deferred drydock and special survey costs |
667 | 351 | ||||||
| Interest income/(expense) and finance cost, net |
6,657 | 5,130 | ||||||
| Income taxes |
57 | 1,377 | ||||||
|
|
|
|
|
|||||
| EBITDA |
$ | 17,583 | $ | 15,373 | ||||
|
|
|
|
|
|||||
Navios Holdings Reconciliation of EBITDA and Adjusted EBITDA to Cash from Operations
| Six Months Ended | June 30, 2013 |
June 30, 2012 |
||||||
| (in thousands of U.S. dollars) | (unaudited) | (unaudited) | ||||||
| Net cash provided by operating activities |
$ | 41,351 | $ | 37,643 | ||||
| Net (decrease)/increase in operating assets |
(22,083 | ) | 52,750 | |||||
| Net decrease/(increase) in operating liabilities |
9,578 | (13,886 | ) | |||||
| Net interest cost |
52,730 | 50,546 | ||||||
| Deferred finance charges |
(2,932 | ) | (2,832 | ) | ||||
| Provision for losses on accounts receivable |
(45 | ) | (310 | ) | ||||
| Unrealized loss on FFA derivatives |
(69 | ) | (252 | ) | ||||
| Equity in affiliates, net of dividends received |
(5,684 | ) | (6,905 | ) | ||||
| Payments for drydock and special survey |
8,269 | 6,609 | ||||||
| Noncontrolling interest |
(3,859 | ) | (27 | ) | ||||
| Gain on sale of assets |
18 | 323 | ||||||
|
|
|
|
|
|||||
| EBITDA |
$ | 77,274 | $ | 123,659 | ||||
| Gain on sale of assets |
— | (323 | ) | |||||
|
|
|
|
|
|||||
| Adjusted EBITDA |
$ | 77,274 | $ | 123,336 | ||||
|
|
|
|
|
|||||
Navios Logistics EBITDA Reconciliation to Net Income
| Six Months Ended | June 30, 2013 |
June 30, 2012 |
||||||
| (in thousands of U.S. dollars) | (unaudited) | (unaudited) | ||||||
| Net income attributable to Navios Logistics shareholders |
$ | 10,357 | $ | 8 | ||||
| Depreciation and amortization |
11,872 | 12,921 | ||||||
| Amortization of deferred drydock and special survey costs |
1,151 | 655 | ||||||
| Interest income/(expense) and finance cost, net |
12,038 | 10,053 | ||||||
| Income taxes |
(3,713 | ) | 454 | |||||
|
|
|
|
|
|||||
| EBITDA |
$ | 31,705 | $ | 24,091 | ||||
|
|
|
|
|
|||||
EXHIBIT II
Owned Vessels
| Vessel Name |
Vessel Type | Year Built | Deadweight (in metric tons) |
|||||||
| Navios Serenity |
Handysize | 2011 | 34,690 | |||||||
| Navios Ionian |
Ultra Handymax | 2000 | 52,067 | |||||||
| Navios Vector |
Ultra Handymax | 2002 | 50,296 | |||||||
| Navios Horizon |
Ultra Handymax | 2001 | 50,346 | |||||||
| Navios Herakles |
Ultra Handymax | 2001 | 52,061 | |||||||
| Navios Achilles |
Ultra Handymax | 2001 | 52,063 | |||||||
| Navios Meridian |
Ultra Handymax | 2002 | 50,316 | |||||||
| Navios Mercator |
Ultra Handymax | 2002 | 53,553 | |||||||
| Navios Arc |
Ultra Handymax | 2003 | 53,514 | |||||||
| Navios Hios |
Ultra Handymax | 2003 | 55,180 | |||||||
| Navios Kypros |
Ultra Handymax | 2003 | 55,222 | |||||||
| Navios Ulysses |
Ultra Handymax | 2007 | 55,728 | |||||||
| Navios Vega |
Ultra Handymax | 2009 | 58,792 | |||||||
| Navios Celestial |
Ultra Handymax | 2009 | 58,063 | |||||||
| Navios Astra |
Ultra Handymax | 2006 | 53,468 | |||||||
| Navios Magellan |
Panamax | 2000 | 74,333 | |||||||
| Navios Star |
Panamax | 2002 | 76,662 | |||||||
| Navios Asteriks |
Panamax | 2005 | 76,801 | |||||||
| Navios Centaurus |
Panamax | 2012 | 81,472 | |||||||
| Navios Avior |
Panamax | 2012 | 81,355 | |||||||
| Navios Bonavis |
Capesize | 2009 | 180,022 | |||||||
| Navios Happiness |
Capesize | 2009 | 180,022 | |||||||
| Navios Lumen |
Capesize | 2009 | 180,661 | |||||||
| Navios Stellar |
Capesize | 2009 | 169,001 | |||||||
| Navios Phoenix |
Capesize | 2009 | 180,242 | |||||||
| Navios Antares |
Capesize | 2010 | 169,059 | |||||||
| Navios Etoile |
Capesize | 2010 | 179,234 | |||||||
| Navios Bonheur |
Capesize | 2010 | 179,259 | |||||||
| Navios Altamira |
Capesize | 2011 | 179,165 | |||||||
| Navios Azimuth |
Capesize | 2011 | 179,169 | |||||||
Long term Chartered-in Fleet in Operation
| Vessel Name |
Vessel Type | Year Built |
Deadweight (in metric tons) |
Purchase Option(1) |
||||||||||||
| Navios Lyra |
Handysize | 2012 | 34,718 | Yes | (2) | |||||||||||
| Navios Apollon |
Ultra Handymax | 2000 | 52,073 | No | ||||||||||||
| Navios Primavera |
Ultra Handymax | 2007 | 53,464 | Yes | ||||||||||||
| Navios Armonia |
Ultra Handymax | 2008 | 55,100 | No | ||||||||||||
| Navios Oriana |
Ultra Handymax | 2012 | 61,442 | Yes | ||||||||||||
| Navios Libra II |
Panamax | 1995 | 70,136 | No | ||||||||||||
| Navios Altair |
Panamax | 2006 | 83,001 | No | ||||||||||||
| Navios Esperanza |
Panamax | 2007 | 75,356 | No | ||||||||||||
| Navios Marco Polo |
Panamax | 2011 | 80,647 | Yes | ||||||||||||
| Navios Southern Star |
Panamax | 2013 | 82,224 | Yes | ||||||||||||
| Golden Heiwa |
Panamax | 2007 | 76,662 | No | ||||||||||||
| Beaufiks |
Capesize | 2004 | 180,310 | Yes | ||||||||||||
| Rubena N |
Capesize | 2006 | 203,233 | No | ||||||||||||
| SC Lotta |
Capesize | 2009 | 169,056 | No | ||||||||||||
| King Ore |
Capesize | 2010 | 176,800 | No | ||||||||||||
| Navios Koyo |
Capesize | 2011 | 181,415 | Yes | ||||||||||||
| Navios Obeliks |
Capesize | 2012 | 181,415 | Yes | ||||||||||||
Navios Asia Fleet to be Delivered (3)
| Vessels |
Vessel Type | Built | ||||
| Navios TBN |
Panamax | 2007 | ||||
| Navios TBN |
Panamax | 2007 | ||||
| Navios TBN |
Panamax | 2007 | ||||
| Navios TBN |
Panamax | 2007 | ||||
| Navios TBN |
Panamax | 2006 | ||||
| Navios TBN |
Panamax | 2006 | ||||
| Total DWT of 464,173 |
||||||
Owned Fleet to be Delivered
| Vessels |
Vessel Type | Built | ||||
| Navios Galileo |
Panamax | 2006 | ||||
| Navios Northern Star |
Panamax | 2005 | ||||
| Navios Amitie |
Panamax | 2005 | ||||
| Navios Taurus |
Panamax | 2005 | ||||
| Total DWT of 303,982 |
||||||
Long-term Chartered-in Fleet to be Delivered
| Vessels |
Vessel Type | Delivery Date |
Purchase Option |
Deadweight (in metric tons) |
||||||||||
| Navios Mercury |
Ultra Handymax | 09/2013 | Yes | 61,000 | ||||||||||
| Navios Venus |
Ultra Handymax | 02/2015 | Yes | 61,000 | ||||||||||
| Navios Felix |
Capesize | 04/2016 | Yes | 180,000 | ||||||||||
| (1) | Generally, Navios Holdings may exercise its purchase option after three to five years of service. |
| (2) | Navios Holdings holds the initial 50% purchase option on the vessel. |
| (3) | 51% ownership of Navios Holdings. |
Contact:
Navios Maritime Holdings Inc.
+1.212.906.8643
investors@navios.com
Exhibit 99.2
The Navios Group Announces
Formation of
Navios Europe Inc.
And
Management of Five Vessels for the Benefit of HSH Nordbank AG
MONACO — (Marketwired) — 08/20/13 — The Navios Group, composed of Navios Maritime Holdings Inc. (NYSE: NM) (“Navios Holdings”), Navios Maritime Acquisition Corporation (NYSE: NNA) (“Navios Acquisition”) and Navios Maritime Partners L.P. (NYSE: NMM) (“Navios Partners”), announce the formation of Navios Europe Inc. (“Navios Europe”) as the next step in concluding the letter of intent signed with HSH Nordbank AG (“HSH”) in April of 2013.
Navios Europe, which will initially acquire five product tankers and five container vessels from debtors of HSH, will be owned 47.5% by Navios Holdings, 47.5% by Navios Acquisition and 5% by Navios Partners. It is anticipated that funding requirements will be satisfied in the same percentages.
Management of Vessels
In August 2013, Navios Europe arranged technical and commercial management for five out of the ten vessels. To date, the following vessels were delivered:
(1) The Esperanza N, a 2,007 TEU Sub-Panamax Container built in 2008; and
(2) The Harmony N, a 2,824 TEU Sub-Panamax Container built in 2006.
Three tanker vessels are also expected to be delivered through September 2013.
Closing
Navios Europe is expected to take ownership of all 10 vessels by November 1, 2013, at which point management of the remaining vessels will be transferred as well.
The transaction is subject to a number of conditions, and no assurance can be provided that the transaction will be concluded as contemplated, if at all.
Strategic Partnership
HSH and Navios are committed to their excellent working relationship. After the completion of this transaction, HSH and Navios hope to work together toward similar transactions.
About Navios Maritime Holdings Inc.
Navios Holdings (NYSE: NM) is a global, vertically integrated seaborne shipping and logistics company focused on the transport and transshipment of drybulk commodities including iron ore, coal and grain. For more information about Navios Holdings please visit its website: www.navios.com.
About Navios Maritime Acquisition Corporation
Navios Acquisition (NYSE: NNA) is an owner and operator of tanker vessels focusing in the transportation of petroleum products (clean and dirty) and bulk liquid chemicals. For more information about Navios Acquisition, please visit its website: www.navios-acquisition.com.
About Navios Maritime Partners
Navios Partners (NYSE: NMM) is a publicly traded master limited partnership which owns and operates dry cargo vessels. For more information, please visit its website: www.navios-mlp.com.
About Navios Europe
Navios Europe is an owner and operator of container and tanker vessels. For more information about Navios Europe please visit its website: www.navios-europe.com.
Contact:
Navios Maritime Holdings Inc.
+1.212.906.8643
investors@navios.com