- Net income
- $20.1 million for Q4; $0.13 per share
- $89.7 million for 2015; $0.57 per share
- Adjusted EBITDA
- 16.1% increase in Q4 to $53.0 million
- 39.2% increase in 2015 to $217.4 million
- Profit sharing
- $5.9 million for Q4
- $32.1 million for 2015
- Sale of Nave Lucida, MR2 product tanker
- $2.1 million book gain (13%)
- Quarterly dividend of $0.05 per share (10.5% current yield)
MONACO, Feb. 10, 2016 (GLOBE NEWSWIRE) -- Navios Maritime Acquisition Corporation (“Navios Acquisition”) (NYSE:NNA), an owner and operator of tanker vessels, reported its financial results today for the fourth quarter and the year ended December 31, 2015.
Angeliki Frangou, Chairman and Chief Executive Officer of Navios Acquisition stated, “Navios Acquisition reported net income of $89.7 million or $0.57 per share for the full year of 2015. We declared a dividend of $0.05 per share for the quarter, resulting in a dividend yield of about 10.5%. We also repurchased about 2.7 million shares of common stock under our share repurchase program, providing an additional return of about 1.8%.”
Angeliki Frangou continued, “All our vessels are on-the-water and are generating cash flow. We have no material debt maturity before 2021 or any committed growth capex. In addition, while our leverage increased slightly in the fourth quarter of 2015 as a result of taking delivery of two vessels, we expect net debt to decline in 2016 through the cash flow we expect to generate.“
HIGHLIGHTS — RECENT DEVELOPMENTS
Dividend of $0.05 per share of common stock
On February 4, 2016, the Board of Directors of Navios Acquisition declared a quarterly cash dividend for the fourth quarter of 2015 of $0.05 per share of common stock. The dividend is payable on March 23, 2016 to stockholders of record as of March 17, 2016 and provides a current yield of 10.5%.
Profit sharing
During the fourth quarter of 2015, Navios Acquisition benefited from the healthy market and earned $5.9 million under its profit sharing arrangements. Profit sharing recognized for the year ended December 31, 2015 was $32.1 million.
Vessel Sale and Deliveries
On January 27, 2016, Navios Acquisition sold the Nave Lucida, a 2005-built, MR2 product tanker to an unaffiliated third party for a sale price of $18.6 million.
On December 2, 2015, Navios Acquisition took delivery of the Nave Photon, a 2008-built, 297,395 dwt VLCC from an unaffiliated third party for a purchase price of $64.5 million.
On November 6, 2015, Navios Acquisition took delivery of the Nave Spherical, a 2009-built, 297,188 dwt VLCC from an unaffiliated third party for a purchase price of $68.5 million.
Impact on Navios Acquisition's 8.125% Secured Bond Due 2021
The Nave Photon has been provided as collateral under the 8.125% First Priority Ship Mortgage Notes due 2021, in place of the Nave Rigel (LR1 product tanker) and the Nave Dorado (MR2 product tanker). As a result, approximately $3.0 million of value has been added to the collateral package.
Credit Facility
In December 2015, Navios Acquisition entered into a term loan facility of up to $44.0 million with BNP Paribas for the post-delivery financing of an LR1 product tanker and an MR2 product tanker. The loan matures in the fourth quarter of 2021. The credit facility bears interest at LIBOR plus 230 bps per annum and has an amortization profile of approximately 11 years.
Share repurchase program
In 2015, Navios Acquisition repurchased 2,704,752 shares for approximately $9.9 million, under the $50.0 million share repurchase program, providing an additional return of 1.8% to our shareholders.
Time Charter Coverage
Navios Acquisition currently owns 38 vessels; eight are VLCCs, 26 are product tankers and four are chemical tankers, all of which are currently on-the-water.
As of February 10, 2016, Navios Acquisition had contracted 84.2% and 44.3% of its available days on a charter-out basis for 2016 and 2017, respectively, expecting to generate revenues of approximately to $194.6 million and $97.8 million, respectively. The average contractual daily charter-out rate for the fleet is expected to be $19,238 and $22,475 for 2016 and 2017, respectively.
FINANCIAL HIGHLIGHTS
For the following results and the selected financial data presented herein, Navios Acquisition has compiled consolidated statement of operations for the three months and years ended December 31, 2015 and 2014. The quarterly information for 2015 and 2014 was derived from the unaudited condensed consolidated financial statements for the respective periods.
| Three Month Period ended December 31, 2015 | Three Month Period ended December 31, 2014 | Year ended December 31, 2015 | | Year ended December 31, 2014 | |||||||
| (Expressed in thousands of U.S. dollars) | (unaudited) | (unaudited) | (unaudited) | (unaudited) | |||||||
| Revenue | $ | 76,685 | $ | 72,357 | $ | 313,396 | $ | 264,877 | |||
| EBITDA | $ | 52,634 | $ | 68,277 | $ | 220,770 | $ | 160,634 | |||
| Adjusted EBITDA | $ | 53,007(1) | $ | 45,653(1) | $ | 217,361(1) | $ | 156,167(1) | |||
| Net income | $ | 20,125 | $ | 27,010 | $ | 89,737 | $ | 13,047 | |||
| Adjusted net income | $ | 20,498(1) | $ | 10,694(1) | $ | 87,104(1) | $ | 14,886(1) | |||
| Earnings per share (basic) | $ | 0.13 | $ | 0.17 | $ | 0.57 | $ | 0.08 | |||
| Adjusted net income per share (basic) | $ | 0.13(1) | $ | 0.07(1) | $ | 0.55(1) | $ | 0.09(1) | |||
| (1 | ) | Adjusted EBITDA, Adjusted net income and Adjusted net income per share (basic) for the three month period ended December 31, 2015 in this document exclude non-cash stock-based compensation of $0.4 million. Adjusted EBITDA for the three month period ended December 31, 2014 in this document excludes $23.5 million gain on sale of vessels and $0.9 million of share-based compensation. Net income and net income per share (basic) for the three month period ended December 31, 2014 have been further adjusted to exclude $6.3 million write off of deferred financing fees and debt prepayment expenses. | |
| Adjusted EBITDA for the year ended December 31, 2015 in this document excludes $5.8 million gain on sale of vessels and $2.4 million of share based compensation. Net income and net income per share (basic) have been further adjusted to exclude $0.8 million write off of deferred financing fees and debt prepayment expenses. Adjusted EBITDA for the year ended December 31, 2014 in this document excludes $22.6 million gain on sale of vessels, $11.7 million impairment loss, $1.2 million fair value loss from receivable settled in the second quarter of 2014 and $5.3 million of share-based compensation. Net income and net income per share (basic) for the year ended December 31, 2014 have been further adjusted to exclude $6.3 million write off of deferred financing fees and debt prepayment expenses. | |||
EBITDA, Adjusted EBITDA, Adjusted net income and Adjusted net income per share (basic) are non-GAAP financial measures and should not be used in isolation or substitution for Navios Acquisition’s results (see Exhibit II for reconciliation of EBITDA and Adjusted EBITDA).
Three month periods ended December 31, 2015 and 2014
Revenue for the three month period ended December 31, 2015 increased by $4.3 million or 6.0% to $76.7 million, as compared to $72.4 million for the same period in 2014. The increase was mainly attributable to: (i) the increase in revenue following the acquisition of six vessels since October 2014; and (ii) the profit sharing increase by $1.5 million to $5.9 million recognized in the three month period ended December 31, 2015, as compared to $4.4 million for the same period in 2014. The increase was partially mitigated by $15.0 million due to the sale of four VLCCs in November 2014 and two VLCCs in June 2015. Available days of the fleet slightly increased to 3,386 days for the three month period ended December 31, 2015, as compared to 3,384 days for the three month period ended December 31, 2014. The Time Charter Equivalent Rate (“TCE Rate”) increased to $22,291 for the three month period ended December 31, 2015, from $21,124 for the three month period ended December 31, 2014.
Adjusted EBITDA for the three month period ended December 31, 2015 increased by $7.4 million to $53.0 million from $45.7 million in the three month period ended December 31, 2014. The increase in Adjusted EBITDA was due to a: (i) $4.3 million increase in revenue; (ii) $5.1 million increase in equity in net earnings of affiliated companies; (iii) $0.7 million decrease in management fees; and (iv) a $0.2 million decrease in other expense. This increase was partially mitigated by a: (a) $2.5 million increase in general and administrative expenses; (b) $0.3 million increase in time charter expenses; and (c) $0.1 million decrease in other income.
Adjusted net income for the three month period ended December 31, 2015, increased by $9.8 million to $20.5 million compared to a $10.7 million, for the three month period ended December 31, 2014. The increase in Adjusted net income of $9.8 million was due to: (i) an increase of $7.4 million in Adjusted EBITDA; (ii) a $2.0 million decrease in depreciation and amortization due to the sale of the six VLCCs to Navios Maritime Midstream Partners L.P. and; (iii) a $0.5 million decrease in interest expense and finance cost, net. This increase was partially mitigated by a $0.1 million increase in direct vessel expenses.
Year ended December 31, 2015 and 2014
Revenue for the year ended December 31, 2015 increased by $48.5 million or 18.3% to $313.4 million, as compared to $264.9 million for the same period in 2014. The increase was mainly attributable to: (i) the increase in revenue following deliveries of 13 vessels from January 2014 until December 31, 2015; and (ii) the profit sharing increase by $25.4 million to $32.1 million recognized in the year ended December 31, 2015, as compared to $6.7 million for the same period in 2014. The increase was partially mitigated by $73.7 million due to the sale of five VLCCs in 2014 and two VLCCs in June 2015. Available days of the fleet increased to 13,743 days for the year ended December 31, 2015, as compared to 13,227 days for the year ended December 31, 2014. The TCE Rate increased to $22,477 for the year ended December 31, 2015, from $19,633 for the year ended December 31, 2014.
Adjusted EBITDA for the year ended December 31, 2015 increased by $61.2 million to $217.4 million from $156.2 million in the year ended December 31, 2014. The increase in Adjusted EBITDA was due to a: (a) $48.5 million increase in revenue; (b) $16.4 million increase in equity in net earnings of affiliated companies; (c) $0.7 million decrease in time charter expenses; and (d) $0.5 million decrease in management fees; partially mitigated by a: (i) $3.8 million increase in general and administrative expenses; (ii) $0.2 million decrease in other income; and (iii) $0.9 increase in other expense.
Adjusted net income for the year ended December 31, 2015, increase by $72.2 million to $87.1 million, compared to $14.9 million for the year ended December 31, 2014. The increase in Adjusted net income by $72.2 million was due to: (a) an increase of $61.2 million in Adjusted EBITDA; (b) a $10.1 million decrease in depreciation and amortization; (c) a $0.4 million decrease in direct vessel expenses; and (d) a $1.0 million increase in interest income; partially mitigated by a $0.5 million increase in interest expense and finance cost, net.
Fleet Employment Profile
The following table reflects certain key indicators of the performance of Navios Acquisition and its core fleet for the three months and the years ended December 31, 2015 and 2014.
| Three month period ended December 31, | Year ended December 31, | |||||||||||||||
| 2015 (unaudited) | 2014 (unaudited) | 2015 (unaudited) | 2014 (unaudited) | |||||||||||||
| FLEET DATA | ||||||||||||||||
| Available days(1) | 3,386 | 3,384 | 13,743 | 13,227 | ||||||||||||
| Operating days(2) | 3,382 | 3,373 | 13,707 | 13,193 | ||||||||||||
| Fleet utilization(3) | 99.9 | % | 99.7 | % | 99.7 | % | 99.7 | % | ||||||||
| Vessels operating at period end | 39 | 37 | 39 | 37 | ||||||||||||
| AVERAGE DAILY RESULTS | ||||||||||||||||
| Time Charter Equivalent per day(4) | $ | 22,291 | $ | 21,124 | $ | 22,477 | $ | 19,633 | ||||||||
| (1 | ) | Available days for the fleet represent the total calendar days the vessels were in Navios Acquisition’s possession for the relevant period after subtracting off-hire days associated with scheduled repairs, drydockings or special surveys. The shipping industry uses available days to measure the number of days in a relevant period during which vessels should be capable of generating revenues. | |
| (2 | ) | Operating days: Operating days are the number of available days in the relevant period less the aggregate number of days that the vessels are off-hire due to any reason, including unforeseen circumstances. The shipping industry uses operating days to measure the aggregate number of days in a relevant period during which vessels actually generate revenues. | |
| (3 | ) | Fleet utilization: Fleet utilization is the percentage of time that Navios Acquisition’s vessels were available for generating revenue, and is determined by dividing the number of operating days during a relevant period by the number of available days during that period. The shipping industry uses fleet utilization to measure a company’s efficiency in finding suitable employment for its vessels and minimizing the amount of days that its vessels are off hire for reasons other than scheduled repairs, drydockings or special surveys. | |
| (4 | ) | TCE Rate: Time Charter Equivalent Rate is defined as voyage and time charter revenues less voyage expenses during a period divided by the number of available days during the period. The TCE Rate is a standard shipping industry performance measure used primarily to present the actual daily earnings generated by vessels of various types of charter contracts for the number of available days of the fleet. | |
Conference Call, Webcast and Presentation Details:
As previously announced, Navios Acquisition will host a conference call today, Wednesday, February 10, 2016 at 8:30 am ET, at which time Navios Acquisition's senior management will provide highlights and commentary on earnings results for the fourth quarter and the year ended December 31, 2015.
US Dial In: +1.877.480.3873
International Dial In: +1.404.665.9927
Conference ID: 2745 1206
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: 2745 1206
The call will be simultaneously Webcast. The Webcast will be available on the Navios Acquisition website, www.navios-acquisition.com, under the "Investors" section. The Webcast will be archived and available at the same Web address for two weeks following the call.
A supplemental slide presentation will be available by 8:00 am ET on the day of the call.
About Navios Acquisition
Navios Acquisition (NYSE:NNA) is an owner and operator of tanker vessels focusing on the transportation of petroleum products (clean and dirty) and bulk liquid chemicals.
For more information about Navios Acquisition, please visit our website: www.navios-acquisition.com.
Forward Looking Statements
This press release contains forward-looking statements (as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended) concerning future events and expectations, including with respect to Navios Acquisition’s future dividends, 2016 cash flow generation and Navios Acquisition’s growth strategy and measures to implement such strategy; including expected vessel acquisitions and entering into further time charters. Words such as "may," "expects," "intends," "plans," "believes," "anticipates," "hopes," "estimates," and variations of such words and similar expressions are intended to identify forward-looking statements. Such statements include comments regarding expected revenue and time charters. These forward-looking statements are based on the information available to, and the expectations and assumptions deemed reasonable by, Navios Acquisition at the time these statements were made. Although Navios Acquisition believes that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. These statements involve known and unknown risks and are based upon a number of assumptions and estimates which are inherently subject to significant uncertainties and contingencies, many of which are beyond the control of Navios Acquisition. Actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, the creditworthiness of our charterers and the ability of our contract counterparties to fulfill their obligations to us, tanker industry trends, including charter rates and vessel values and factors affecting vessel supply and demand, the aging of our vessels and resultant increases in operation and drydocking costs, the loss of any customer or charter or vessel, our ability to repay outstanding indebtedness, to obtain additional financing and to obtain replacement charters for our vessels, in each case, at commercially acceptable rates or at all, increases in costs and expenses, including but not limited to: crew wages, insurance, provisions, port expenses, lube oil, bunkers, repairs, maintenance and general and administrative expenses, the expected cost of, and our ability to comply with, governmental regulations and maritime self-regulatory organization standards, as well as standard regulations imposed by our charterers applicable to our business, potential liability from litigation and our vessel operations, including discharge of pollutants, general domestic and international political conditions, competitive factors in the market in which Navios Acquisition operates; risks associated with operations outside the United States; and other factors listed from time to time in the Navios Acquisition's filings with the Securities and Exchange Commission. Navios Acquisition expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Navios Acquisition’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based. Navios Acquisition makes no prediction or statement about the performance of its common stock.
EXHIBIT I
NAVIOS MARITIME ACQUISITION CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Expressed in thousands of U.S. Dollars except share data)
| December 31, 2015 (unaudited) | December 31, 2014 (unaudited) | ||||||||||||
| ASSETS | |||||||||||||
| Current assets | |||||||||||||
| Cash and cash equivalents | $ | 54,805 | $ | 54,493 | |||||||||
| Restricted cash | 6,840 | 6,669 | |||||||||||
| Accounts receivable, net | 14,202 | 18,273 | |||||||||||
| Due from related parties | 17,837 | 1,361 | |||||||||||
| Prepaid expenses and other current assets | 3,665 | 8,732 | |||||||||||
| Total current assets | 97,349 | 89,528 | |||||||||||
| Vessels, net | 1,441,635 | 1,375,931 | |||||||||||
| Deposits for vessels acquisitions | — | 42,276 | |||||||||||
| Goodwill | 1,579 | 1,579 | |||||||||||
| Intangible assets-other than goodwill | — | 3,300 | |||||||||||
| Other long-term assets | 1,920 | 690 | |||||||||||
| Deferred dry dock and special survey costs, net | 10,326 | 5,312 | |||||||||||
| Investment in affiliates | 186,167 | 151,966 | |||||||||||
| Investment in available-for-sale securities | 14,254 | 15,099 | |||||||||||
| Loans receivable from affiliates | 16,474 | 7,791 | |||||||||||
| Total non-current assets | 1,672,355 | 1,603,944 | |||||||||||
| Total assets | $ | 1,769,704 | $ | 1,693,472 | |||||||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||||
| Current liabilities | |||||||||||||
| Accounts payable | $ | 2,753 | $ | 1,599 | |||||||||
| Dividend payable | — | 7,967 | |||||||||||
| Accrued expenses | 9,802 | 10,261 | |||||||||||
| Due to related parties, short term | — | 18,489 | |||||||||||
| Deferred revenue | 7,600 | 1,400 | |||||||||||
| Current portion of long-term debt, net of deferred finance costs | 62,643 | 31,882 | |||||||||||
| Total current liabilities | 82,798 | 71,598 | |||||||||||
| Long-term debt, net of current portion, premium and deferred finance costs | 1,134,940 | 1,110,120 | |||||||||||
| Due to related parties, long term | — | 9,625 | |||||||||||
| Unfavorable lease terms | — | 2,878 | |||||||||||
| Deferred gain on sale of assets | 8,982 | — | |||||||||||
| Total non-current liabilities | 1,143,922 | 1,122,623 | |||||||||||
| Total liabilities | $ | 1,226,720 | $ | 1,194,221 | |||||||||
| Commitments and contingencies | — | — | |||||||||||
| Series D Convertible Preferred Stock | — | 12,000 | |||||||||||
| Puttable common stock | 6,500 | — | |||||||||||
| Total stockholders’ equity | 536,484 | 487,251 | |||||||||||
| Total liabilities and stockholders’ equity | $ | 1,769,704 | $ | 1,693,472 | |||||||||
NAVIOS MARITIME ACQUISITION CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Expressed in thousands of U.S. dollars- except share and per share data)
| For the Three | For the Three | For the | For the | |||||||||||||||
| Months | Months | Year | Year | |||||||||||||||
| Ended | Ended | Ended | Ended | |||||||||||||||
| December 31, | December 31, | December 31, | December 31, | |||||||||||||||
| 2015 (unaudited) | 2014 (unaudited) | 2015 (unaudited) | 2014 (unaudited) | |||||||||||||||
| Revenue | $ | 76,685 | $ | 72,357 | $ | 313,396 | $ | 264,877 | ||||||||||
| Time charter and voyage expenses | (1,211 | ) | (882 | ) | (4,492 | ) | (5,187 | ) | ||||||||||
| Direct vessel expenses | (509 | ) | (397 | ) | (1,532 | ) | (1,979 | ) | ||||||||||
| Management fees (entirely through related party transactions) | (23,909 | ) | (24,604 | ) | (95,336 | ) | (95,827 | ) | ||||||||||
| General and administrative expenses | (5,353 | ) | (3,353 | ) | (15,532 | ) | (14,588 | ) | ||||||||||
| Depreciation and amortization | (14,262 | ) | (16,300 | ) | (57,623 | ) | (67,718 | ) | ||||||||||
| Loss on bond and debt extinguishment | — | — | — | — | ||||||||||||||
| Interest income | 621 | 233 | 1,683 | 720 | ||||||||||||||
| Interest expenses and finance cost | (18,359 | ) | (24,803 | ) | (73,561 | ) | (78,610 | ) | ||||||||||
| Impairment loss | — | — | — | (11,690 | ) | |||||||||||||
| Gain on sale of vessels | — | 23,503 | 5,771 | 22,599 | ||||||||||||||
| Change in fair value of other assets | — | — | — | (1,188 | ) | |||||||||||||
| Equity in net earnings of affiliated companies | 6,530 | 1,403 | 18,436 | 2,000 | ||||||||||||||
| Other income | 30 | 148 | 41 | 280 | ||||||||||||||
| Other expense | (138 | ) | (295 | ) | (1,514 | ) | (642 | ) | ||||||||||
| Net income | $ | 20,125 | $ | 27,010 | $ | 89,737 | $ | 13,047 | ||||||||||
| Net income per share, basic | $ | 0.13 | $ | 0.17 | $ | 0.57 | $ | 0.08 | ||||||||||
| Weighted average number of shares, basic | 149,162,131 | 150,082,329 | 150,025,086 | 147,606,448 | ||||||||||||||
| Net income per share, diluted | $ | 0.13 | $ | 0.17 | $ | 0.56 | $ | 0.08 | ||||||||||
| Weighted average number of shares, diluted | 151,370,640 | 154,795,228 | 153,300,395 | 156,482,448 | ||||||||||||||
NAVIOS MARITIME ACQUISITION CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in thousands of U.S. dollars)
| Year ended December 31, 2015 (unaudited) | Year ended December 31, 2014 (unaudited) | ||||||||||
| Operating Activities | |||||||||||
| Net income | $ | 89,737 | $ | 13,047 | |||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||||
| Depreciation and amortization | 57,623 | 67,718 | |||||||||
| Amortization and write-off of deferred finance fees and bond premium | 3,495 | 9,111 | |||||||||
| Amortization of dry dock and special survey costs | 1,532 | 1,979 | |||||||||
| Stock based compensation | 2,362 | 5,254 | |||||||||
| Impairment loss | — | 11,690 | |||||||||
| Gain on sale of vessels | (5,771 | ) | (22,599 | ) | |||||||
| Change in fair value of other assets | — | 1,188 | |||||||||
| Equity in earnings of affiliates, net of dividends received | (3,821 | ) | (2,000 | ) | |||||||
| Changes in operating assets and liabilities: | |||||||||||
| Decrease/ (increase) in prepaid expenses and other current assets | 5,067 | (5,287 | ) | ||||||||
| Decrease/ (increase) in accounts receivable | 4,367 | (9,308 | ) | ||||||||
| (Increase)/ decrease in restricted cash | (41 | ) | 642 | ||||||||
| (Increase)/ decrease in other long term assets | (1,230 | ) | 3,665 | ||||||||
| Increase in accounts payable | 1,246 | 254 | |||||||||
| Decrease in accrued expenses | (293 | ) | (1,640 | ) | |||||||
| Payments for dry dock and special survey costs | (6,598 | ) | (5,726 | ) | |||||||
| (Decrease)/ increase in due to related parties | (17,763 | ) | 15,014 | ||||||||
| Increase in due from related parties | (16,476 | ) | (1,361 | ) | |||||||
| Increase/ (decrease) in deferred revenue | 6,200 | (5,656 | ) | ||||||||
| Net cash provided by operating activities | $ | 119,636 | $ | 75,985 | |||||||
| Investing Activities | |||||||||||
| Acquisition of vessels | (163,791 | ) | (362,339 | ) | |||||||
| Deposits for vessel acquisitions | — | (11,881 | ) | ||||||||
| Net cash proceeds from sale of vessels and intangibles | 71,224 | 232,956 | |||||||||
| Investment in affiliates | (7,201 | ) | — | ||||||||
| Loans receivable from affiliates | (7,327 | ) | (4,465 | ) | |||||||
| Dividends received from available-for sale-securities and affiliates | 2,585 | — | |||||||||
| Net cash used in investing activities | $ | (104,510 | ) | $ | (145,729 | ) | |||||
| Financing Activities | |||||||||||
| Loan proceeds, net of deferred finance costs and net of premium | 192,930 | 161,932 | |||||||||
| Loan proceeds from related party, net of deferred finance cost | — | 165,650 | |||||||||
| Loan repayment to related party | — | (169,650 | ) | ||||||||
| Loan repayments | (140,861 | ) | (216,197 | ) | |||||||
| Proceeds from issuance of ship mortgage and senior notes, net of debt issuance costs | — | 59,598 | |||||||||
| Dividend paid | (40,084 | ) | (31,871 | ) | |||||||
| (Decrease)/ increase in restricted cash | (130 | ) | 17,651 | ||||||||
| Payment to related party | (11,265 | ) | — | ||||||||
| Net proceeds from equity offerings | — | 54,289 | |||||||||
| Redemption of Series D Convertible preferred stock and puttable common stock | (5,500 | ) | — | ||||||||
| Acquisition of treasury stock | (9,904 | ) | — | ||||||||
| Net cash (used in)/ provided by financing activities | $ | (14,814 | ) | $ | 41,402 | ||||||
| Net increase/ (decrease) in cash and cash equivalents | 312 | (28,342 | ) | ||||||||
| Cash and cash equivalents, beginning of year | 54,493 | 82,835 | |||||||||
| Cash and cash equivalents, end of year | $ | 54,805 | $ | 54,493 | |||||||
EXHIBIT II
Reconciliation of EBITDA and Adjusted EBITDA to Net Cash from Operating Activities
| Three Month | Three Month | |||||||||||||||
| Period | Period | Year | Year | |||||||||||||
| Ended | Ended | Ended | Ended | |||||||||||||
| December 31, 2015 (unaudited) | December 31, 2014 (unaudited) | December 31, 2015 (unaudited) | December 31, 2014 (unaudited) | |||||||||||||
| Expressed in thousands of U.S. dollars | ||||||||||||||||
| Net cash provided by operating activities | $ | 28,148 | $ | 217 | $ | 119,636 | $ | 75,985 | ||||||||
| Net (decrease)/ increase in operating assets | (3,678 | ) | 8,700 | 14,911 | 17,375 | |||||||||||
| Net decrease/ (increase) in operating liabilities | 9,381 | 17,549 | 10,610 | (7,972 | ) | |||||||||||
| Net interest cost | 17,738 | 24,570 | 71,878 | 77,890 | ||||||||||||
| Amortization and write-off of deferred finance fees and bond premium | (790 | ) | (6,786 | ) | (3,495 | ) | (9,111 | ) | ||||||||
| Earnings in affiliates, net of dividends received | 2,208 | 1,403 | 3,821 | 2,000 | ||||||||||||
| Stock based compensation | (373 | ) | (879 | ) | (2,362 | ) | (5,254 | ) | ||||||||
| Gain on sale of vessels | — | 23,503 | 5,771 | 22,599 | ||||||||||||
| Impairment loss | — | — | — | (11,690 | ) | |||||||||||
| Change in fair value of other assets | — | — | — | (1,188 | ) | |||||||||||
| EBITDA | 52,634 | 68,277 | 220,770 | 160,634 | ||||||||||||
| Stock based compensation | 373 | 879 | 2,362 | 5,254 | ||||||||||||
| Gain on sale of vessels | — | (23,503 | ) | (5,771 | ) | (22,599 | ) | |||||||||
| Impairment loss | — | — | — | 11,690 | ||||||||||||
| Change in fair value of other assets | — | — | — | 1,188 | ||||||||||||
| Adjusted EBITDA | $ | 53,007 | 45,653 | 217,361 | 156,167 | |||||||||||
| Three Month Period Ended December 31, 2015 (unaudited) | Three Month Period Ended December 31, 2014 (unaudited) | Year Ended December 31, 2015 (unaudited) | Year Ended December 31, 2014 (unaudited) | |||||||||||||||||
| Net cash provided by operating activities | $ | 28,148 | $ | 217 | $ | 119,636 | $ | 75,985 | ||||||||||||
| Net cash (used in)/ provided by investing activities | $ | (134,110 | ) | $ | 120,918 | $ | (104,510 | ) | $ | (145,729 | ) | |||||||||
| Net cash provided by / (used in) financing activities | $ | 85,039 | $ | (131,871 | ) | $ | (14,814 | ) | $ | 41,402 | ||||||||||
Disclosure of Non-GAAP Financial Measures
EBITDA and Adjusted EBITDA
EBITDA for the three months and the year ended December 31, 2015 in this document represents net income plus interest and finance costs plus depreciation and amortization and income taxes less interest income.
Adjusted EBITDA for the three months and the year ended December 31, 2015 in this document represents, net income plus interest expense and finance cost, plus depreciation and amortization less interest income, unless otherwise stated and excludes certain items as described under “Financial Highlights.”
EBITDA and Adjusted EBITDA are presented because Navios Acquisition believes that EBITDA and Adjusted EBITDA are a basis upon which liquidity can be assessed and present useful information to investors regarding Navios Acquisition’s ability to service and/or incur indebtedness, pay capital expenditures, meet working capital requirements and pay dividends. EBITDA and Adjusted EBITDA are “non-GAAP financial measures” and should not be considered a substitute for net income, cash flow from operating activities and other operations or cash flow statement data prepared in accordance with accounting principles generally accepted in the United States or as a measure of profitability or liquidity.
While EBITDA and Adjusted EBITDA are frequently used as a measure of operating results and the ability to meet debt service requirements, the definition of EBITDA and Adjusted EBITDA used here may not be comparable to that used by other companies due to differences in methods of calculation.
EXHIBIT III
| Vessels | Type | Year Built/Delivery | DWT | |||
| Date | ||||||
| Owned Vessels | ||||||
| Nave Constellation | Chemical Tanker | 2013 | 45,281 | |||
| Nave Universe | Chemical Tanker | 2013 | 45,513 | |||
| Nave Polaris | Chemical Tanker | 2011 | 25,145 | |||
| Nave Cosmos | Chemical Tanker | 2010 | 25,130 | |||
| Nave Velocity | MR2 Product Tanker | 2015 | 49,999 | |||
| Nave Sextans | MR2 Product Tanker | 2015 | 49,999 | |||
| Nave Pyxis | MR2 Product Tanker | 2014 | 49,998 | |||
| Nave Luminosity | MR2 Product Tanker | 2014 | 49,999 | |||
| Nave Jupiter | MR2 Product Tanker | 2014 | 49,999 | |||
| Bougainville | MR2 Product Tanker | 2013 | 50,626 | |||
| Nave Alderamin | MR2 Product Tanker | 2013 | 49,998 | |||
| Nave Bellatrix | MR2 Product Tanker | 2013 | 49,999 | |||
| Nave Capella | MR2 Product Tanker | 2013 | 49,995 | |||
| Nave Orion | MR2 Product Tanker | 2013 | 49,999 | |||
| Nave Titan | MR2 Product Tanker | 2013 | 49,999 | |||
| Nave Aquila | MR2 Product Tanker | 2012 | 49,991 | |||
| Nave Atria | MR2 Product Tanker | 2012 | 49,992 | |||
| Nave Orbit | MR2 Product Tanker | 2009 | 50,470 | |||
| Nave Equator | MR2 Product Tanker | 2009 | 50,542 | |||
| Nave Equinox | MR2 Product Tanker | 2007 | 50,922 | |||
| Nave Pulsar | MR2 Product Tanker | 2007 | 50,922 | |||
| Nave Dorado | MR2 Product Tanker | 2005 | 47,999 | |||
| Nave Atropos | LR1 Product Tanker | 2013 | 74,695 | |||
| Nave Rigel | LR1 Product Tanker | 2013 | 74,673 | |||
| Nave Cassiopeia | LR1 Product Tanker | 2012 | 74,711 | |||
| Nave Cetus | LR1 Product Tanker | 2012 | 74,581 | |||
| Nave Estella | LR1 Product Tanker | 2012 | 75,000 | |||
| Nave Andromeda | LR1 Product Tanker | 2011 | 75,000 | |||
| Nave Ariadne | LR1 Product Tanker | 2007 | 74,671 | |||
| Nave Cielo | LR1 Product Tanker | 2007 | 74,671 | |||
| Nave Buena Suerte | VLCC | 2011 | 297,491 | |||
| Nave Quasar | VLCC | 2010 | 297,376 | |||
| Nave Synergy | VLCC | 2010 | 299,973 | |||
| Nave Galactic | VLCC | 2009 | 297,168 | |||
| Nave Spherical | VLCC | 2009 | 297,188 | |||
| Nave Photon | VLCC | 2008 | 297,395 | |||
| Nave Neutrino | VLCC | 2003 | 298,287 | |||
| Nave Electron | VLCC | 2002 | 305,178 | |||