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: November 24, 2015
Commission File No. 001-33311
NAVIOS MARITIME HOLDINGS INC.
7 Avenue de Grande Bretagne, Office 11B2
Monte Carlo, MC 98000 Monaco
(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 November 23, 2015, Navios Maritime Holdings Inc. (“Navios Holdings”) issued a press release announcing the operational and financial results for the three and nine months ended September 30, 2015. 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.
| NAVIOS MARITIME HOLDINGS INC. | ||
| By: | /s/ Angeliki Frangou | |
| Angeliki Frangou | ||
| Chief Executive Officer | ||
| Date: November 24, 2015 | ||
EXHIBIT INDEX
| Exhibit No. |
Exhibit | |
| 99.1 | Press release, dated November 23, 2015 | |
Exhibit 99.1
Navios Maritime Holdings Inc. Reports Financial Results for the Third Quarter and Nine Months Ended September 30, 2015
MONACO—(Marketwired – November 23, 2015) - Navios Maritime Holdings Inc. (NYSE: NM)
| • | $131.0 million revenue for Q3 2015 |
| • | Strong balance sheet - $174.5 million of cash |
| • | Diversified investment vehicle – Significant investment in two public companies |
| • | Positioned to weather difficult market through |
| • | Low operating expenses - significantly below industry average |
| • | Flexible chartering strategy |
| • | Strong balance sheet |
| • | Return of Capital – up to $25.0 million share repurchase program. |
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 third quarter and nine months ended September 30, 2015.
Angeliki Frangou, Chairman and Chief Executive Officer, stated, “We have experienced an extended period of weakness that is virtually unprecedented in our history, with the BDI average this year lower than at any time since 1986. As a result, we have adjusted our return of capital to our shareholders by initiating a share repurchase program and suspending our dividend payment. The share repurchase program entails a $25.0 million purchasing authority over a two-year period. The annual net savings will provide additional balance sheet strength and the opportunity to reinvest funds accretively.”
Angeliki Frangou continued, “The decision to suspend dividends was a difficult one, as we have paid a dividend for 39 consecutive quarters. Senior management owns about 30% of the Company, so we are intimately aware of the consequences of our action, but feel that reducing our capital commitment and opportunistically redeploying cash toward our share repurchase program will be in our best long-term interests.”
HIGHLIGHTS — RECENT DEVELOPMENTS
Return of capital
Navios Holdings’ consistently returned capital through its dividend program to its shareholders since August of 2005. A shareholder who held the shares since then would have received a total of approximately $2.59 per share. The prolonged weakness in the dry bulk industry has caused the Board to adopt a more flexible return of capital policy by initiating a share repurchase program and suspending the payment of dividends.
Share repurchase program
Navios Holdings intends to return additional capital to shareholders through an up to $25.0 million share repurchase program that is effective for the period ending December 31, 2017. Any purchases of shares will be made from time to time in open market transactions at prevailing market prices or in privately negotiated transactions. The timing and amount of purchases will be determined by management based upon our results of operation and financial condition and capital resources and liquidity, market conditions restrictions under our credit agreements and indentures and other factors and may be made pursuant to a program adopted under Rule 10b5-1 under the Securities Exchange Act. There is no minimum purchase amount or specific number of shares the Company has committed to buy, and the program may be suspended or reinstated at any time at Navios Holdings’ discretion and without notice.
Navios Maritime Partners L.P. (“Navios Partners”)
On November 13, 2015, Navios Holdings received $3.6 million from Navios Partners representing the cash distribution for the third quarter of 2015.
Time Charter Coverage
Navios Holdings controls a fleet of 65 vessels totaling 6.7 million dwt, of which 40 are owned and 25 are chartered-in under long-term charters (collectively, the “Core Fleet”). Navios Holdings currently operates 59 vessels (19 Capesize, 19 Panamax, 19 Ultra Handymax and two Handysize vessels) totaling 6.0 million dwt. The current average age of the operating fleet is 7.7 years. Additionally, Navios Holdings has (i) four newbuilding charter-in vessels expected to be delivered at various dates through 2016; and (ii) two newbuilding owned vessels which are expected to be delivered in the first quarter of 2016.
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As of November 9, 2015, Navios Holdings has chartered-out 97.8% and 42.4% of available days for 2015 and 2016, respectively (including index-linked charters), which are expected to generate $151.1 million and $71.6 million in revenue, respectively. The average daily charter-out rate for the Core Fleet is $8,402 and $11,917 for 2015 and 2016, respectively. The average daily charter-in rate for the active long-term charter-in vessels for 2015 is $13,230.
The above figures do not include the fleet of Navios Logistics and vessels servicing contracts of affreightment.
Exhibit II provides certain details of the Core Fleet of Navios Holdings. It does not include the fleet of Navios Logistics.
Earnings Highlights
As of September 30, 2015:
| • | Net Debt to Total Book Capitalization of 53.5% |
| • | Cash of $174.5 million |
EBITDA, Adjusted EBITDA, Adjusted Net Loss and Adjusted Basic Loss per Share are non-U.S. GAAP financial measures and should not be used in isolation or as substitution for Navios Holdings’ results calculated in accordance with U.S. GAAP.
See Exhibit I under the heading, “Disclosure of Non-GAAP Financial Measures,” for a discussion of Adjusted EBITDA of Navios Holdings (including Navios Logistics), and Navios Logistics (on a stand-alone basis), and a reconciliation of such measures to the most comparable measures calculated under U.S. GAAP.
Third Quarter 2015 and 2014 Results (in thousands of U.S. dollars, except per share data and unless otherwise stated):
The third quarter 2015 and 2014 information presented below was derived from the unaudited condensed consolidated financial statements for the respective periods.
| Three Month Period | Three Month Period | |||||||
| Ended | Ended | |||||||
| September 30, | September 30, | |||||||
| 2015 | 2014 | |||||||
| (unaudited) | (unaudited) | |||||||
| Revenue |
$ | 130,955 | $ | 152,592 | ||||
| EBITDA |
$ | 37,755 | $ | 42,414 | ||||
| Adjusted EBITDA (*) |
$ | 39,538 | $ | 42,414 | ||||
| Net Loss |
$ | (22,061 | ) | $ | (16,595 | ) | ||
| Adjusted Net Loss (*) |
$ | (20,278 | ) | $ | (16,595 | ) | ||
| Basic Loss per Share |
$ | (0.25 | ) | $ | (0.20 | ) | ||
| Adjusted Basic Loss per share (*) |
$ | (0.23 | ) | $ | (0.20 | ) | ||
| (*) | Adjusted EBITDA, Adjusted Net Loss and Adjusted Basic Loss per Share for the three months ended September 30, 2015 have been adjusted to exclude a $1.8 million non-cash loss on available-for-sale securities. |
Revenue from drybulk vessel operations for the three months ended September 30, 2015 was $63.6 million as compared to $73.5 million for the same period during 2014. The decrease in drybulk revenue was mainly attributable to a decrease in the time charter equivalent (“TCE”) rate per day by 25.8% to $8,570 per day in the third quarter of 2015, as compared to $11,550 per day in the same period of 2014. This decrease was partially mitigated by a net increase in available days of our fleet by 796 days.
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Revenue from the logistics business was $67.3 million for the three months ended September 30, 2015 as compared to $79.1 million for the same period of 2014. This decrease was mainly attributable to the decrease in sales of products in the liquid terminal.
Adjusted EBITDA of Navios Holdings for the three months ended September 30, 2015 decreased by $2.9 million to $39.5 million as compared to $42.4 million for the same period of 2014. The $2.9 million decrease in Adjusted EBITDA was primarily due to (i) a $21.6 million decrease in revenue; (ii) a $2.5 million increase in other expense, net; and (iii) a $2.8 million increase in net income attributable to the noncontrolling interest. This decrease of $26.9 million was mitigated by (i) a $9.1 million decrease in time charter, voyage and logistics business expenses; (ii) a $1.2 million decrease in general and administrative expenses (excluding share-based compensation expenses); (iii) a $11.7 million increase in equity in net earnings from affiliated companies; and (iv) a $2.0 million decrease in direct vessel expenses (excluding the amortization of deferred drydock and special survey costs).
Adjusted EBITDA of Navios Logistics was $26.2 million for the three month period ended September 30, 2015 as compared to $18.1 million for the same period in 2014.
Adjusted Net Loss of Navios Holdings for the three months ended September 30, 2015 was $20.3 million as compared to $16.6 million for the same period of 2014. The $3.7 million increase in Adjusted Net Loss was mainly due to (i) a $2.9 million decrease in Adjusted EBITDA; (ii) a $0.6 million increase in depreciation and amortization; and (iii) an increase in income tax expense of $1.0 million. This increase in Adjusted Net Loss was partially mitigated by (i) a decrease in interest expense and finance cost, net of $0.4 million; (ii) a decrease in share-based compensation expense of $0.3 million; and (iii) a $0.1 million decrease in amortization for deferred drydock and special survey costs.
Nine Months Ended September 30, 2015 and 2014 Results (in thousands of U.S. dollars, except per share data and unless otherwise stated):
The information for the nine month period ended September 30, 2015 and 2014 presented below was derived from the unaudited condensed consolidated financial statements for the respective periods.
| Nine Month Period Ended September 30, 2015 |
Nine Month Period Ended September 30, 2014 |
|||||||
| (unaudited) | (unaudited) | |||||||
| Revenue |
$ | 369,074 | $ | 420,191 | ||||
| EBITDA |
$ | 96,701 | $ | 124,675 | ||||
| Adjusted EBITDA (*) |
$ | 98,484 | $ | 153,640 | ||||
| Net Loss |
$ | (73,552 | ) | $ | (51,222 | ) | ||
| Adjusted Net Loss (*) |
$ | (71,769 | ) | $ | (22,257 | ) | ||
| Basic Loss per Share |
$ | (0.81 | ) | $ | (0.56 | ) | ||
| Adjusted Basic Loss per Share (*) |
$ | (0.80 | ) | $ | (0.28 | ) | ||
| (*) | Adjusted EBITDA, Adjusted Net Loss and Adjusted Basic Loss per Share for the nine months ended September 30, 2015 have been adjusted to exclude a $1.8 million non-cash loss on available-for-sale securities. Adjusted EBITDA, Adjusted Net Loss and Adjusted Basic Loss per Share for the nine months ended September 30, 2014 have been adjusted to exclude (i) $17.4 million portion of loss on Navios Logistics’ bond extinguishment; and (ii) $11.5 million non-cash loss on available-for-sale securities. |
Revenue from drybulk vessel operations for the nine months ended September 30, 2015 was $170.4 million as compared to $225.5 million for the same period during 2014. The decrease in drybulk revenue was mainly attributable
3
to a decrease in the TCE rate per day by 35.7% to $7,776 per day in the nine month period ended September 30, 2015, as compared to $12,084 per day in the same period of 2014. This decrease was partially mitigated by a net increase in available days of our fleet by 1,423 days.
Revenue from the logistics business was $198.6 million for the nine months ended September 30, 2015 as compared to $194.7 million for the same period of 2014. This increase was mainly attributable to (i) an increase in products transported and rates charged in the dry port terminal; and (ii) an increase in the cabotage fleet’s operating days. This increase was partially mitigated by a decrease in the volume of liquid cargo transported in the barge business.
Adjusted EBITDA of Navios Holdings for the nine month period ended September 30, 2015 decreased by $55.1 million to $98.5 million as compared to $153.6 million for the same period of 2014. The $55.1 million decrease in Adjusted EBITDA was primarily due to (i) a $51.1 million decrease in revenue; (ii) a $4.0 million increase in time charter, voyage and logistics business expenses; (iii) a $1.8 million increase in direct vessel expenses (excluding the amortization of deferred drydock and special survey costs); (iv) a $13.9 million increase in other expense, net; and (v) a $4.2 million increase in net income attributable to the noncontrolling interest. This overall decrease of $75.0 million was partially mitigated by (i) a $5.8 million decrease in general and administrative expenses (excluding share-based compensation expenses); and (ii) a $14.1 million increase in equity in net earnings from affiliated companies.
Adjusted EBITDA of Navios Logistics was $64.5 million for the nine month period ended September 30, 2015 as compared to $53.5 million (adjusted for the $27.3 million loss on bond extinguishment) for the same period in 2014.
Adjusted Net Loss of Navios Holdings for the nine months ended September 30, 2015 was $71.8 million as compared to $22.3 million for the same period of 2014. The $49.5 million increase in Adjusted Net Loss was mainly due to (i) a decrease in Adjusted EBITDA of $55.1 million; and (ii) an increase of $0.5 million in amortization for deferred drydock and special survey costs. This increase in Adjusted Net Loss was partially mitigated by (i) a decrease in interest expense and finance cost, net of $1.1 million; (ii) a decrease in depreciation and amortization of $2.2 million; (iii) an increase in income tax benefit of $2.0 million; and (iv) a decrease of $0.8 million in share-based compensation expense.
Fleet Summary Data:
The following table reflects certain key indicators indicative of the performance of the Navios Holdings’ dry bulk operations (excluding the Navios Logistics fleet) and its fleet performance for the three and nine month periods ended September 30, 2015 and 2014, respectively.
| Three Month Period Ended September 30, 2015 |
Three Month Period Ended September 30, 2014 |
Nine Month Period Ended September 30, 2015 |
Nine Month Period Ended September 30, 2014 |
|||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
| Available Days (1) |
6,245 | 5,449 | 17,429 | 16,006 | ||||||||||||
| Operating Days (2) |
6,122 | 5,443 | 17,188 | 15,972 | ||||||||||||
| Fleet Utilization (3) |
98.0 | % | 99.9 | % | 98.6 | % | 99.8 | % | ||||||||
| Equivalent Vessels (4) |
68 | 59 | 64 | 59 | ||||||||||||
| TCE (5) |
$ | 8,570 | $ | 11,550 | $ | 7,776 | $ | 12,084 | ||||||||
| (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
| (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, November 23, 2015, at 8:30 am ET, at which time Navios Holdings’ senior management will provide highlights and commentary on earnings results for the third quarter and nine months ended September 30, 2015.
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: Monday, November 23, 2015, at 8:30 am ET
Call Title: Navios Holdings Inc. Q3 2015 Financial Results Conference Call
US Dial In: +1.877.480.3873
International Dial In: +1.404.665.9927
Conference ID: 5673 8586
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: 5673 8586
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 dry bulk 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.navios-logistics.com.
About Navios Maritime Partners L.P.
Navios Partners (NYSE: NMM) is a publicly traded master limited partnership which owns and operates container and dry cargo vessels. For more information, please visit our website at www.navios-mlp.com.
5
About Navios Maritime Acquisition Corporation
Navios Acquisition (NYSE: NNA) is an owner and operator of tanker vessels focusing on the transportation of petroleum products (clean and dirty) and bulk liquid chemicals. For more information about Navios Acquisition, please visit its website: www.navios-acquisition.com.
About Navios Maritime Midstream Partners L.P.
Navios Maritime Midstream Partners L.P. is a publicly traded master limited partnership which owns and operates crude oil tankers under long-term employment contracts. For more information, please visit our website at www.navios-midstream.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 expectations, including with respect to Navios Holdings’ share repurchases and future dividends, and Navios Holdings’ growth strategy and measures to implement such strategy. 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 at the time made, 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 charter demand and/or charter rates; production or the demand for the types of dry bulk products that are transported by Navios Holdings’ vessels, the aging of our fleet and resultant increases in operations costs, the loss of any customer or charter or vessel, changes in the availability and costs of funding due to conditions in the bank market, capital markets and other factors, increases in costs and expenses, including but not limited to changes in crew salaries, insurances, provisions, repairs, maintenance, overhead expenses, general and administrative expenses and changes in interest costs, the expected cost of, and our ability to comply with, governmental regulations and maritime self-regulatory organization standards, as well as standard regulations imposed by our charterers applicable to our business, general domestic and international political conditions, competition 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.
Contact:
Navios Maritime Holdings Inc.
+1.212.906.8643
investors@navios.com
6
EXHIBIT I
NAVIOS MARITIME HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Expressed in thousands of U.S. dollars — except share and per share data)
| Three Month Period Ended September 30, 2015 |
Three Month Period Ended September 30, 2014 |
Nine Month Period Ended September 30, 2015 |
Nine Month Period Ended September 30, 2014 |
|||||||||||||
| (unaudited) | (unaudited) | (unaudited) | (unaudited) | |||||||||||||
| Revenue |
$ | 130,955 | $ | 152,592 | $ | 369,074 | $ | 420,191 | ||||||||
| Administrative fee revenue from affiliates |
4,142 | 3,631 | 11,946 | 10,512 | ||||||||||||
| Time charter, voyage and logistics business expenses |
(63,386 | ) | (72,506 | ) | (191,176 | ) | (187,198 | ) | ||||||||
| Direct vessel expenses (1) |
(33,751 | ) | (35,785 | ) | (100,316 | ) | (97,953 | ) | ||||||||
| General and administrative expenses incurred on behalf of affiliates |
(4,142 | ) | (3,631 | ) | (11,946 | ) | (10,512 | ) | ||||||||
| General and administrative expenses (2) |
(6,303 | ) | (7,784 | ) | (21,782 | ) | (28,382 | ) | ||||||||
| Depreciation and amortization |
(27,356 | ) | (26,798 | ) | (76,040 | ) | (78,300 | ) | ||||||||
| Interest expense and finance cost, net |
(27,534 | ) | (27,940 | ) | (83,410 | ) | (84,507 | ) | ||||||||
| Loss on bond extinguishment |
— | — | — | (27,281 | ) | |||||||||||
| Other (expense)/income, net |
(6,709 | ) | (2,392 | ) | (11,944 | ) | (7,807 | ) | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Loss before equity in net earnings of affiliated companies |
(34,084 | ) | (20,613 | ) | (115,594 | ) | (91,237 | ) | ||||||||
| Equity in net earnings of affiliated companies |
16,828 | 5,094 | 48,708 | 34,591 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Loss before taxes |
$ | (17,256 | ) | $ | (15,519 | ) | $ | (66,886 | ) | $ | (56,646 | ) | ||||
| Income tax (expense) / benefit |
(955 | ) | 35 | 888 | (1,101 | ) | ||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Net loss |
(18,211 | ) | (15,484 | ) | (65,998 | ) | (57,747 | ) | ||||||||
| Less: Net (income)/loss attributable to the noncontrolling interest |
(3,850 | ) | (1,111 | ) | (7,554 | ) | 6,525 | |||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Net loss attributable to Navios Holdings common stockholders |
$ | (22,061 | ) | $ | (16,595 | ) | $ | (73,552 | ) | $ | (51,222 | ) | ||||
|
|
|
|
|
|
|
|
|
|||||||||
| Loss attributable to Navios Holdings common stockholders, basic and diluted |
$ | (26,115 | ) | $ | (20,506 | ) | $ | (85,772 | ) | $ | (57,933 | ) | ||||
|
|
|
|
|
|
|
|
|
|||||||||
| Basic and diluted net losses per share attributable to Navios Holdings common stockholders |
$ | (0.25 | ) | $ | (0.20 | ) | $ | (0.81 | ) | $ | (0.56 | ) | ||||
|
|
|
|
|
|
|
|
|
|||||||||
| Weighted average number of shares, basic and diluted |
106,409,052 | 103,798,829 | 105,641,650 | 103,082,480 | ||||||||||||
| (1) | Includes expenses of Navios Logistics of $21.4 million, $22.8 million, $62.3 million and $58.4 million for the three months ended September 30, 2015 and 2014 and nine months ended September 30, 2015 and 2014, respectively. |
| (2) | Includes expenses of Navios Logistics of $3.1 million, $3.8 million, $10.6 million and $10.5 million for the three months ended September 30, 2015 and 2014 and nine months ended September 30, 2015 and 2014, respectively. |
7
NAVIOS MARITIME HOLDINGS INC.
Other Financial Data
| September 30, 2015 |
December 31, 2014 |
|||||||
| (unaudited) | (unaudited) | |||||||
| ASSETS |
||||||||
| Cash and cash equivalents |
$ | 173,360 | $ | 247,556 | ||||
| Restricted cash |
1,131 | 2,564 | ||||||
| Other current assets |
140,830 | 167,011 | ||||||
| Deposits for vessel acquisitions |
63,223 | 45,365 | ||||||
| Vessels, port terminal and other fixed assets, net |
1,847,285 | 1,911,143 | ||||||
| Other noncurrent assets |
439,970 | 404,230 | ||||||
| Goodwill and other intangibles |
336,292 | 349,828 | ||||||
|
|
|
|
|
|||||
| Total assets |
$ | 3,002,091 | $ | 3,127,697 | ||||
|
|
|
|
|
|||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY |
||||||||
| Current liabilities, including current portion of long-term debt, net |
201,135 | 198,334 | ||||||
| Senior and ship mortgage notes, net |
1,349,943 | 1,347,316 | ||||||
| Long-term debt, net |
222,065 | 242,291 | ||||||
| Other noncurrent liabilities |
58,476 | 73,246 | ||||||
| Total stockholders’ equity |
1,170,472 | 1,266,510 | ||||||
|
|
|
|
|
|||||
| Total liabilities and stockholders’ equity |
$ | 3,002,091 | $ | 3,127,697 | ||||
|
|
|
|
|
|||||
| Nine Month Period Ended September 30, 2015 |
Nine Month Period Ended September 30, 2014 |
|||||||
| (unaudited) | (unaudited) | |||||||
| Net cash provided by operating activities |
$ | 22,378 | $ | 33,775 | ||||
| Net cash used in investing activities |
$ | (27,624 | ) | $ | (165,908 | ) | ||
| Net cash (used in)/ provided by financing activities |
$ | (68,950 | ) | $ | 234,394 | |||
8
Disclosure of Non-GAAP Financial Measures
EBITDA represents net income/ (loss) attributable to Navios Holdings’ common stockholders before interest and finance costs, before depreciation and amortization, before income taxes and before stock-based compensation, if any, unless otherwise stated. Adjusted EBITDA represents EBITDA, excluding certain items as described under “Earnings Highlights”. EBITDA and Adjusted EBITDA are “non-GAAP financial measures” and should not be considered substitutes for net income/(loss), 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. Navios Holdings believes that EBITDA and Adjusted EBITDA are a basis upon which liquidity can be assessed.
EBITDA and Adjusted EBITDA are presented to provide additional information with respect to the ability of Navios Holdings to satisfy its respective obligations, including debt service, capital expenditures, working capital requirements and pay dividends. While EBITDA and Adjusted EBITDA are frequently used as measures of operating results and the ability to meet debt service requirements, the definitions of EBITDA and Adjusted EBITDA used here may not be comparable to those used by other companies due to differences in methods of calculation.
Navios Logistics EBITDA and Adjusted EBITDA are used to measure the company’s operating performance.
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The following tables provide a reconciliation of Adjusted EBITDA of Navios Holdings (including Navios Logistics) and Adjusted EBITDA of Navios Logistics on a stand-alone basis:
Navios Holdings Reconciliation of Adjusted EBITDA to Cash from Operations
| Three Months Ended | September 30, 2015 |
September 30, 2014 |
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| (in thousands of U.S. dollars) | (unaudited) | (unaudited) | ||||||
| Net cash provided/ (used in) by operating activities |
$ | 20,639 | $ | (6,717 | ) | |||
| Net increase/ (decrease) in operating assets |
30,837 | (2,841 | ) | |||||
| Net (increase)/ decrease in operating liabilities |
(45,771 | ) | 26,189 | |||||
| Net interest cost |
27,534 | 27,940 | ||||||
| Deferred finance charges |
(1,135 | ) | (943 | ) | ||||
| Provision for losses on accounts receivable |
(95 | ) | (377 | ) | ||||
| Equity in affiliates, net of dividends received |
7,512 | (2,693 | ) | |||||
| Payments for drydock and special survey |
3,867 | 2,967 | ||||||
| Noncontrolling interest |
(3,850 | ) | (1,111 | ) | ||||
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| Adjusted EBITDA |
$ | 39,538 | $ | 42,414 | ||||
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Navios Logistics Adjusted EBITDA Reconciliation to Net Income
| Three Months Ended | September 30, 2015 |
September 30, 2014 |
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| (in thousands of U.S. dollars) | (unaudited) | (unaudited) | ||||||
| Net income |
$ | 10,642 | $ | 3,072 | ||||
| Depreciation and amortization |
6,486 | 6,652 | ||||||
| Amortization of deferred drydock and special survey costs |
1,656 | 1,696 | ||||||
| Interest expense and finance cost, net |
6,521 | 6,836 | ||||||
| Income tax expense/ (benefit) |
880 | (129 | ) | |||||
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| Adjusted EBITDA |
$ | 26,185 | $ | 18,127 | ||||
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Navios Holdings Reconciliation of Adjusted EBITDA to Cash from Operations
| September 30, | September 30, | |||||||
| Nine Months Ended | 2015 | 2014 | ||||||
| (in thousands of U.S. dollars) | (unaudited) | (unaudited) | ||||||
| Net cash provided by operating activities |
$ | 22,378 | $ | 33,775 | ||||
| Net (decrease)/ increase in operating assets |
(28,671 | ) | 26,506 | |||||
| Net increase in operating liabilities |
(9,142 | ) | (21,739 | ) | ||||
| Net interest cost |
83,410 | 84,507 | ||||||
| Deferred finance charges |
(3,290 | ) | (2,679 | ) | ||||
| Expenses related to Navios Logistics bond extinguishment |
— | (4,786 | ) | |||||
| Provision for losses on accounts receivable |
(104 | ) | (866 | ) | ||||
| Equity in affiliates, net of dividends received |
21,674 | 7,291 | ||||||
| Payments for drydock and special survey |
19,783 | 7,694 | ||||||
| Noncontrolling interest |
(7,554 | ) | 6,525 | |||||
| Portion of loss on Navios Logistics bond extinguishment |
— | 17,412 | ||||||
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| Adjusted EBITDA |
$ | 98,484 | $ | 153,640 | ||||
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Navios Logistics Adjusted EBITDA Reconciliation to Net Income/ (Loss)
| September 30, | September 30, | |||||||
| Nine Months Ended | 2015 | 2014 | ||||||
| (in thousands of U.S. dollars) | (unaudited) | (unaudited) | ||||||
| Net income/ (loss) |
$ | 20,880 | $ | (18,540 | ) | |||
| Depreciation and amortization |
19,544 | 18,701 | ||||||
| Amortization of deferred drydock and special survey costs |
5,119 | 4,246 | ||||||
| Interest expense and finance cost, net |
20,069 | 20,999 | ||||||
| Income tax (benefit)/ expense |
(1,105 | ) | 829 | |||||
| Loss on bond extinguishment |
— | 27,281 | ||||||
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| Adjusted EBITDA |
$ | 64,507 | $ | 53,516 | ||||
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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 Horizon |
Ultra Handymax | 2001 | 50,346 | |||
| Navios Herakles |
Ultra Handymax | 2001 | 52,061 | |||
| Navios Achilles |
Ultra Handymax | 2001 | 52,063 | |||
| Navios Vector |
Ultra Handymax | 2002 | 50,296 | |||
| 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 Astra |
Ultra Handymax | 2006 | 53,468 | |||
| Navios Ulysses |
Ultra Handymax | 2007 | 55,728 | |||
| Navios Celestial |
Ultra Handymax | 2009 | 58,063 | |||
| Navios Vega |
Ultra Handymax | 2009 | 58,792 | |||
| Navios Magellan |
Panamax | 2000 | 74,333 | |||
| Navios Star |
Panamax | 2002 | 76,662 | |||
| Navios Northern Star |
Panamax | 2005 | 75,395 | |||
| Navios Amitie |
Panamax | 2005 | 75,395 | |||
| Navios Taurus |
Panamax | 2005 | 76,596 | |||
| Navios Asteriks |
Panamax | 2005 | 76,801 | |||
| Navios Galileo |
Panamax | 2006 | 76,596 | |||
| N Amalthia |
Panamax | 2006 | 75,318 | |||
| N Bonanza |
Panamax | 2006 | 76,596 | |||
| Navios Avior |
Panamax | 2012 | 81,355 | |||
| Navios Centaurus |
Panamax | 2012 | 81,472 | |||
| Navios Stellar |
Capesize | 2009 | 169,001 | |||
| Navios Bonavis |
Capesize | 2009 | 180,022 | |||
| Navios Happiness |
Capesize | 2009 | 180,022 | |||
| Navios Phoenix |
Capesize | 2009 | 180,242 | |||
| Navios Lumen |
Capesize | 2009 | 180,661 | |||
| 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 | |||
| Navios Ray |
Capesize | 2012 | 179,515 | |||
| Navios Gem |
Capesize | 2014 | 181,336 |
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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 Oriana |
Ultra Handymax | 2012 | 61,442 | Yes | ||||
| Navios Mercury |
Ultra Handymax | 2013 | 61,393 | Yes | ||||
| Navios Venus |
Ultra Handymax | 2015 | 61,339 | Yes | ||||
| Navios Libra II |
Panamax | 1995 | 70,136 | No | ||||
| Golden Heiwa |
Panamax | 2007 | 76,662 | No | ||||
| Navios Aldebaran |
Panamax | 2008 | 76,500 | Yes | ||||
| Navios Marco Polo |
Panamax | 2011 | 80,647 | Yes | ||||
| Navios Southern Star |
Panamax | 2013 | 82,224 | Yes | ||||
| Sea Victory |
Panamax | 2014 | 77,095 | Yes | ||||
| Navios Sky |
Panamax | 2015 | 82,056 | Yes | ||||
| Navios Amber |
Panamax | 2015 | 80,994 | Yes | ||||
| Beaufiks |
Capesize | 2004 | 180,310 | Yes | ||||
| Rubena N |
Capesize | 2006 | 203,233 | No | ||||
| King Ore |
Capesize | 2010 | 176,800 | No | ||||
| Navios Koyo |
Capesize | 2011 | 181,415 | Yes | ||||
| Navios Obeliks |
Capesize | 2012 | 181,415 | Yes | ||||
| Dream Canary |
Capesize | 2015 | 180,528 | Yes | ||||
| Dream Coral |
Capesize | 2015 | 181,249 | Yes |
Owned Fleet to be Delivered
| Vessels |
Vessel Type |
Delivery Date |
Deadweight (in metric tons) | |||
| Navios Sphera |
Panamax | Q1 2016 | 84,000 | |||
| Navios Mars |
Capesize | Q1 2016 | 180,600 |
Long-term Chartered-in Fleet to be Delivered
| Vessel | Delivery | Deadweight | Purchase | |||||
| Vessels |
Type |
Date |
(in metric tons) | Option | ||||
| Navios Felix |
Capesize | Q1 2016 | 180,000 | Yes | ||||
| Navios TBN |
Panamax | Q4 2016 | 81,000 | Yes | ||||
| Navios TBN |
Panamax | Q4 2016 | 81,000 | Yes | ||||
| Navios Coral |
Panamax | Q4 2016 | 84,000 | Yes |
| (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. |
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