e6vk
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, 2011
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 þ 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 o No þ
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 o No þ
On August 22, 2011, Navios Maritime Holdings Inc. (Navios Holdings) issued a press
release announcing the operational and financial results for the three and six month periods ended
June 30, 2011. 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.
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.
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NAVIOS MARITIME HOLDINGS INC.
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By: |
/s/ Angeliki Frangou
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Angeliki Frangou |
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Chief Executive Officer |
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Date: August 22, 2011 |
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EXHIBIT INDEX
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Exhibit No. |
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Exhibit |
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99.1
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Press Release, dated August 22, 2011. |
exv99w1
EXHIBIT 99.1
Navios Maritime Holdings Inc. Reports Financial Results for the Second Quarter
and Six Months Ended June 30, 2011
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Dividend of $0.06 per Share for Q2 2011 |
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9.1% Increase in Q2 Net Income to $50.9 Million |
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8.7% Increase in Basic EPS of $0.50 for Q2 2011 |
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13.9% Increase in Q2 EBITDA to $103.7 Million |
PIRAEUS, GREECE Navios Maritime Holdings Inc. (Navios Holdings) (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, 2011.
Ms. Angeliki Frangou, Chairman and CEO of Navios, stated, We are pleased to report an increase in
EBITDA of 14%, to $104 million, and net income by more than 9%, to almost $51 million. Given our
strong cash flow, we declared a $0.06 dividend for Q2 2011.
Ms. Frangou continued, Our 43 vessel fleet has long-term charters which are insured through a AA+
European entity. Our business can prosper in a prolonged downturn given this significant cash
flow, as well as ample liquidity, conservative leverage ratios and absence of material near-term
capital requirements.
HIGHLIGHTS RECENT DEVELOPMENTS
Navios Holdings
Liquidity
Net Debt to Total Capitalization was 44.7% on June 30, 2011. Navios Holdings total available
liquidity, including credit lines, as of June 30, 2011 was approximately $412.6 million. As of
August 22, 2011, Navios Holdings remaining newbuilding vessel capital expenditures commitments
amounted to approximately $1.8 million.
Purchase Options
On May 30, 2011, Navios Holdings entered into option agreements to acquire four 82,000 dwt bulk
carriers. Upon exercise of the options, delivery of the vessels is expected sometime during the
second half of 2013 or the first half of 2014. The contract price for each vessel is $35.0
million.
Vessel Acquisition
On May 30, 2011, Navios Holdings agreed to acquire a 81,600 dwt bulk carrier scheduled to be
delivered in April 2012 from a South Korean shipyard. The aggregate purchase price for the new
vessel is approximately $35.5 million to be funded with a credit facility of up to $23.0 million.
Time Charter Coverage
Navios Holdings has long-term fleet employment for periods up to 12 years. As of August 19, 2011,
Navios Holdings had chartered-out 95.2%, 55.9% and 37.9% of available days for 2011, 2012 and 2013,
respectively, equivalent to $305.8 million, $216.8 million and $168.8 million in revenue,
respectively. The average daily charter-out rate for the core fleet is $25,824, $28,874 and
$32,415 for 2011, 2012 and 2013, respectively. The average daily charter-in rate for the active
long-term charter-in vessels for 2011 is $10,479.
The above figures do not include the fleet of Navios South American Logistics Inc. (Navios
Logistics) and vessels servicing Contracts of Affreightment (COA).
Navios Logistics
Acquisitions
During the second quarter and as of August 19, 2011, Navios Logistics used a portion of the
proceeds from its offering of senior unsecured notes due 2019 to acquire three pushboats, 66 dry
barges and one floating drydock for a cost of approximately $44.0 million, including transportation
and other related costs.
On July 25, 2011, Navios Logistics acquired the noncontrolling interests of its joint ventures
Thalassa Energy S.A., HS Tankers Inc., HS Navigation Inc., HS Shipping Ltd. Inc. and HS South
Inc., in accordance with the terms of certain stock purchase agreements with HS Energy Ltd., an
affiliate of Vitol S.A. Navios Logistics paid a total consideration of $8.5 million for such
noncontrolling interests, and simultaneously paid $53.2 million in full and final settlement of all
amounts of indebtedness of such joint ventures under certain loan agreements.
Navios Maritime Partners L.P. (Navios Partners)
On August 10, 2011, Navios Holdings received $6.7 million representing the cash distribution from
Navios Partners for the second quarter of 2011.
Fleet Profile
Navios Holdings controls a fleet of 56 vessels totaling 5.9 million dwt, of which 29 are owned and
27 are chartered-in under long-term charters. Navios Holdings currently operates 43 vessels (17
Capesize, nine Panamax, 16 Ultra-Handymax and one Handysize) totaling 4.6 million dwt.
Additionally, Navios Holdings has agreed to acquire one newbuilding Panamax vessel expected to be
delivered in April 2012 and has 12 newbuilding charter-in vessels expected to be delivered at
various dates through 2013 (the Core Fleet). Also, as discussed above, Navios Holdings has
entered into option agreements to acquire four newbuilding Panamax vessels. The current average
age of the operating fleet is 5.0 years.
Exhibit II provides certain details of the Core Fleet of Navios Holdings. It does not include
the fleet of Navios Logistics.
Dividend Policy
The Board of Directors declared a quarterly cash dividend for the second quarter of 2011 of $0.06
per share of common stock. The dividend is payable on October 6, 2011 to stockholders of record
as of September 22, 2011. 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.
Financial Highlights
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Net income increased by 9.1% to $50.9 million in the second quarter of 2011
from $46.6 million for the same period in 2010. |
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EBITDA increased by 13.9% to $103.7 million in the second quarter of 2011 from
$91.0 million for the same period in 2010. |
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Net Debt to Total Capitalization was 44.7% on June 30, 2011. |
Second Quarter 2011 and 2010 Results (in thousands of U.S. dollars, except per share data and unless otherwise stated):
The quarterly 2011 and 2010 information presented below was derived from the unaudited condensed
consolidated financial statements for the respective periods. EBITDA, Adjusted EBITDA, Adjusted
Net Income and Adjusted EPS are non-U.S. GAAP financial measures, and should not be used in
isolation or as substitution for Navios Holdings results.
From March 30, 2011, Navios Maritime Acquisition Corporation (Navios Acquisition) is no longer
consolidated and is accounted for under the equity method of accounting. The table and the
discussion below exclude the impact of Navios Acquisition and are presented to provide investors
with a clearer picture of Navios Holdings on a going forward basis.
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(Excluding |
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consolidation of |
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Navios |
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Acquisition) |
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Three Months |
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Three Months |
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Ended |
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Ended |
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June 30, |
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June 30, |
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2011 |
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2010 |
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(unaudited) |
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(unaudited) |
Revenue |
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$ |
165,353 |
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$ |
165,419 |
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EBITDA |
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$ |
103,690 |
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$ |
91,004 |
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Adjusted EBITDA (*) |
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$ |
64,903 |
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$ |
71,511 |
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Net Income |
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$ |
50,850 |
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$ |
46,591 |
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Adjusted Net Income (*) |
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$ |
12,063 |
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$ |
27,098 |
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Earnings Per Share |
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$ |
0.50 |
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$ |
0.46 |
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Adjusted Basic Earnings Per Share (*) |
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$ |
0.12 |
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$ |
0.26 |
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(*) |
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Each of Adjusted EBITDA, Adjusted Net Income and Adjusted Basic
Earnings Per Share for the three months ended June 30, 2011 excludes a
$38.8 million gain on the sale of the Navios Luz and the Navios Orbiter
to Navios Partners. |
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Each of Adjusted EBITDA, Adjusted Net Income and Adjusted Basic
Earnings Per Share for the three months ended June 30, 2010 excludes
(i) a $17.7 million gain recognized as a result of the initial
consolidation of Navios Acquisition as of May 28, 2010; and (ii) a $1.8
million gain on the sale of the Navios Pollux to Navios Partners. |
Navios Holdings total consolidated revenue for the three months ended June 30, 2011 and 2010
was $165.4 million.
Revenue from drybulk vessel operations for the three months ended June 30, 2011 was $110.7 million
as compared to $113.8 million for the same period during 2010. The decrease in drybulk revenue
was mainly attributable to (i) a decrease in short-term charter-in and long-term charter-in fleet
available
days by 30 days and 296 days, respectively, and (ii) a decrease in Time Charter Equivalent (TCE)
per day by 10.4% to $23,681 per day in the second quarter of 2011 from $26,431 per day in the same
period of 2010. This decrease was partially offset by an increase in available
days for owned
vessels by 25.8% to 2,635 days in the first quarter of 2011 from 2,094 days in the same period of
2010.
Revenue from the logistics business was $54.7 million for the three months ended June 30, 2011 as
compared to $51.6 million for the same period of 2010. This increase was mainly attributable to:
(i) the delivery of the Jiujiang and the Stavroula in June and July 2010, respectively; and (ii)
improved performance in iron ore transportation. This increase was partially offset by a decrease
in revenues from operations of its dry and liquid ports.
EBITDA of Navios Holdings for the three months ended June 30, 2011 increased by $12.7 million to
$103.7 million as compared to $91.0 million for the same period of 2010. EBITDA of Navios
Holdings for the three month period ended June 30, 2011 was adjusted for a $38.8 million gain on
the sale of the Navios Luz and the Navios Orbiter to Navios Partners, and for the same period of
2010 was adjusted to exclude (i) a $17.7 million gain recognized as a result of the initial
consolidation of Navios Acquisition as of May 28, 2010; and (ii) a $1.8 million gain on sale of
Navios Pollux to Navios Partners. As a result of these adjustments, the Adjusted EBITDA of Navios
Holdings for the three months ended June 30, 2011 decreased by $6.6 million to $64.9 million as
compared to $71.5 million for the same period of 2010. The $6.6 million decrease in Adjusted
EBITDA was primarily due to: (i) an increase in direct vessel expenses (excluding the amortization
of deferred dry dock and special survey costs) of $10.0 million; (ii) an increase in general and
administrative expenses of $2.2 million (excluding share-based compensation expenses); (iii) a $5.6
million decrease in gains from derivatives; (iv) a decrease in equity in earnings by $0.4 million.
The overall variance of $18.2 was partially offset by: (i) a decrease in time charter, voyage and
port terminal expenses of $9.6 million; (ii) a decrease of $1.7 million in loss attributable to the
noncontrolling interest; and (iii) a decrease of $0.3 million in net other expense.
EBITDA of Navios Logistics was $10.5 million for the three month period ended June 30, 2011 as
compared to $10.3 million for the same period in 2010.
Navios Acquisitions effect to EBITDA was a loss of $0.8 million for the three month period ended
June 30, 2011, and for the same period of 2010 was below $0.1 million.
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, Navios Acquisition and
Navios Logistics, and a reconciliation of such measures to the most comparable measure under U.S.
GAAP.
Net income of Navios Holdings for the three months ended June 30, 2011 was $50.9 million as
compared to $46.6 million for the same period of 2010. Net income of Navios Holdings for the
three months ended June 30, 2011 was adjusted to exclude a $38.8 million gain on the sale of the
Navios Luz and the Navios Orbiter to Navios Partners, and for the same period of 2010, was adjusted
for (i) a $17.7 million gain recognized as a result of the initial consolidation of Navios
Acquisition as of May 28, 2010; and (ii) a $1.8 million gain on sale of Navios Pollux to Navios
Partners. As a result of these adjustments, the Adjusted Net Income of Navios Holdings for the
three months ended June 30, 2011 was $12.1 million as compared to $27.1 million for the same period
of 2010. The decrease of Adjusted Net Income by $15.0 million was mainly due to (i) a decrease in
Adjusted EBITDA of $6.6 million as discussed above; (ii) an increase in interest income/expense and
finance cost, net of $4.2 million; (iii) an increase in depreciation and amortization of $2.0
million; (iv) an increase of $0.5
million in amortization for drydock and special survey costs; (v) an increase of $0.5 million in
share-based compensation expense; and (vi) an increase in income taxes of $1.2 million.
First Half of 2011 and 2010 Results (in thousands of U.S. dollars, except per share data and unless otherwise stated):
The information for the six month period ended June 30, 2011 and 2010 presented below was derived
from the unaudited condensed consolidated financial statements for the respective periods.
EBITDA, Adjusted EBITDA, Adjusted Net Income and Adjusted EPS are non-U.S. GAAP financial
measures, and should not be used in isolation or as substitution for Navios Holdings results.
From March 30, 2011, Navios Acquisition is no longer consolidated and is accounted for under the
equity method of accounting. The table and the discussion below exclude the impact of Navios
Acquisition and are presented to provide investors with a clearer picture of Navios Holdings on a
going forward basis.
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(Excluding |
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(Excluding |
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consolidation of |
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consolidation of |
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Navios |
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Navios |
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Acquisition) |
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Acquisition) |
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Six Months Ended |
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Six Months Ended |
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June 30, |
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June 30, |
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2011 |
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2010 |
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(unaudited) |
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(unaudited) |
Revenue |
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$ |
321,995 |
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$ |
319,788 |
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EBITDA |
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$ |
114,682 |
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$ |
169,054 |
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Adjusted EBITDA (*) |
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$ |
132,419 |
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$ |
129,200 |
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Net income |
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$ |
14,161 |
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$ |
77,892 |
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Adjusted Net Income (*) |
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$ |
31,898 |
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$ |
38,038 |
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Earnings Per Share |
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$ |
0.13 |
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$ |
0.77 |
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Adjusted Basic Earnings Per Share (*) |
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$ |
0.31 |
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$ |
0.37 |
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(*) |
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Each of Adjusted EBITDA, Adjusted Net Income and Adjusted Basic
Earnings Per Share for the six months ended June 30, 2011 excludes: (i)
a $21.2 million of expenses relating to the bond extinguishment in
January 2011; (ii) a $35.3 million loss on change in control from the
Navios Acquisition deconsolidation; and (iii) a $38.8 million gain on
the sale of the Navios Luz and the Navios Orbiter to Navios Partners. |
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Each of Adjusted EBITDA, Adjusted Net Income and Adjusted Basic
Earnings Per Share for the six months ended June 30, 2010 excludes: (i)
a $17.7 million gain recognized as a result of the initial
consolidation of Navios Acquisition as of May 28, 2010; (ii) a $26.1
million gain on the sale of the Navios Hyperion, the Navios Aurora II
and the Navios Pollux to Navios Partners; and (iii) a $4.0 million
write off of an unfavorable short term charter. |
Navios Holdings total consolidated revenue for the six months ended June 30, 2011 increased
by $2.2 million to $322.0 million as compared to $319.8 million for the same period during 2010.
Revenue from drybulk vessel operations for the six months ended June 30, 2011 was $222.9 million as
compared to $232.0 million for the same period during 2010. The decrease in drybulk revenue was
mainly attributable to (i) a decrease in short-term charter-in and long-term charter-in fleet
available days by 205 days and 740 days, respectively and (ii) a decrease in TCE per day by 5.0% to
$24,143 per day in the first half of 2011 from $25,424 per day in the same period of 2010. This
decrease was partially offset by an increase in available days for owned vessels by 22.5% to 5,159
days in the first half of 2011 from 4,212 days in the same period of 2010.
Revenue from the logistics business was $99.1 million for the six months ended June 30, 2011 as
compared to $87.8 million for the same period of 2010. This increase was mainly attributable to:
(i) the delivery of the Jiujiang and the Stavroula in June and July 2010, respectively; and (ii)
improved performance in iron ore transportation. This increase was partially offset by decrease
in operations of its dry and liquid ports.
EBITDA of Navios Holdings for the six months ended June 30, 2011 decreased by $54.4 million to
$114.7 million as compared to $169.1 million for the same period of 2010. EBITDA of Navios
Holdings for the six month period ended June 30, 2011 was adjusted for (i) a $21.2 million of
expenses relating to the bond extinguishment in January 2011; (ii) a $35.3 million loss on change
in control from the Navios Acquisition deconsolidation; and (iii) a $38.8 million gain on the sale
of the Navios Luz and the Navios Orbiter to Navios Partners, and for the same period of 2010 was
adjusted to exclude (i) a $17.7 million gain recognized as a result of the initial consolidation of
Navios Acquisition as of May 28, 2010; (ii) a $26.1 million gain on the sale of the Navios
Hyperion, the Navios Aurora II and the Navios Pollux to Navios Partners; and (iii) a $4.0 million
write off of an unfavorable short term charter. As a result of these adjustments, the Adjusted
EBITDA of Navios Holdings for the six months ended June 30, 2011 increased by $3.2 million to
$132.4 million as compared to $129.2 million for the same period of 2010. The $3.2 million
increase in Adjusted EBITDA was primarily due to: (i) an increase in revenue of $2.2 million to
$322.0 million in the first half of 2011 from $319.8 million in the same period of 2010; (ii) a
decrease in time charter, voyage and port terminal expenses of $27.4 million; and (iii) a decrease
of $3.3 million in net other expense. The overall variance of $32.9 million was partially
offset by: (i) an increase in direct vessel expenses (excluding the amortization of deferred dry
dock and special survey costs) of $15.8 million; (ii) an increase in general and administrative
expenses of $1.4 million (excluding share-based compensation expenses); (iii) a $4.1 million
increase in losses from derivatives; (iv) a increase of $0.7 million in loss attributable to the
noncontrolling interest; (v) a decrease in equity in earnings by $3.7 million; and (vi) a $4.0
million write-off relating to the termination of an unfavorable short-term charter contract that
took place during the same period in 2010.
EBITDA of Navios Logistics was $20.0 million for the six month period ended June 30, 2011 as
compared to $14.4 million during the same period in 2010.
Navios Acquisitions effect to EBITDA for the six month period ended June 30, 2011 was $14.1
million and for the same period of 2010 was below $0.1 million.
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, Navios Acquisition and
Navios Logistics, and a reconciliation of such measures to the most comparable measure under U.S.
GAAP.
Net income of Navios Holdings for the six months ended June 30, 2011 was $14.2 million as compared
to $77.9 million for the same period of 2010. Net income of Navios Holdings for the six months
ended
June 30, 2011 was adjusted to exclude (i) $21.2 million of expenses relating to the bond
extinguishment
in January 2011; (ii) a $35.3 million loss on change in control from the Navios Acquisition
deconsolidation; and (iii) a $38.8 million gain on the sale of the Navios Luz and the Navios
Orbiter to Navios Partners, and for the same period of 2010, was adjusted for (i) a $17.7 million
gain recognized as a result of the initial consolidation of Navios Acquisition as of May 28, 2010;
(ii) a $26.1 million gain on the sale of the Navios Hyperion, the Navios Aurora II and the Navios
Pollux to Navios Partners and (iii) a $4.0 million write off of an unfavorable short term charter.
As a result of these adjustments, the Adjusted Net Income of Navios Holdings for the six months
ended June 30, 2011 was $31.9 million as compared to $38.0 million for the same period of 2010.
The decrease of Adjusted Net Income by $6.1 million was mainly due to (i) an increase in interest
income/expense, net of $3.9 million; (ii) an increase in depreciation and amortization of $2.4
million; (iii) an increase in income taxes of $1.1 million; (iv) an increase of $1.2 million in
amortization for drydock and special survey costs; and (v) an increase of $0.7 million in
share-based compensation expense. This decrease was partially offset by an increase in Adjusted
EBITDA of $3.2 million.
Fleet Summary Data:
The following table reflects certain key indicators indicative of the performance of the Navios
Holdings drybulk operations and its fleet performance for the three month periods ended June 30,
2011 and 2010.
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Three Month |
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Three Month |
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Six Month |
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Six Month |
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Period ended |
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Period ended |
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Period ended |
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Period ended |
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June 30, |
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June 30, |
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June 30, |
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June 30, |
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2011 |
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2010 |
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2011 |
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2010 |
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(Unaudited) |
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(Unaudited) |
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(Unaudited) |
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(Unaudited) |
Available Days
(1) |
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4,129 |
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3,915 |
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8,111 |
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8,108 |
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Operating Days
(2) |
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4,081 |
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3,904 |
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8,008 |
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8,088 |
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Fleet
Utilization (3) |
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98.8 |
% |
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99.7 |
% |
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98.7 |
% |
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99.8 |
% |
Equivalent
Vessels (4) |
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45 |
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43 |
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45 |
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45 |
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TCE (5) |
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$ |
23,681 |
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$ |
26,431 |
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$ |
24,143 |
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$ |
25,424 |
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(1) |
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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. |
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(2) |
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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. |
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(3) |
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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 |
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fleet utilization to measure a companys efficiency in finding suitable
employment for its vessels. |
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(4) |
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Equivalent Vessels, is defined as the total available days during a
relevant period divided by the number of days of this period. |
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(5) |
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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, 2011, at
8:30 am ET, at which time Navios Holdings senior management will provide highlights and commentary
on the financial results of the second quarter and six months ended June 30, 2011.
A supplemental slide presentation will be available on the Navios Holdings website at
www.navios.com under the Investors section at 7:45 am ET.
Conference Call details:
Call Date/Time: August 22, 2011, at 8:30 am ET
Call Title: Navios Holdings Q2 2011 Financial Results Conference Call
US Dial In: +1.877.480.3873
International Dial In: +1.404.665.9927
Conference ID: 8515 1892
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: +1.855.859.2056
International Replay Dial In: +1.404.537.3406
Conference ID: 8515 1892
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 Logistics is one of the largest logistics companies in the Hidrovia region of South America,
serving the storage and marine transportation needs of a diverse customer base of global petroleum,
agricultural and mining companies. Through port terminal, river barge and coastal cabotage
operations, the company is focused on providing its customers integrated transportation, storage
and related services. For more information about Navios Logistics please visit its website:
www.navios-logistics.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
dry bulk 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 BALANCE SHEETS
(Expressed in thousands of U.S. dollars except share data)
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
December 31, |
|
|
|
2011 |
|
|
2010 |
|
|
|
(unaudited) |
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
342,354 |
|
|
$ |
207,410 |
|
Restricted cash |
|
|
19,097 |
|
|
|
34,790 |
|
Accounts receivable, net |
|
|
94,359 |
|
|
|
70,388 |
|
Short-term derivative asset |
|
|
1,208 |
|
|
|
1,420 |
|
Due from affiliate companies |
|
|
30,208 |
|
|
|
2,603 |
|
Prepaid expenses and other current assets |
|
|
33,935 |
|
|
|
33,354 |
|
|
|
|
|
|
|
|
Total current assets |
|
|
521,161 |
|
|
|
349,965 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits for vessel acquisitions |
|
|
1,511 |
|
|
|
377,524 |
|
Vessels, port terminal and other fixed assets,
net |
|
|
1,768,416 |
|
|
|
2,249,677 |
|
Long-term derivative assets |
|
|
150 |
|
|
|
149 |
|
Restricted cash |
|
|
|
|
|
|
18,787 |
|
Other long-term assets |
|
|
62,611 |
|
|
|
60,132 |
|
Investments in affiliates |
|
|
118,594 |
|
|
|
18,695 |
|
Investments in available for sale securities |
|
|
102,963 |
|
|
|
99,078 |
|
Intangible assets other than goodwill |
|
|
255,240 |
|
|
|
327,703 |
|
Goodwill |
|
|
160,336 |
|
|
|
175,057 |
|
|
|
|
|
|
|
|
Total noncurrent assets |
|
|
2,469,821 |
|
|
|
3,326,802 |
|
|
|
|
|
|
|
|
Total assets |
|
$ |
2,990,982 |
|
|
$ |
3,676,767 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY |
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
44,570 |
|
|
$ |
49,496 |
|
Dividends payable |
|
|
6,100 |
|
|
|
7,214 |
|
Accrued expenses |
|
|
77,228 |
|
|
|
62,417 |
|
Deferred income and cash received in advance |
|
|
24,159 |
|
|
|
17,682 |
|
Short-term derivative liability |
|
|
|
|
|
|
245 |
|
Current portion of capital lease obligations |
|
|
16,341 |
|
|
|
1,252 |
|
Current portion of long-term debt |
|
|
58,613 |
|
|
|
63,297 |
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
227,011 |
|
|
|
201,603 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior and ship mortgage notes, net of discount |
|
|
945,257 |
|
|
|
1,093,787 |
|
Long-term debt, net of current portion |
|
|
500,992 |
|
|
|
918,826 |
|
Capital lease obligations, net of current
portion |
|
|
15,308 |
|
|
|
31,009 |
|
Unfavorable lease terms |
|
|
47,976 |
|
|
|
56,875 |
|
Other long-term liabilities and deferred income |
|
|
45,114 |
|
|
|
36,020 |
|
Deferred tax liability |
|
|
20,844 |
|
|
|
21,104 |
|
|
|
|
|
|
|
|
Total noncurrent liabilities |
|
|
1,575,491 |
|
|
|
2,157,621 |
|
|
|
|
|
|
|
|
Total liabilities |
|
|
1,802,502 |
|
|
|
2,359,224 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
December 31, |
|
|
|
2011 |
|
|
2010 |
|
|
|
(unaudited) |
|
|
|
|
Commitments and contingencies |
|
|
|
|
|
|
|
|
Stockholders equity
Preferred stock $0.0001 par value, authorized
1,000,000 shares, 8,479 issued and outstanding
as of June 30, 2011 and December 31, 2010. |
|
|
|
|
|
|
|
|
Common stock $0.0001 par value, authorized
250,000,000 shares, issued and outstanding
101,686,343 and 101,563,766 as of June 30, 2011
and December 31, 2010, respectively. |
|
|
10 |
|
|
|
10 |
|
Additional paid-in capital |
|
|
533,679 |
|
|
|
531,265 |
|
Accumulated other comprehensive income |
|
|
26,549 |
|
|
|
32,624 |
|
Retained earnings |
|
|
495,348 |
|
|
|
495,684 |
|
|
|
|
|
|
|
|
Total Navios Holdings stockholders equity |
|
|
1,055,586 |
|
|
|
1,059,583 |
|
Noncontrolling interest |
|
|
132,894 |
|
|
|
257,960 |
|
|
|
|
|
|
|
|
Total stockholdersequity |
|
|
1,188,480 |
|
|
|
1,317,543 |
|
|
|
|
|
|
|
|
Total liabilities and stockholdersequity |
|
$ |
2,990,982 |
|
|
$ |
3,676,767 |
|
|
|
|
|
|
|
|
NAVIOS MARITIME HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Expressed in thousands of U.S. dollars except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Month |
|
|
Three Month |
|
|
Six Month |
|
|
Six Month |
|
|
|
Period Ended |
|
|
Period Ended |
|
|
Period Ended |
|
|
Period Ended |
|
|
|
June 30, |
|
|
June 30, |
|
|
June 30, |
|
|
June 30, |
|
|
|
2011 |
|
|
2010 |
|
|
2011 |
|
|
2010 |
|
|
|
(unaudited) |
|
|
(unaudited) |
|
|
(unaudited) |
|
|
(unaudited) |
|
Revenue |
|
$ |
165,353 |
|
|
$ |
165,445 |
|
|
$ |
347,125 |
|
|
$ |
319,814 |
|
Time charter, voyage
and port terminal
expenses |
|
|
(62,598 |
) |
|
|
(72,230 |
) |
|
|
(121,712 |
) |
|
|
(148,731 |
) |
Direct vessel
expenses |
|
|
(31,657 |
) |
|
|
(21,109 |
) |
|
|
(65,675 |
) |
|
|
(41,153 |
) |
General and
administrative
expenses |
|
|
(13,911 |
) |
|
|
(11,351 |
) |
|
|
(26,685 |
) |
|
|
(23,544 |
) |
Depreciation and
amortization |
|
|
(24,397 |
) |
|
|
(22,366 |
) |
|
|
(57,718 |
) |
|
|
(47,307 |
) |
Interest
income/expense and
finance cost, net |
|
|
(25,133 |
) |
|
|
(20,982 |
) |
|
|
(54,570 |
) |
|
|
(42,391 |
) |
Gain/(loss) on
derivatives |
|
|
303 |
|
|
|
5,880 |
|
|
|
(82 |
) |
|
|
4,042 |
|
Gain on sale of
assets |
|
|
38,787 |
|
|
|
1,751 |
|
|
|
38,787 |
|
|
|
26,134 |
|
Gain/(loss) on
change in control |
|
|
|
|
|
|
17,742 |
|
|
|
(35,325 |
) |
|
|
17,742 |
|
Loss on bond
extinguishment |
|
|
|
|
|
|
|
|
|
|
(21,199 |
) |
|
|
|
|
Other expense, net |
|
|
(2,565 |
) |
|
|
(3,005 |
) |
|
|
(3,540 |
) |
|
|
(6,804 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income/(loss) before
equity in net
earnings of
affiliate companies |
|
|
44,182 |
|
|
|
39,775 |
|
|
|
(594 |
) |
|
|
57,802 |
|
Equity in net
earnings of
affiliated
companies |
|
|
7,731 |
|
|
|
8,172 |
|
|
|
14,746 |
|
|
|
19,756 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before taxes |
|
$ |
51,913 |
|
|
$ |
47,947 |
|
|
$ |
14,152 |
|
|
$ |
77,558 |
|
Income taxes |
|
|
(1,085 |
) |
|
|
133 |
|
|
|
(181 |
) |
|
|
901 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
50,828 |
|
|
|
48,080 |
|
|
|
13,971 |
|
|
|
78,459 |
|
Less: Net
loss/(income)
attributable to the
noncontrolling
interest |
|
|
22 |
|
|
|
(1,571 |
) |
|
|
(1,251 |
) |
|
|
(649 |
) |
Preferred stock
dividends of
subsidiary |
|
|
|
|
|
|
|
|
|
|
(27 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Month |
|
|
Three Month |
|
|
Six Month |
|
|
Six Month |
|
|
|
Period Ended |
|
|
Period Ended |
|
|
Period Ended |
|
|
Period Ended |
|
|
|
June 30, |
|
|
June 30, |
|
|
June 30, |
|
|
June 30, |
|
|
|
2011 |
|
|
2010 |
|
|
2011 |
|
|
2010 |
|
|
|
(unaudited) |
|
|
(unaudited) |
|
|
(unaudited) |
|
|
(unaudited) |
|
Add: Preferred stock
dividends
attributable to the
noncontrolling
interest |
|
|
|
|
|
|
|
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
attributable to
Navios Holdings
common stockholders |
|
$ |
50,850 |
|
|
$ |
46,509 |
|
|
$ |
12,705 |
|
|
$ |
77,810 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic net earnings
per share
attributable to
Navios Holdings
common stockholders |
|
$ |
0.50 |
|
|
$ |
0.46 |
|
|
$ |
0.12 |
|
|
$ |
0.76 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
number of shares,
basic |
|
|
100,949,505 |
|
|
|
100,470,187 |
|
|
|
100,901,279 |
|
|
|
100,447,992 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted net earnings
per share
attributable to
Navios Holdings
common stockholders |
|
$ |
0.46 |
|
|
$ |
0.41 |
|
|
$ |
0.12 |
|
|
$ |
0.69 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
number of shares,
diluted |
|
|
110,327,472 |
|
|
|
114,550,664 |
|
|
|
110,318,726 |
|
|
|
114,313,472 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NAVIOS MARITIME HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in thousands of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
Six Month |
|
|
Six Month |
|
|
|
Period |
|
|
Period |
|
|
|
Ended |
|
|
Ended |
|
|
|
June 30, |
|
|
June 30, |
|
|
|
2011 |
|
|
2010 |
|
|
|
(unaudited) |
|
|
(unaudited) |
|
OPERATING ACTIVITIES: |
|
|
|
|
|
|
|
|
Net income |
|
$ |
13,971 |
|
|
$ |
78,459 |
|
Adjustments to reconcile net income to net cash
provided by operating activities: |
|
|
|
|
|
|
|
|
Non cash adjustments |
|
|
72,812 |
|
|
|
19,050 |
|
Increase in operating assets |
|
|
(40,783 |
) |
|
|
(18,613 |
) |
Increase/(decrease) in operating liabilities |
|
|
32,142 |
|
|
|
(17,238 |
) |
Payments for drydock and special survey costs |
|
|
(4,990 |
) |
|
|
(6,729 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
|
73,152 |
|
|
|
54,929 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INVESTING ACTIVITIES: |
|
|
|
|
|
|
|
|
Consolidation of subsidiary, net of cash
assumed |
|
|
|
|
|
|
3,125 |
|
Deconsolidation of Navios Acquisition |
|
|
(72,425 |
) |
|
|
|
|
Decrease/(increase) in restricted cash for
asset acquisitions |
|
|
778 |
|
|
|
(67,250 |
) |
Acquisition of General Partner units |
|
|
(2,052 |
) |
|
|
(3,566 |
) |
Acquisition of vessels |
|
|
(56,059 |
) |
|
|
(69,808 |
) |
Deposits for vessel acquisitions |
|
|
(4,499 |
) |
|
|
(294,582 |
) |
Receipts from finance lease |
|
|
|
|
|
|
293 |
|
Proceeds from sale of assets |
|
|
120,000 |
|
|
|
303,832 |
|
Purchase of property and equipment |
|
|
(32,274 |
) |
|
|
(5,008 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in investing activities |
|
|
(46,531 |
) |
|
|
(132,964 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FINANCING ACTIVITIES: |
|
|
|
|
|
|
|
|
Proceeds from long-term loan, net of deferred
finance fees |
|
|
54,613 |
|
|
|
228,798 |
|
Repayment of long-term debt |
|
|
(165,847 |
) |
|
|
(86,717 |
) |
Repayment of Senior Notes |
|
|
(300,000 |
) |
|
|
|
|
Proceeds from issuance of Senior Notes, net of
deferred finance fees |
|
|
534,309 |
|
|
|
|
|
Dividends paid |
|
|
(14,182 |
) |
|
|
(13,482 |
) |
Issuance of common stock |
|
|
415 |
|
|
|
275 |
|
Payments of obligations under capital leases |
|
|
(612 |
) |
|
|
|
|
Increase in restricted cash |
|
|
(373 |
) |
|
|
(2,250 |
) |
Dividends to noncontrolling shareholders |
|
|
|
|
|
|
(470 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by financing activities |
|
|
108,323 |
|
|
|
126,154 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase in cash and cash equivalents |
|
|
134,944 |
|
|
|
48,119 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Month |
|
|
Six Month |
|
|
|
Period |
|
|
Period |
|
|
|
Ended |
|
|
Ended |
|
|
|
June 30, |
|
|
June 30, |
|
|
|
2011 |
|
|
2010 |
|
|
|
(unaudited) |
|
|
(unaudited) |
|
Cash and cash equivalents, beginning of period |
|
|
207,410 |
|
|
|
173,933 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, end of period |
|
$ |
342,354 |
|
|
$ |
222,052 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURES OF CASH FLOW
INFORMATION |
|
|
|
|
|
|
|
|
Cash paid for interest |
|
$ |
33,059 |
|
|
$ |
44,955 |
|
Cash paid for income taxes |
|
$ |
832 |
|
|
$ |
480 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash investing and financing activities |
|
|
|
|
|
|
|
|
For issuance of preferred stock in connection with
the acquisition of vessels |
|
$ |
|
|
|
$ |
12,201 |
|
Equity in net earnings of affiliated companies |
|
$ |
14,746 |
|
|
$ |
19,756 |
|
Dividends declared but not paid |
|
$ |
6,100 |
|
|
$ |
6,058 |
|
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
certain items as described under Financial Highlights. EBITDA and Adjusted EBITDA are non-GAAP
financial measure 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
accounting principles generally accepted 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, Navios Acquisition and Navios Logistics to satisfy its obligations including debt
service, capital expenditures, working capital requirements and payment of dividends. 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.
The following tables provide a reconciliation of EBITDA, in the case of Navios Holdings on a
consolidated basis, Navios Acquisition and Navios Logistics, and Adjusted EBITDA in the case of
Navios Holdings on a consolidated basis (as defined in the notes to the tables):
Navios Holdings Reconciliation of EBITDA and Adjusted EBITDA to Cash from Operations
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
June 30, |
|
Three Months Ended |
|
2011 |
|
|
2010 |
|
(in thousands of U.S. dollars) |
|
(unaudited) |
|
|
(unaudited) |
|
Net cash provided by operating activities |
|
$ |
18,219 |
|
|
$ |
29,215 |
|
Net increase in operating assets |
|
|
29,757 |
|
|
|
7,794 |
|
Net (increase)/decrease in operating liabilities |
|
|
(3,768 |
) |
|
|
12,300 |
|
Net interest cost |
|
|
25,133 |
|
|
|
20,982 |
|
Deferred finance charges |
|
|
(1,895 |
) |
|
|
(1,496 |
) |
Provision for gains/(losses) on accounts
receivable |
|
|
(112 |
) |
|
|
(1,372 |
) |
Unrealized loss on FFA derivatives, warrants and
interest rate swaps and expenses related to bond
extinguishment |
|
|
532 |
|
|
|
1,933 |
|
Earnings in affiliates, net of dividends received |
|
|
(4,099 |
) |
|
|
(1,353 |
) |
Payments for drydock and special survey |
|
|
1,114 |
|
|
|
5,066 |
|
Noncontrolling interest |
|
|
22 |
|
|
|
(1,571 |
) |
Gain on change in control |
|
|
|
|
|
|
17,742 |
|
Gain on sale of assets |
|
|
38,787 |
|
|
|
1,751 |
|
|
|
|
|
|
|
|
EBITDA |
|
$ |
103,690 |
|
|
$ |
90,991 |
|
Gain on sale of assets |
|
|
(38,787 |
) |
|
|
(1,751 |
) |
Gain on change in control |
|
|
|
|
|
|
(17,742 |
) |
|
|
|
|
|
|
|
Adjusted EBITDA |
|
$ |
64,903 |
|
|
$ |
71,498 |
|
|
|
|
|
|
|
|
Navios Acquisition Reconciliation of EBITDA to Cash from Operations
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
June 30, |
|
Three Months Ended |
|
2011 |
|
|
2010 |
|
(in thousands of U.S. dollars) |
|
(unaudited) |
|
|
(unaudited) |
|
Net cash provided by operating activities |
|
$ |
|
|
|
$ |
2,623 |
|
Net decrease in operating assets |
|
|
|
|
|
|
81 |
|
Net decrease in operating liabilities |
|
|
|
|
|
|
(2,845 |
) |
Net interest cost |
|
|
|
|
|
|
66 |
|
Noncontrolling interest |
|
|
|
|
|
|
62 |
|
|
|
|
|
|
|
|
EBITDA |
|
$ |
|
|
|
$ |
(13 |
) |
|
|
|
|
|
|
|
Navios Logistics EBITDA Reconciliation to Net Income
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
June 30, |
|
Three Months Ended |
|
2011 |
|
|
2010 |
|
(in thousands of U.S. dollars) |
|
(unaudited) |
|
|
(unaudited) |
|
Net (loss)/income attributable to Navios Logistics
shareholders |
|
$ |
(719 |
) |
|
$ |
3,648 |
|
Depreciation and amortization |
|
|
4,962 |
|
|
|
5,634 |
|
Amortization of deferred drydock costs |
|
|
150 |
|
|
|
90 |
|
Interest income/expense and finance cost, net |
|
|
5,105 |
|
|
|
1,132 |
|
Income taxes |
|
|
1,010 |
|
|
|
(202 |
) |
|
|
|
|
|
|
|
EBITDA |
|
$ |
10,508 |
|
|
$ |
10,302 |
|
|
|
|
|
|
|
|
Navios Holdings Reconciliation of EBITDA and Adjusted EBITDA to Cash from Operations
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
June 30, |
|
Six Months Ended |
|
2011 |
|
|
2010 |
|
(in thousands of U.S. dollars) |
|
(unaudited) |
|
|
(unaudited) |
|
Net cash provided by operating activities |
|
$ |
73,152 |
|
|
$ |
54,929 |
|
Net increase in operating assets |
|
|
40,783 |
|
|
|
18,613 |
|
Net (increase)/decrease in operating liabilities |
|
|
(32,142 |
) |
|
|
17,238 |
|
Net interest cost |
|
|
54,570 |
|
|
|
42,391 |
|
Deferred finance charges |
|
|
(3,226 |
) |
|
|
(3,110 |
) |
Provision for losses on accounts receivable |
|
|
3 |
|
|
|
(5,438 |
) |
Unrealized loss on FFA derivatives, warrants and
interest rate swaps and expenses related to bond
extinguishment |
|
|
(5,304 |
) |
|
|
(3,597 |
) |
Earnings in affiliates, net of dividends received |
|
|
(5,402 |
) |
|
|
(1,941 |
) |
Payments for drydock and special survey |
|
|
4,990 |
|
|
|
6,729 |
|
Noncontrolling interest |
|
|
(1,251 |
) |
|
|
(649 |
) |
Preferred stock dividends attributable to the
noncontrolling interest |
|
|
12 |
|
|
|
|
|
Preferred stock dividends of subsidiary |
|
|
(27 |
) |
|
|
|
|
(Loss)/gain on change in control |
|
|
(35,325 |
) |
|
|
17,742 |
|
Gain on sale of assets |
|
|
38,787 |
|
|
|
26,134 |
|
|
|
|
|
|
|
|
EBITDA |
|
$ |
129,620 |
|
|
$ |
169,041 |
|
Gain on sale of assets |
|
|
(38,787 |
) |
|
|
(26,134 |
) |
Loss on bond extinguishment |
|
|
21,199 |
|
|
|
|
|
Write-off due of unfavourable short term charter
contract |
|
|
|
|
|
|
4,022 |
|
(Loss)/gain on change in control |
|
|
35,325 |
|
|
|
(17,742 |
) |
|
|
|
|
|
|
|
Adjusted EBITDA |
|
$ |
147,357 |
|
|
$ |
129,187 |
|
|
|
|
|
|
|
|
Navios Acquisition Reconciliation of EBITDA to Cash from Operations
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
June 30, |
|
Six Months Ended |
|
2011 |
|
|
2010 |
|
(in thousands of U.S. dollars) |
|
(unaudited) |
|
|
(unaudited) |
|
Net cash provided by operating activities |
|
$ |
18,749 |
|
|
$ |
2,623 |
|
Net (decrease)/increase in operating assets |
|
|
(4,117 |
) |
|
|
81 |
|
Net increase in operating liabilities |
|
|
(6,613 |
) |
|
|
(2,845 |
) |
Net interest cost |
|
|
8,349 |
|
|
|
66 |
|
Deferred finance charges |
|
|
(318 |
) |
|
|
|
|
Earnings in affiliates, net of dividends received |
|
|
(1,300 |
) |
|
|
|
|
Noncontrolling interest |
|
|
188 |
|
|
|
62 |
|
|
|
|
|
|
|
|
EBITDA |
|
$ |
14,938 |
|
|
$ |
(13 |
) |
|
|
|
|
|
|
|
Navios Logistics EBITDA Reconciliation to Net Income
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
June 30, |
|
Six Months Ended |
|
2011 |
|
|
2010 |
|
(in thousands of U.S. dollars) |
|
(unaudited) |
|
|
(unaudited) |
|
Net income attributable to Navios Logistics
shareholders |
|
$ |
2,510 |
|
|
$ |
1,868 |
|
Depreciation and amortization |
|
|
11,078 |
|
|
|
11,342 |
|
Amortization of deferred drydock costs |
|
|
261 |
|
|
|
169 |
|
Interest income/expense and finance cost, net |
|
|
6,159 |
|
|
|
2,040 |
|
Income taxes |
|
|
33 |
|
|
|
(1,044 |
) |
|
|
|
|
|
|
|
EBITDA |
|
$ |
20,041 |
|
|
$ |
14,375 |
|
|
|
|
|
|
|
|
EXHIBIT II
Owned Vessels
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vessel Name |
|
Vessel Type |
|
Year Built |
|
Deadweight |
|
|
|
|
|
|
(in metric tons) |
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 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 Buena Ventura |
|
Capesize |
|
|
2010 |
|
|
|
179,132 |
|
Navios Etoile |
|
Capesize |
|
|
2010 |
|
|
|
179,234 |
|
Navios Bonheur |
|
Capesize |
|
|
2010 |
|
|
|
179,259 |
|
Navios Altamira |
|
Capesize |
|
|
2011 |
|
|
|
179,165 |
|
Navios Azimuth |
|
Capesize |
|
|
2011 |
|
|
|
179,169 |
|
Owned Vessels to be Delivered
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Delivery |
|
|
Vessel |
|
Type |
|
Date |
|
DWT |
Navios TBN |
|
Panamax |
|
|
04/2012 |
|
|
|
81,600 |
|
Options to Acquire Vessels
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Delivery |
|
|
Vessels |
|
Type |
|
Date |
|
DWT |
Navios TBN |
|
Panamax |
|
|
H2/2013 |
|
|
|
82,000 |
|
Navios TBN |
|
Panamax |
|
|
H2/2013 |
|
|
|
82,000 |
|
Navios TBN |
|
Panamax |
|
|
H1/2014 |
|
|
|
82,000 |
|
Navios TBN |
|
Panamax |
|
|
H1/2014 |
|
|
|
82,000 |
|
Long term Chartered-in Fleet in Operation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deadweight |
|
|
|
|
|
|
|
|
Year |
|
(in metric |
|
Purchase |
Vessel Name |
|
Vessel Type |
|
Built |
|
tons) |
|
Option(1) |
Navios Primavera |
|
Ultra Handymax |
|
|
2007 |
|
|
|
53,464 |
|
|
Yes |
Navios Armonia |
|
Ultra Handymax |
|
|
2008 |
|
|
|
55,100 |
|
|
No |
Navios Serenity |
|
Handysize |
|
|
2011 |
|
|
|
34,718 |
|
|
Yes |
Navios Orion |
|
Panamax |
|
|
2005 |
|
|
|
76,602 |
|
|
No |
Navios Titan |
|
Panamax |
|
|
2005 |
|
|
|
82,936 |
|
|
No |
Navios Altair |
|
Panamax |
|
|
2006 |
|
|
|
83,001 |
|
|
No |
Navios Esperanza |
|
Panamax |
|
|
2007 |
|
|
|
75,200 |
|
|
No |
Torm Antwerp |
|
Panamax |
|
|
2008 |
|
|
|
75,250 |
|
|
No |
Golden Heiwa |
|
Panamax |
|
|
2007 |
|
|
|
76,662 |
|
|
No |
King Ore |
|
Capesize |
|
|
2010 |
|
|
|
176,800 |
|
|
No |
Beaufiks |
|
Capesize |
|
|
2004 |
|
|
|
180,181 |
|
|
Yes |
Phoenix Beauty |
|
Capesize |
|
|
2010 |
|
|
|
169,150 |
|
|
No |
Rubena N |
|
Capesize |
|
|
2006 |
|
|
|
203,233 |
|
|
No |
Formosabulk Brave |
|
Capesize |
|
|
2001 |
|
|
|
170,000 |
|
|
No |
SC Lotta |
|
Capesize |
|
|
2009 |
|
|
|
170,500 |
|
|
No |
Long-term Chartered-in Fleet to be Delivered
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Delivery |
|
Purchase |
|
Deadweight (in |
Vessels |
|
Vessel Type |
|
Date |
|
Option |
|
metric tons) |
Navios TBN |
|
Handysize |
|
|
09/2012 |
|
|
Yes(2) |
|
|
34,718 |
|
Navios Koyo |
|
Capesize |
|
|
12/2011 |
|
|
Yes |
|
|
181,000 |
|
Kleimar TBN |
|
Capesize |
|
|
07/2012 |
|
|
Yes |
|
|
180,000 |
|
Navios TBN |
|
Capesize |
|
|
12/2013 |
|
|
Yes |
|
|
180,000 |
|
Navios TBN |
|
Ultra Handymax |
|
|
02/2012 |
|
|
Yes |
|
|
61,000 |
|
Navios TBN |
|
Ultra Handymax |
|
|
05/2013 |
|
|
Yes |
|
|
61,000 |
|
Navios TBN |
|
Ultra Handymax |
|
|
10/2013 |
|
|
Yes |
|
|
61,000 |
|
Navios Marco Polo |
|
Panamax |
|
|
12/2011 |
|
|
Yes |
|
|
80,000 |
|
Navios TBN |
|
Panamax |
|
|
01/2013 |
|
|
Yes |
|
|
82,100 |
|
Navios TBN |
|
Panamax |
|
|
07/2013 |
|
|
Yes(2) |
|
|
80,500 |
|
Navios TBN |
|
Panamax |
|
|
09/2013 |
|
|
Yes(2) |
|
|
80,500 |
|
Navios TBN |
|
Panamax |
|
|
11/2013 |
|
|
Yes(2) |
|
|
80,500 |
|
|
|
|
(1) |
|
Generally, Navios Holdings may exercise its purchase option after three
to five years of service. |
|
|
|
(2) |
|
The initial 50% purchase option on each vessel is held by Navios
Holdings. |
Contacts:
Investor Relations
Navios Maritime Holdings Inc.
+1.212.906.8643
investors@navios.com