EX-99.2 3 exh99_2.htm EXHIBIT 99.2
 

Exhibit 99.2

Financial Report

Results of Operations

Three-month period ended June 30, 2016 compared to the three-month period ended June 30, 2015
During the three-month periods ended June 30, 2016 and 2015, we had an average of 54.0 and 55.0 vessels, respectively, in our fleet. In the three-month periods ended June 30, 2016 and 2015, our fleet ownership days totaled 4,914 and 5,005 days, respectively. Ownership days are the primary driver of voyage revenue and vessels' operating expenses and represent the aggregate number of days in a period during which each vessel in our fleet is owned.

 
Three-month period
ended June 30,
             
 (Expressed in millions of U.S. dollars,
except percentages)
 
2015
   
2016
   
Change
   
Percentage
Change
 
 
     
 
                       
Voyage revenue
 
$
123.2
   
$
119.5
   
$
(3.7
)
   
(3.0
%)
Voyage expenses
   
(0.4
)
   
(0.5
)
   
0.1
     
25.0
%
Voyage expenses – related parties
   
(0.9
)
   
(0.9
)
   
-
     
-
 
Vessels' operating expenses
   
(30.2
)
   
(25.5
)
   
(4.7
)
   
(15.6
%)
General and administrative expenses
   
(1.4
)
   
(1.6
)
   
0.2
     
14.3
%
Management fees – related parties
   
(4.9
)
   
(4.8
)
   
(0.1
)
   
(2.0
%)
General and administrative expenses – non-cash component
   
(2.7
)
   
(1.4
)
   
(1.3
)
   
(48.1
%)
Amortization of dry-docking and special survey costs
   
(1.8
)
   
(2.0
)
   
0.2
     
11.1
%
Depreciation
   
(25.3
)
   
(25.3
)
   
-
     
-
 
Amortization of prepaid lease rentals
   
(1.2
)
   
(1.2
)
   
-
     
-
 
Foreign exchange gains/ (losses)
   
(0.1
)
   
(0.1
)
   
-
     
-
 
Interest income
   
0.3
     
0.4
     
0.1
     
33.3
%
Interest and finance costs
   
(19.3
)
   
(17.8
)
   
(1.5
)
   
(7.8
%)
Equity gain / (loss) on investments
   
0.1
     
(0.2
)
   
(0.3
)
   
(300.0
%)
Gain / (Loss) on derivative instruments
   
8.9
     
(1.6
)
   
(10.5
)
   
(118.0
%)
Net Income
 
$
44.3
   
$
37.0
                 

                         
(Expressed in millions of U.S. dollars,
except percentages)
 
Three-month period
ended June 30,
   
Change
   
Percentage
Change
 
 
2015
   
2016
 
 
                       
Voyage revenue
 
$
123.2
   
$
119.5
   
$
(3.7
)
   
(3.0
%)
Accrued charter revenue
   
0.8
     
(1.6
)
   
(2.4
)
   
(300.0
%)
Voyage revenue adjusted on a cash basis
 
$
124.0
   
$
117.9
   
$
(6.1
)
   
(4.9
%)


                         
Vessels operational data
 
Three-month period ended June 30,
         
Percentage
Change
 
 
2015
   
2016
   
Change
 
 
                       
Average number of vessels
   
55.0
     
54.0
     
(1.0
)
   
(1.8
%)
Ownership days
   
5,005
     
4,914
     
(91
)
   
(1.8
%)
Number of vessels under dry-docking
   
1
     
3
     
2
         


1


Voyage Revenue
Voyage revenue decreased by 3.0%, or $3.7 million, to $119.5 million during the three-month period ended June 30, 2016, from $123.2 million during the three-month period ended June 30, 2015. The decrease was mainly attributable to the decreased average number of vessels and the decreased revenue days of our fleet, during the three-month period ended June 30, 2016 compared to the three-month period ended June 30, 2015.

Voyage revenue adjusted on a cash basis (which eliminates non-cash "Accrued charter revenue"), decreased by 4.9%, or $6.1 million, to $117.9 million during the three-month period ended June 30, 2016, from $124.0 million during the three-month period ended June 30, 2015. The decrease was mainly attributable to the decreased average number of vessels and the decreased revenue days of our fleet, during the three-month period ended June 30, 2016 compared to the three-month period ended June 30, 2015.
Voyage Expenses
Voyage expenses were $0.5 million and $0.4 million, during the three-month periods ended June 30, 2016 and 2015, respectively. Voyage expenses mainly include (i) off-hire expenses of our vessels, mainly related to fuel consumption and (ii) third party commissions.

Voyage Expenses – related parties
Voyage expenses – related parties in the amount of $0.9 million during the three-month periods ended June 30, 2016 and 2015, represent fees of 0.75% in the aggregate on voyage revenues charged by Costamare Shipping Company S.A. ("Costamare Shipping") and by Costamare Shipping Services Ltd. ("Costamare Services") pursuant to the Framework Agreement between Costamare Shipping and us dated November 2, 2015 (the "Framework Agreement"), the Services Agreement between Costamare Services and our vessel-owning subsidiaries dated November 2, 2015 (the "Services Agreement") and the individual ship-management agreements pertaining to each vessel.

Vessels' Operating Expenses
Vessels' operating expenses, which also include the realized gain / (loss) under derivative contracts entered into in relation to foreign currency exposure, decreased by 15.6%, or $4.7 million, to $25.5 million during the three-month period ended June 30, 2016, from $30.2 million during the three-month period ended June 30, 2015.

General and Administrative Expenses
General and administrative expenses increased by 14.3%, or $0.2 million, to $1.6 million during the three-month period ended June 30, 2016, from $1.4 million during the three-month period ended June 30, 2015. General and administrative expenses for the three-month periods ended June 30, 2016 and 2015, included $0.63 million which is part of the annual fee that Costamare Services receives based on the Services Agreement, effected on November 2, 2015. Prior to November 2, 2015, this annual fee was charged by Costamare Shipping pursuant to the Amended and Restated Group Management Agreement (the "Group Management Agreement"), which was effective from January 1, 2015 until November 2, 2015.
Management Fees – related parties
Management fees paid to our managers were decreased by 2.0% or $0.1 million to $4.8 million during the three-month period ended June 30, 2016 from $4.9 million during the three-month periods ended June 30, 2015. The decrease was attributable to the decreased average number of vessels during the three-month period ended June 30, 2016 compared to the three-month period ended June 30, 2015.
General and Administrative expenses – non-cash component
General and administrative expenses – non-cash component for the three-month period ended June 30, 2016 amounted to $1.4 million, representing the value of the shares issued to Costamare Services on June 30, 2016, pursuant to the Services Agreement. For the three-month period ended June 30, 2015, the non-cash component of general and administrative expenses was $2.7 million, representing the value of shares issued to Costamare Shipping on June 30, 2015, pursuant to the  Group Management Agreement. The decrease was attributable to the decrease in the fair value of the shares issued on June 30, 2016 compared to the shares issued on June 30, 2015.
 
2


Amortization of Dry-docking and Special Survey Costs
Amortization of deferred dry-docking and special survey costs was $2.0 million for the three-month period ended June 30, 2016 and $1.8 million for the three-month period ended June 30, 2015. During the three-month period ended June 30, 2016, three vessels underwent and completed their special surveys. During the three-month period ended June 30, 2015, one vessel underwent and completed its special survey.
Depreciation
Depreciation expense was $25.3 million during the three-month periods ended June 30, 2016 and 2015.
Amortization of Prepaid Lease Rentals
Amortization of prepaid lease rentals was $1.2 million during the three-month periods ended June 30, 2016 and 2015.
Foreign Exchange Gains/ (Losses)
Foreign exchange losses were $0.1 million during the three-month periods ended June 30, 2016 and 2015.
Interest Income
Interest income amounted to $0.4 million and $0.3 million for the three-month periods ended June 30, 2016 and 2015, respectively.
Interest and Finance Costs
Interest and finance costs decreased by 7.8%, or $1.5 million, to $17.8 million during the three-month period ended June 30, 2016, from $19.3 million during the three-month period ended June 30, 2015. The decrease was mainly attributable to the decreased average loan balance during the three month period ended June 30, 2016 compared to the three month period ended June 30, 2015.

Equity Gain / (Loss) on Investments
The equity loss on investments of $0.2 million for the three-month period ended June 30, 2016, represents our share of the net losses of nineteen jointly owned companies pursuant to the Framework Deed dated May 15, 2013, as amended and restated on May 18, 2015 (the "Framework Deed"), between the Company and a wholly-owned subsidiary, on the one hand, and York Capital Management Global Advisors LLC and an affiliated fund (collectively, together with the funds it manages or advises, "York") and is mainly attributable to the pre-delivery expenses charged to nine vessels that are currently under construction.  We hold a range of 25% to 49% of the capital stock of these companies.

Gain / (Loss) on Derivative Instruments
The fair value of our 18 interest rate derivative instruments which were outstanding as of June 30, 2016 equates to the amount that would be paid by us or to us should those instruments be terminated. As of June 30, 2016, the fair value of these 18 interest rate derivative instruments in aggregate amounted to a liability of $54.2 million. The effective portion of the change in the fair value of the interest rate derivative instruments that qualified for hedge accounting is recorded in "Other Comprehensive Income" ("OCI") while the ineffective portion is recorded in the consolidated statements of income. The change in the fair value of the interest rate derivative instruments that did not qualify for hedge accounting is recorded in the consolidated statement of income. For the three-month period ended June 30, 2016, a net gain of $2.1 million has been included in OCI and a net loss of $1.0 million has been included in Gain / (Loss) on derivative instruments in the consolidated statement of income, resulting from the fair market value change of the interest rate derivative instruments during the three-month period ended June 30, 2016.
3

Cash Flows

Three-month periods ended June 30, 2016 and 2015
             
Condensed cash flows
 
Three-month period ended June 30,
 
(Expressed in millions of U.S. dollars)
 
2015
   
2016
 
Net Cash Provided by Operating Activities
 
$
65.3
   
$
62.4
 
Net Cash Used in  Investing Activities
 
$
(5.7
)
 
$
(7.2
)
Net Cash Provided by / (Used in) Financing Activities
 
$
16.1
   
$
(36.6
)

Net Cash Provided by Operating Activities
Net cash flows provided by operating activities for the three-month period ended June 30, 2016, decreased by $2.9 million to $62.4 million for the three-month period ended June 30, 2016, compared to $65.3 million for the three-month period ended June 30, 2015. The decrease was mainly attributable to the decreased cash from operations of $6.1 million, the unfavorable change in working capital position, excluding the current portion of long-term debt and the accrued charter revenue (representing the difference between cash received in that period and revenue recognized on a straight line basis) of $2.6 million and increased special survey costs of $2.8 million, partly offset by decreased payments for interest (including swap payments) during the period of $1.4 million in the three-month period ended June 30, 2016 compared to the three-month period ended June 30, 2015.

 Net Cash Used in Investing Activities
Net cash used in investing activities was $7.2 million in the three-month period ended June 30, 2016, which mainly consisted of $4.2 million for an advance payment for the construction of one newbuild vessel, ordered pursuant to the Framework Deed and $1.6 million in payments for upgrades to one of our vessels.
Net cash used in investing activities was $5.7 million in the three-month period ended June 30, 2015, which mainly consisted of $4.3 million for an advance payment for the construction of one newbuild vessel, ordered pursuant to the Framework Deed.
Net Cash Provided by / (Used in) Financing Activities
Net cash used in financing activities was $36.6 million in the three-month period ended June 30, 2016, which mainly consisted of (a) $44.8 million of indebtedness that we repaid, (b) $3.6 million we repaid relating to our sale and leaseback agreements (c) $39.0 million that we drew down from one of our credit facilities (d) $21.9 million we paid for dividends to holders of our common stock for the first quarter of 2016 and (e) $1.0 million we paid for dividends to holders of our 7.625% Series B Cumulative Redeemable Perpetual Preferred Stock ("Series B Preferred Stock"), $2.1 million we paid for dividends to holders of our 8.500% Series C Cumulative Redeemable Perpetual Preferred Stock ("Series C Preferred Stock") and $2.2 million we paid for dividends to holders of our 8.75% Series D Cumulative Redeemable Perpetual Preferred Stock ("Series D Preferred Stock"), for the period from January 15, 2016 to April 14, 2016.

Net cash provided by financing activities was $16.1 million in the three-month period ended June 30, 2015, which mainly consisted of (a) $48.7 million of indebtedness that we repaid, (b) $3.3 million we repaid relating to our sale and leaseback agreements (c) $21.7 million we paid for dividends to holders of our common stock for the first quarter of 2015, (d) $1.0 million we paid for dividends to holders of our Series B Preferred Stock and $2.1 million we paid for dividends to holders of our Series C Preferred Stock, in both cases for the period from January 15, 2015 to April 14, 2015 and (e) $96.6 million net proceeds we received in May 2015 from our public offering of 4.0 million shares of our Series D Preferred Stock, net of underwriting discounts and expenses incurred in the offering.


4

 
Results of Operations

Six-month period ended June 30, 2016, compared to the six-month period ended June 30, 2015

During the six-month periods ended June 30, 2016 and 2015, we had an average of 54.0 and 55.0 vessels, respectively in our fleet. In the six-month periods ended June 30, 2016 and 2015, our fleet ownership days totaled 9,828 and 9,955 days, respectively. Ownership days are the primary driver of voyage revenue and vessels operating expenses and represent the aggregate number of days in a period during which each vessel in our fleet is owned.
 
Six-month period ended
June 30,
             
 (Expressed in millions of U.S. dollars,
except percentages)
 
2015
   
2016
   
Change
   
Percentage
Change
 
 
     
 
                       
Voyage revenue
 
$
244.1
   
$
239.8
   
$
(4.3
)
   
(1.8
%)
Voyage expenses
   
(1.0
)
   
(1.0
)
   
-
     
-
 
Voyage expenses – related parties
   
(1.8
)
   
(1.8
)
   
-
     
-
 
Vessels' operating expenses
   
(59.8
)
   
(52.5
)
   
(7.3
)
   
(12.2
%)
General and administrative expenses
   
(2.7
)
   
(2.9
)
   
0.2
     
7.4
%
Management fees – related parties
   
(9.7
)
   
(9.6
)
   
(0.1
)
   
(1.0
%)
General and administrative expenses – non-cash component
   
(5.4
)
   
(2.7
)
   
(2.7
)
   
(50.0
%)
Amortization of dry-docking and special survey costs
   
(3.6
)
   
(3.9
)
   
0.3
     
8.3
%
Depreciation
   
(50.4
)
   
(50.6
)
   
0.2
     
0.4
%
Amortization of prepaid lease rentals
   
(2.5
)
   
(2.5
)
   
-
     
-
 
Foreign exchange gains / (losses)
   
0.2
     
(0.2
)
   
(0.4
)
   
(200.0
%)
Interest income
   
0.7
     
0.7
     
-
     
-
 
Interest and finance costs
   
(41.9
)
   
(36.7
)
   
(5.2
)
   
(12.4
%)
Equity loss on investments
   
-
     
(0.4
)
   
0.4
     
100.0
%
Other
   
0.3
     
0.6
     
0.3
     
100.0
%
Gain / (Loss) on derivative instruments
   
4.1
     
(4.3
)
   
(8.4
)
   
(204.9
%)
Net Income
 
$
70.6
   
$
72.0
                 
 
                         
(Expressed in millions of U.S. dollars,
except percentages)
 
Six-month period ended
June 30,
   
Change
   
Percentage
Change
 
 
2015
   
2016
 
 
                       
Voyage revenue
 
$
244.1
   
$
239.8
   
$
(4.3
)
   
(1.8
%)
Accrued charter revenue
   
1.4
     
(2.1
)
   
(3.5
)
   
(250.0
%)
Voyage revenue adjusted on a cash basis
 
$
245.5
   
$
237.7
   
$
(7.8
)
   
(3.2
%)
                                 
 
                         
Vessels operational data
 
Six-month period ended
June 30,
         
Percentage
Change
 
 
2015
   
2016
   
Change
 
 
                       
Average number of vessels
   
55.0
     
54.0
     
(1.0
)
   
(1.8
%)
Ownership days
   
9,955
     
9,828
     
(127
)
   
(1.3
%)
Number of vessels under dry-docking
   
3
     
6
     
3
         


Voyage Revenue

Voyage revenue decreased by 1.8%, or $4.3 million, to $239.8 million during the six-month period ended June 30, 2016, from $244.1 million during the six-month period ended June 30, 2015. The decrease was mainly attributable to the decreased average number of vessels and decreased revenue days of our fleet during the six-month period ended June 30, 2016 compared to the six-month period ended June 30, 2015, partly offset by revenue earned due to increased calendar days by one day during the six-month period ended June 30, 2016 (182 calendar days) compared to the six-month period ended June 30, 2015 (181 calendar days).
 
5


Voyage revenue adjusted on a cash basis (which eliminates non-cash "Accrued charter revenue"), decreased by 3.2%, or $7.8 million, to $237.7 million during the six-month period ended June 30, 2016, from $245.5 million during the six-month period ended June 30, 2015. The decrease was mainly attributable to the decreased average number of vessels and decreased revenue days of our fleet during the six-month period ended June 30, 2016 compared to the six-month period ended June 30, 2015, partly offset by revenue earned due to increased calendar days by one day during the six-month period ended June 30, 2016 (182 calendar days) compared to the six-month period ended June 30, 2015 (181 calendar days).

Voyage Expenses

Voyage expenses were $1.0 million during the six-month periods ended June 30, 2016 and 2015. Voyage expenses mainly include (i) off-hire expenses of our vessels, mainly related to fuel consumption and (ii) third party commissions.

Voyage Expenses – related parties

Voyage expenses – related parties in the amount of $1.8 million during the six-month periods ended June 30, 2016 and 2015, represent fees of 0.75% in the aggregate on voyage revenues charged to us by Costamare Shipping and Costamare Services, as provided under the Framework Agreement and Services Agreement, respectively.

Vessels' Operating Expenses

Vessels' operating expenses, which also includes the realized gain / (loss) under derivative contracts entered into in relation to foreign currency exposure, decreased by 12.2% or $7.3 million to $52.5 million during the six-month period ended June 30, 2016, from $59.8 million during the six-month period ended June 30, 2015.

General and Administrative Expenses

General and administrative expenses increased by 7.4% or $0.2 million, to $2.9 million during the six-month period ended June 30, 2016, from $2.7 million during the six-month period ended June 30, 2015. General and administrative expenses for the six-month periods ended June 30, 2016 and 2015 included $1.3 million which is part of the annual fee that Costamare Services receives based on the Services Agreement. Prior to November 2, 2015, this annual fee was charged by Costamare Shipping pursuant to the Group Management Agreement, which was effective from January 1, 2015 until November 2, 2015.

Management Fees – related parties

Management fees paid to our managers decreased by 1.0%, or $0.1 million, to $9.6 million during the six-month period ended June 30, 2016, from $9.7 million during the six-month period ended June 30, 2015. The decrease was attributable to the decreased average number of vessels during the six-month period ended June 30, 2016 compared to the six-month period ended June 30, 2015.

General and Administrative expenses – non-cash component
General and administrative expenses – non-cash component for the six-month period ended June 30, 2016 amounted to $2.7 million, representing the value of the shares issued to Costamare Services on March 31, 2016 and June 30, 2016, pursuant to the Services Agreement effected on November 2, 2015. For the six-month period ended June 30, 2015, the non-cash component of general and administrative expenses was $5.4 million, representing the value of shares issued to Costamare Shipping on March 31, 2015 and June 30, 2015, respectively, pursuant to the  Group Management Agreement.

Amortization of Dry-docking and Special Survey Costs

Amortization of deferred dry-docking and special survey costs was $3.9 million for the six-month period ended June 30, 2016 and $3.6 million for the six-month period ended June 30, 2015. During the six-month period ended June 30, 2016, six vessels underwent and completed their special survey. During the six-month period ended June 30, 2015, three vessels underwent and completed their special survey.
 
6


Depreciation

Depreciation expense increased by 0.4%, or $0.2 million, to $50.6 million during the six-month period ended June 30, 2016, from $50.4 million during the six-month period ended June 30, 2015.

Amortization of Prepaid Lease Rentals
Amortization of the prepaid lease rentals was $2.5 million during the six-month periods ended June 30, 2016 and 2015.

Foreign Exchange Gains/ (Losses)

Foreign exchange losses were $0.2 million during the six-month period ended June 30, 2016. Foreign exchange gains were $0.2 million during the six-month period ended June 30, 2015.

Interest Income

Interest income amounted to $0.7 million for the six-month periods ended June 30, 2016 and 2015.

Interest and Finance Costs

Interest and finance costs decreased by 12.4%, or $5.2 million, to $36.7 million during the six-month period ended June 30, 2016, from $41.9 million during the six-month period ended June 30, 2015. The decrease was mainly attributable to the decreased average loan balance during the six-month period ended June 30, 2016 compared to the six-month period ended June 30, 2015.

Equity Loss on Investments
The equity loss on investments of $0.4 million for the six-month period ended June 30, 2016 represents our share of the net losses of nineteen jointly owned companies pursuant to the Framework Deed and is mainly attributable to the pre-delivery expenses charged to nine vessels that are currently under construction. We hold a range of 25% to 49% of the capital stock of these companies.

Gain / (Loss) on Derivative Instruments

The fair value of our 18 interest rate derivative instruments which were outstanding as of June 30, 2016 equates to the amount that would be paid by us or to us should those instruments be terminated. As of June 30, 2016, the fair value of these 18 interest rate derivative instruments in aggregate amounted to a liability of $54.2 million. The effective portion of the change in the fair value of the interest rate derivative instruments that qualified for hedge accounting is recorded in OCI while the ineffective portion is recorded in the consolidated statements of income. The change in the fair value of the interest rate derivative instruments that did not qualify for hedge accounting is recorded in the consolidated statement of income. For the six-month period ended June 30, 2016, a net loss of $3.0 million has been included in OCI and a net loss of $4.1 million has been included in Gain / (Loss) on derivative instruments in the consolidated statement of income, resulting from the fair market value change of the interest rate derivative instruments during the six-month period ended June 30, 2016.

7

 
Cash Flows

Six-month periods ended June 30, 2016 and 2015
             
Condensed cash flows
 
Six-month period ended June
30,
 
(Expressed in millions of U.S. dollars)
 
2015
   
2016
 
Net Cash Provided by Operating Activities
 
$
120.2
   
$
119.8
 
Net Cash Used in  Investing Activities
 
$
(19.1
)
 
$
(14.2
)
Net Cash Used in Financing Activities
 
$
(54.3
)
 
$
(105.9
)

Net Cash Provided by Operating Activities

Net cash flows provided by operating activities decreased by $0.4 million to $119.8 million for the six-month period ended June 30, 2016, compared to $120.2 million for the six-month period ended June 30, 2015. The decrease was mainly attributable to decreased cash from operations of $7.7 million and increased special survey costs of $3.2 million, partly offset by decreased payments for interest (including swap payments) of $3.8 million during the six-month period ended June 30, 2016 compared to the six-month period ended June 30, 2015.

Net Cash Used in Investing Activities

Net cash used in investing activities was $14.2 million in the six-month period ended June 30, 2016, which mainly consisted of (i) $11.0 million (net of $2.7 million we received as dividend distributions) in advance payments for the construction of two newbuild vessels, the acquisition of a secondhand vessel and working capital injection in certain entities pursuant to the Framework Deed and (ii) $1.6 million in payments for upgrades to one of our vessels.

Net cash used in investing activities was $19.1 million in the six-month period ended June 30, 2015, which mainly consisted of $17.3 million in advance payments for the construction of three newbuild vessels, ordered pursuant to the Framework Deed.

Net Cash Used in Financing Activities
Net cash used in financing activities was $105.9 million in the six-month period ended June 30, 2016, which mainly consisted of (a) $92.6 million of indebtedness that we repaid, (b) $7.1 million we repaid relating to our sale and leaseback agreements, (c) $39 million that we drew down from one of our credit facilities, (d) $43.8 million we paid for dividends to holders of our common stock for the fourth quarter of 2015 and first quarter of 2016 and (e) $1.9 million we paid for dividends to holders of our Series B Preferred Stock, $4.2 million we paid for dividends to holders of our Series C Preferred Stock and $4.4 million we paid for dividends to holders of our Series D Preferred Stock, for each of the periods from October 15, 2015 to January 14, 2016 and January 15, 2016 to April 14, 2016.

Net cash used in financing activities was $54.3 million in the six-month period ended June 30, 2015, which mainly consisted of (a) $98.7 million of indebtedness that we repaid, (b) $6.6 million we repaid relating to our sale and leaseback agreements, (c) $42.7 million we paid for dividends to holders of our common stock for the fourth quarter of 2014 and first quarter of 2015, (d) $1.9 million we paid for dividends to holders of our Series B Preferred Stock and $4.3 million we paid for dividends to holders of our Series C Preferred Stock, in both cases for each of the periods from October 15, 2014 to January 14, 2015 and January 15, 2015 to April 14, 2015 and (e) $96.6 million net proceeds we received from our public offering in May 2015 of 4.0 million shares of our Series D Preferred Stock, net of underwriting discounts and expenses incurred in the offering.
Change in the manner of presentation of certain items
Effective January 1, 2016,  we changed the way we present in the statements of income the  interest accrued and realized on non-hedging derivative instruments and have reclassified such from the Interest and Finance costs  line item to Gain / (Loss) on derivative instruments,  on the 2016 consolidated statements of income and their comparatives.
 
8


Liquidity and Capital Expenditures

Cash and cash equivalents
As of June 30, 2016, we had a total cash liquidity of $152.6 million, consisting of cash, cash equivalents and restricted cash.
Debt-free vessels
As of July 27, 2016, the following vessels were free of debt.

Unencumbered Vessels in the water
(refer to fleet list for full charter details)

Vessel Name
 
Year
Built
 
TEU
Capacity
 
NCP0152(*)
 
2017
 
11,010
 
VENETIKO(**)
 
2003
 
5,928
 
ITEA(**)
 
1998
 
3,842
 
LAKONIA(**)
 
2004
 
2,586
 
ELAFONISSOS(*)
 
1999
 
2,526
 
AREOPOLIS(**)
 
2000
 
2,474
 
MONEMVASIA(*)
 
1998
 
2,472
 
MESSINI
 
1997
 
2,458
 
NEAPOLIS
 
2000
 
1,645
 
ARKADIA(*)
 
2001
 
1,550
 

(*) Vessels ordered or acquired pursuant to the Framework Deed
(**) Vessels to serve as additional security in the Costamare facility


Capital commitments

As of July 27 2016, we had outstanding equity commitments relating to our ten contracted newbuilds aggregating approximately $15.8 million payable until the vessels are delivered. The amount represents our interest in the relevant jointly-owned entities under the Framework Deed and excludes approximately $43.5 million relating to our interest in the delivery installments of the last three 11,000TEU vessels on order.
Conference Call details:
On Thursday, July 28, 2016, at 8:30 a.m. ET, Costamare's management team will hold a conference call to discuss the financial results.

Participants should dial into the call 10 minutes before the scheduled time using the following numbers: 1-866-524-3160 (from the US), 0808 238 9064 (from the UK) or +1-412-317-6760 (from outside the US). Please quote "Costamare".

A replay of the conference call will be available until August 28, 2016. The United States replay number is +1-877-344-7529; the standard international replay number is +1-412-317-0088, and the access code required for the replay is: 10090298.

Live webcast:

There will also be a simultaneous live webcast over the Internet, through the Costamare Inc. website (www.costamare.com) under the "Investors" section. Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.

9



About Costamare Inc.
Costamare Inc. is one of the world's leading owners and providers of containerships for charter. The Company has 42 years of history in the international shipping industry and a fleet of 72 containerships, with a total capacity of approximately 467,000 TEU, including 10 newbuild containerships to be delivered. Eighteen of our containerships, including 10 newbuilds on order, have been acquired pursuant to the Framework Agreement with York Capital Management by vessel-owning joint venture entities in which we hold a minority equity interest. The Company's common stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock trade on the New York Stock Exchange under the symbols "CMRE", "CMRE PR B", "CMRE PR C" and "CMRE PR D", respectively.

Forward-Looking Statements

This earnings release contains "forward-looking statements". In some cases, you can identify these statements by forward-looking words such as "believe", "intend", "anticipate", "estimate", "project", "forecast", "plan", "potential", "may", "should", "could" and "expect" and similar expressions. These statements are not historical facts but instead represent only Costamare's belief regarding future results, many of which, by their nature, are inherently uncertain and outside of Costamare's control. It is possible that actual results may differ, possibly materially, from those anticipated in these forward-looking statements. For a discussion of some of the risks and important factors that could affect future results, see the discussion in Costamare Inc.'s Annual Report on Form 20-F (File No. 001-34934) under the caption "Risk Factors".
Company Contacts:

Gregory Zikos - Chief Financial Officer
Konstantinos Tsakalidis - Business Development

Costamare Inc., Monaco
Tel: (+377) 93 25 09 40
Email: ir@costamare.com


10

 Fleet List
The tables below provide additional information, as of July 27, 2016, about our fleet of containerships, including our newbuilds on order, the vessels acquired pursuant to the Framework Deed and those vessels subject to sale and leaseback agreements. Each vessel is a cellular containership, meaning it is a dedicated container vessel.

 
Vessel Name
Charterer
Year Built
Capacity (TEU)
Time Charter Term(1)
Current Daily Charter Rate (U.S. dollars)
Expiration of Charter(1)
Average Daily Charter Rate Until Earliest Expiry of Charter (U.S. dollars)(2)
1
TRITON(*)(***)
Evergreen
2016
14,424
10 years
 
March 2026
 
2
TITAN(*)(***)
Evergreen
2016
14,424
10 years
 
April 2026
 
3
COSCO GUANGZHOU
COSCO
2006
9,469
12 years
36,400
December 2017
36,400
4
COSCO NINGBO
COSCO
2006
9,469
12 years
36,400
January 2018
36,400
5
COSCO YANTIAN
COSCO
2006
9,469
12 years
36,400
February 2018
36,400
6
COSCO BEIJING
COSCO
2006
9,469
12 years
36,400
April 2018
36,400
7
COSCO HELLAS
COSCO
2006
9,469
12 years
37,519
May 2018
37,519
8
MSC AZOV(**)
MSC
2014
9,403
10 years
43,000
November 2023
43,000
9
MSC AJACCIO(**)
MSC
2014
9,403
10 years
43,000
February 2024
43,000
10
MSC AMALFI(**)
MSC
2014
9,403
10 years
43,000
March 2024
43,000
11
MSC ATHENS
MSC
2013
8,827
10 years
42,000
January 2023
42,000
12
MSC ATHOS
MSC
2013
8,827
10 years
42,000
February 2023
42,000
13
VALOR
Evergreen
2013
8,827
7.0 years(i)
41,700
April 2020(i)
41,700
14
VALUE
Evergreen
2013
8,827
7.0 years(i)
41,700
April 2020(i)
41,700
15
VALIANT
Evergreen
2013
8,827
7.0 years(i)
41,700
June 2020(i)
41,700
16
VALENCE
Evergreen
2013
8,827
7.0 years(i)
41,700
July 2020(i)
41,700
17
VANTAGE
Evergreen
2013
8,827
7.0 years(i)
41,700
September 2020(i)
41,700
18
NAVARINO
PIL
2010
8,531
1.0 year
 10,500
November 2016(ii)
10,500
19
MAERSK KAWASAKI(iii)
A.P. Moller-Maersk
1997
7,403
10 years
37,000
December 2017
37,000
20
MAERSK KURE(iii)
A.P. Moller-Maersk
1996
7,403
10 years
37,000
December 2017
37,000
21
MAERSK KOKURA(iii)
A.P. Moller-Maersk
1997
7,403
10 years
37,000
February 2018
37,000
22
MSC METHONI
MSC
2003
6,724
10 years
29,000
September 2021
29,000
23
SEALAND NEW YORK
A.P. Moller-Maersk
2000
6,648
11 years
26,100
March 2018
26,100
24
MAERSK KOBE
A.P. Moller-Maersk
2000
6,648
11 years
26,100
May 2018
26,100
25
SEALAND WASHINGTON
A.P. Moller-Maersk
2000
6,648
11 years
26,100
June 2018
26,100
26
SEALAND MICHIGAN
A.P. Moller-Maersk
2000
6,648
11 years
26,100
August 2018
26,100
27
SEALAND ILLINOIS
A.P. Moller-Maersk
2000
6,648
11 years
26,100
October 2018
26,100
28
MSC  KOLKATA
A.P. Moller-Maersk
2003
6,644
11 years
26,100
November 2019
26,100
29
MSC KINGSTON
A.P. Moller-Maersk
2003
6,644
11 years
26,100
February 2020
26,100
30
MSC KALAMATA
A.P. Moller-Maersk
2003
6,644
11 years
26,100
April 2020
26,100
31
VENETIKO
 
2003
5,928
       
32
ENSENADA EXPRESS(*)
 
2001
5,576
       
33
MSC ROMANOS
MSC
2003
5,050
5.3 years
28,000
November 2016
28,000
34
ZIM NEW YORK
ZIM
2002
4,992
14 years
14,534
September 2017(4)
 
35
ZIM SHANGHAI
ZIM
2002
4,992
14 years
14,534
September 2017(4)
 
36
ZIM PIRAEUS
ZIM
2004
4,992
10 years
12,500(5)
December 2016
5,532
37
OAKLAND EXPRESS
Hapag Lloyd
2000
4,890
8.0 years
30,500(6)
November 2016
28,051
 
 
11

 
 
 
 
 
Vessel Name
Charterer
Year Built
Capacity (TEU)
Time Charter Term(1)
Current Daily Charter Rate (U.S. dollars)
Expiration of Charter(1)
Average Daily Charter Rate Until Earliest Expiry of Charter (U.S. dollars)(2)
38
HALIFAX EXPRESS
Hapag Lloyd
2000
4,890
8.0 years
30,500(7)
November 2016
28,754
39
SINGAPORE EXPRESS
Hapag Lloyd
2000
4,890
8.0 years
6,300
November 2016
6,300
40
MSC MANDRAKI
MSC
1988
4,828
7.8 years
20,000
August 2017
20,000
41
MSC MYKONOS
MSC
1988
4,828
8.2 years
20,000
September 2017
20,000
42
MSC ULSAN
MSC
2002
4,132
5.3 years
16,500
March 2017
16,500
43
MSC KORONI
MSC
1998
3,842
9.5 years
13,500(8)
September 2018
13,500
44
ITEA
ACL
1998
3,842
0.2 years
6,250
September 2016
6,250
45
KARMEN
Evergreen
1991
3,351
1.9 years
6,500
July 2016
6,500
46
MARINA
Evergreen
1992
3,351
0.8 years
6,000
August 2016
6,000
47
LAKONIA
Evergreen
2004
2,586
2.0 years
8,600
February 2017
8,600
48
ELAFONISOS(*)
 
1999
2,526
       
49
AREOPOLIS
Evergreen
2000
2,474
0.5 years
5,950
August 2016
5,950
50
MONEMVASIA(*)(iv)
A.P. Moller-Maersk
1998
2,472
0.8 years
8,750
November 2016
8,750
51
MESSINI
Evergreen
1997
2,458
3.3 years
6,000
August 2016
6,000
52
MSC REUNION
MSC
1992
2,024
9.0 years
11,200(9)
July 2017
7,174
53
MSC NAMIBIA II
MSC
1991
2,023
9.8 years
11,200(10)
July 2017
6,878
54
MSC SIERRA II
MSC
1991
2,023
8.7 years
6,800
June 2017
6,800
55
MSC PYLOS
MSC
1991
2,020
6.0 years
6,300
January 2017
6,300
56
PADMA(*)
Yang Ming
1998
1,645
1.2 years
7,250
August 2016
7,250
57
NEAPOLIS
Evergreen
2000
1,645
0.5 years
6,900
January 2017
6,900
58
ARKADIA(*)
Evergreen
2001
1,550
2.0 years
10,600
August 2017
10,600
59
PROSPER
Evergreen
1996
1,504
0.3 years
6,600
August 2017
6,600
60
ZAGORA
MSC
1995
1,162
5.8 years
6,300
June 2017
6,300
61
PETALIDI(*)
CMA CGM
1994
1,162
2.0 years
7,600
August 2016
7,600
62
STADT LUEBECK
CMA CGM
2001
1,078
2.7 years
8,000(11)
August 2016
8,000

Newbuilds

 
 
Vessel Name
 
 
Shipyard
 
Capacity (TEU)
 
Charterer
Expected Delivery(3)
1
NCP0113(*)
Hanjin Subic Bay
11,010
 
Q3 2016
2
NCP0114(*)
Hanjin Subic Bay
11,010
 
Q3 2016
3
NCP0115(*)
Hanjin Subic Bay
11,010
 
Q4 2016
4
NCP0116(*)
Hanjin Subic Bay
11,010
 
Q4 2016
5
NCP0152(*)
Hanjin Subic Bay
11,010
 
Q1 2017
6
S2123(*) (***)
Samsung Heavy
14,424
Evergreen
Q3 2016
7
S2124(*) (***)
Samsung Heavy
14,424
Evergreen
Q4 2016
8
S2125(*) (***)
Samsung Heavy
14,424
Evergreen
Q4 2016
9
YZJ1206(*) (***)
Jiangsu New Yangzi
3,800
Hamburg Süd
Q1 2018
10
YZJ1207 (*) (***)
Jiangsu New Yangzi
3,800
Hamburg Süd
Q2 2018
 

 
12


(1) Charter terms and expiration dates are based on the earliest date charters could expire. Amounts set out for current daily charter rate are the amounts contained in the charter contracts.
(2) This average rate is calculated based on contracted charter rates for the days remaining between July 27, 2016 and the earliest expiration of each charter. Certain of our charter rates change until their earliest expiration dates, as indicated in the footnotes below.
(3) Based on latest shipyard production schedule, subject to change.
(4)
The amounts in the table reflect the current charter terms, giving effect to our agreement with Zim under the 2014 restructuring plan. Based on this agreement, we have been granted charter extensions and have been issued equity securities representing 1.2% of Zim's equity and approximately $8.2 million in interest bearing notes maturing in 2023. In July the Company exercised its option to extend the charters of Zim New York and Zim Shanghai for one year pursuant to its option to extend the charter of two of the three vessels chartered to Zim for successive one year periods at market rate plus $1,100 per day per vessel while the notes remain outstanding. The rate for the first year has been determined at $14,534 per day. The Company exercised its option for a second year of extension.
(5) This charter rate changes on August 1, 2016 to $5,350 per day until the earliest redelivery date.
(6) This charter rate changes on September 8, 2016 to $6,300 per day until the earliest redelivery date.
(7) This charter rate changes on October 25, 2016 to $6,300 per day until the earliest redelivery date.
(8) As from December 1, 2012 until redelivery, the charter rate is to be a minimum of $13,500 per day plus 50% of the difference between the market rate and the charter rate of $13,500. The market rate is to be determined annually based on the Hamburg ConTex type 3500 TEU index published on October 1 of each year until redelivery.
(9) This charter rate changes on August 27, 2016 to $6,800 per day until the earliest redelivery date.
(10) This charter rate changes on August 2, 2016 to $6,800 per day until the earliest redelivery date.
(11) The charter rate will be $8,000 per day provided that the vessel trades within the Red Sea once every 20 days, while it will change to $7,400 for non-Red Sea trading. As of July 27, 2016, the vessel was earning $8,000 per day.


(i) Assumes exercise of owner's unilateral options to extend the charter of these vessels for two one year periods at the same charter rate. The charterer also has corresponding options to unilaterally extend the charter for the same periods at the same charter rate.
(ii) The charterer has a unilateral option to extend the charter of the vessel for a period of 12 months.
(iii) The charterer has a unilateral option to extend the charter of the vessel for two periods of 30 months each +/-90 days on the final period performed, at a rate of $41,700 per day.
(iv) We have entered into a five year charter agreement with Maersk upon the expiry of the current charter agreement, at a rate of $9,250 daily.
(*) Denotes vessels acquired pursuant to the Framework Deed with York. The Company holds an equity interest ranging between 25% and 49% in each of the vessel-owning entities.
(**)    Denotes vessels subject to a sale and leaseback transaction
 (***) Denotes vessels acquired pursuant to the Framework Deed which are subject to sale and leaseback transactions.

13

COSTAMARE INC.
Consolidated Statements of Income
   
Six-months ended June 30,
   
Three-months ended June 30,
 
(Expressed in thousands of U.S. dollars, except share and per share amounts)
 
 
2015
   
2016
   
2015
   
2016
 
       
                         
REVENUES:
                       
Voyage revenue
 
$
244,069
   
$
239,799
   
$
123,219
   
$
119,525
 
                                 
EXPENSES:
                               
Voyage expenses
   
(1,028
)
   
(1,040
)
   
(392
)
   
(468
)
Voyage expenses – related parties
   
(1,829
)
   
(1,798
)
   
(924
)
   
(896
)
Vessels' operating expenses
   
(59,780
)
   
(52,459
)
   
(30,229
)
   
(25,468
)
General and administrative expenses
   
(2,682
)
   
(2,868
)
   
(1,367
)
   
(1,642
)
Management fees - related parties
   
(9,690
)
   
(9,570
)
   
(4,872
)
   
(4,785
)
General and administrative expenses – non-cash component
   
(5,383
)
   
(2,746
)
   
(2,749
)
   
(1,402
)
Amortization of dry-docking and special survey costs
   
(3,583
)
   
(3,940
)
   
(1,758
)
   
(2,006
)
Depreciation
   
(50,411
)
   
(50,569
)
   
(25,345
)
   
(25,288
)
Amortization of prepaid lease rentals
   
(2,470
)
   
(2,477
)
   
(1,242
)
   
(1,239
)
Foreign exchange gains / (losses)
   
230
     
(229
)
   
(60
)
   
(105
)
Operating income
 
$
107,443
   
$
112,103
   
$
54,281
   
$
56,226
 
                                 
OTHER INCOME / (EXPENSES):
                               
Interest income
 
$
732
   
$
737
   
$
294
   
$
376
 
Interest and finance costs
   
(41,870
)
   
(36,676
)
   
(19,363
)
   
(17,770
)
Equity gain / (loss) on investments
   
(47
)
   
(405
)
   
148
     
(198
)
Other
   
305
     
538
     
27
     
40
 
Gain /(Loss) on derivative instruments
   
4,050
     
(4,259
)
   
8,942
     
(1,632
)
Total other income / (expenses)
 
$
(36,830
)
 
$
(40,065
)
 
$
(9,952
)
 
$
(19,184
)
Net Income
 
$
70,613
   
$
72,038
   
$
44,329
   
$
37,042
 
Earnings allocated to Preferred Stock
   
(7,313
)
   
(10,473
)
   
(4,303
)
   
(5,266
)
Net Income available to common stockholders
 
$
63,300
   
$
61,565
   
$
40,026
   
$
31,776
 
                                 
                                 
Earnings per common share, basic and diluted
 
$
0.85
   
$
0.82
   
$
0.53
   
$
0.42
 
Weighted average number of shares, basic and diluted
   
74,876,866
     
75,474,844
     
74,951,244
     
75,549,644
 
 

 
14


COSTAMARE INC.
Consolidated Balance Sheets
 
 
As of December 31,
   
As of June 30,
 
(Expressed in thousands of U.S. dollars)
 
2015
   
2016
 
   
(Unaudited)
 
ASSETS
           
CURRENT ASSETS:
           
Cash and cash equivalents                                                                           
 
$
100,105
   
$
99,739
 
Restricted cash
   
14,007
     
6,138
 
Accounts receivable
   
1,111
     
2,200
 
Inventories
   
10,578
     
10,774
 
Due from related parties
   
6,012
     
3,747
 
Fair value of derivatives
   
352
     
194
 
Insurance claims receivable
   
3,906
     
5,946
 
Prepaid lease rentals
   
4,982
     
4,975
 
Accrued charter revenue
   
457
     
456
 
Prepayments and other
   
3,546
     
4,187
 
Total current assets
 
$
145,056
   
$
138,356
 
FIXED ASSETS, NET:
               
Capital leased assets
 
$
242,966
   
$
239,196
 
Vessels, net
   
2,004,650
     
1,960,465
 
Total fixed assets, net
 
$
2,247,616
   
$
2,199,661
 
NON-CURRENT ASSETS:
               
Investment in affiliates
 
$
117,931
   
$
129,241
 
Prepaid lease rentals, non-current
   
35,829
     
33,359
 
Deferred charges, net
   
22,809
     
24,737
 
Accounts receivable, non-current
   
1,425
     
1,425
 
Restricted cash
   
48,708
     
46,741
 
Accrued charter revenue
   
569
     
391
 
Other non-current assets
   
12,612
     
12,762
 
Total assets
 
$
2,632,555
   
$
2,586,673
 
LIABILITIES AND STOCKHOLDERS' EQUITY
               
CURRENT LIABILITIES:
               
Current portion of long-term debt (*)
 
$
183,828
   
$
188,116
 
Accounts payable
   
4,047
     
5,285
 
Due to related parties
   
371
     
232
 
Capital lease obligations (*)
   
14,307
     
14,790
 
Accrued liabilities
   
15,225
     
16,111
 
Unearned revenue
   
18,356
     
15,618
 
Fair value of derivatives
   
32,462
     
36,174
 
Other current liabilities
   
1,712
     
1,641
 
Total current liabilities
 
$
270,308
   
$
277,967
 
NON-CURRENT LIABILITIES
               
Long-term debt, net of current portion (*)
 
$
1,134,764
   
$
1,076,936
 
Capital lease obligations, net of current portion (*)
   
217,810
     
210,315
 
Fair value of derivatives, net of current portion
   
19,655
     
18,070
 
Unearned revenue, net of current portion
   
26,508
     
22,405
 
Total non-current liabilities
 
$
1,398,737
   
$
1,327,726
 
COMMITMENTS AND CONTINGENCIES
               
STOCKHOLDERS' EQUITY:
               
Preferred stock
 
$
-
   
$
-
 
Common stock
   
8
     
8
 
Additional paid-in capital
   
963,904
     
966,651
 
Retained earnings
   
44,247
     
61,980
 
Accumulated other comprehensive loss
   
(44,649
)
   
(47,659
)
Total stockholders' equity
 
$
963,510
   
$
980,980
 
Total liabilities and stockholders' equity
 
$
2,632,555
   
$
2,586,673
 
(*) Amounts net of deferred financing costs
 
 
15

Financial Summary
                         
 
 
Six-month period ended
June 30,
   
Three-month period ended June
30,
 
(Expressed in thousands of U.S. dollars, except share and per share data):
 
2015
   
2016
   
2015
   
2016
 
 
                 
 
                       
Voyage revenue
 
$
244,069
   
$
239,799
   
$
123,219
   
$
119,525
 
Accrued charter revenue (1)
 
$
1,386
   
$
(2,067
)
 
$
759
   
$
(1,615
)
Voyage revenue adjusted on a cash basis (2)
 
$
245,455
   
$
237,732
   
$
123,978
   
$
117,910
 
 
                               
Adjusted EBITDA (3)
 
$
173,328
   
$
169,223
   
$
87,293
   
$
83,949
 
 
                               
Adjusted Net Income available to common stockholders (3)
 
$
63,010
   
$
63,959
   
$
34,381
   
$
31,891
 
Weighted Average number of shares  
   
74,876,866
     
75,474,844
     
74,951,244
     
75,549,644
 
Adjusted Earnings per share (3)
 
$
0.84
   
$
0.85
   
$
0.46
   
$
0.42
 
 
                               
EBITDA (3)
 
$
168,215
   
$
164,963
   
$
91,743
   
$
82,969
 
Net Income
 
$
70,613
   
$
72,038
   
$
44,329
   
$
37,042
 
Net Income available to common stockholders
 
$
63,300
   
$
61,565
   
$
40,026
   
$
31,776
 
Weighted Average number of shares
   
74,876,866
     
75,474,844
     
74,951,244
     
75,549,644
 
Earnings per share
 
$
0.85
   
$
0.82
   
$
0.53
   
$
0.42
 


(1) Accrued charter revenue represents the difference between cash received during the period and revenue recognized on a straight-line basis. In the early years of a charter with escalating charter rates, voyage revenue will exceed cash received during the period and during the last years of such charter cash received will exceed revenue recognized on a straight line basis.
(2) Voyage revenue adjusted on a cash basis represents Voyage revenue after adjusting for non-cash "Accrued charter revenue" recorded under charters with escalating charter rates. However, Voyage revenue adjusted on a cash basis is not a recognized measurement under U.S. generally accepted accounting principles ("GAAP"). We believe that the presentation of Voyage revenue adjusted on a cash basis is useful to investors because it presents the charter revenue for the relevant period based on the then current daily charter rates. The increases or decreases in daily charter rates under our charter party agreements are described in the notes to the "Fleet List" below.
(3) Adjusted net income available to common stockholders, adjusted earnings per share, EBITDA and adjusted EBITDA are non- GAAP measures. Refer to the reconciliation of net income to adjusted net income and net income available to common stockholders to EBITDA and adjusted EBITDA below.

Non-GAAP Measures

The Company reports its financial results in accordance with U.S. GAAP. However, management believes that certain non- GAAP financial measures used in managing the business may provide users of these financial measures additional meaningful comparisons between current results and results in prior operating periods. Management believes that these non-GAAP financial measures can provide additional meaningful reflection of underlying trends of the business because they provide a comparison of historical information that excludes certain items that impact the overall comparability. Management also uses these non-GAAP financial measures in making financial, operating and planning decisions and in evaluating the Company's performance. The tables below set out supplemental financial data and corresponding reconciliations to GAAP financial measures for the three-month and six-month periods ended June 30, 2016 and 2015. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, voyage revenue or net income as determined in accordance with GAAP. Non-GAAP financial measures include (i) Voyage revenue adjusted on a cash basis (reconciled above), (ii) Adjusted Net Income available to common stockholders, (iii) Adjusted Earnings per share, (iv) EBITDA and (v) Adjusted EBITDA.
 

 
16



Reconciliation of Net Income to Adjusted Net Income available to common stockholders  and Adjusted Earnings per Share

                         
 
 
Six-month period ended June
30,
   
Three-month period ended
June 30,
 
(Expressed in thousands of U.S. dollars, except share and per share data)
 
2015
   
2016
   
2015
   
2016
 
 
                       
Net Income
 
$
70,613
   
$
72,038
   
$
44,329
   
$
37,042
 
Earnings allocated to Preferred Stock
   
(7,313
)
   
(10,473
)
   
(4,303
)
   
(5,266
)
Net Income available to common stockholders
   
63,300
     
61,565
     
40,026
     
31,776
 
Accrued charter revenue
   
1,386
     
(2,067
)
   
759
     
(1,615
)
Unrealized loss from swap option agreement held by a jointly owned company with York included in equity loss on investments
   
440
     
-
     
60
     
-
 
General and administrative expenses – non-cash component
   
5,383
     
2,746
     
2,749
     
1,402
 
Amortization of prepaid lease rentals
   
2,470
     
2,477
     
1,242
     
1,239
 
Realized Loss / (Gain) on Euro/USD forward contracts (1)
   
1,954
     
(678
)
   
924
     
(439
)
Gain on derivative instruments, excluding interest accrued and realized on non-hedging derivative instruments (1)
   
(11,923
)
   
(84
)
   
(11,379
)
   
(472
)
Adjusted Net income available to common stockholders
 
$
63,010
   
$
63,959
   
$
34,381
   
$
31,891
 
Adjusted Earnings per Share
 
$
0.84
   
$
0.85
   
$
0.46
   
$
0.42
 
Weighted average number of shares
   
74,876,866
     
75,474,844
     
74,951,244
     
75,549,644
 


Adjusted Net Income available to common stockholders and Adjusted Earnings per Share represent net income after earnings allocated to preferred stock, but before non-cash "Accrued charter revenue" recorded under charters with escalating charter rates, realized loss / (gain) on Euro/USD forward contracts, unrealized loss from a swap option agreement held by a jointly owned company with York, which is included in equity loss on investments, General and administrative expenses – non-cash component, amortization of prepaid lease rentals and non-cash changes in fair value of derivatives. "Accrued charter revenue" is attributed to the timing difference between the revenue recognition and the cash collection. However, Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are not recognized measurements under U.S. GAAP. We believe that the presentation of Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are useful to investors because they are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry. We also believe that Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are useful in evaluating our ability to service additional debt and make capital expenditures. In addition, we believe that Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are useful in evaluating our operating performance and liquidity position compared to that of other companies in our industry because the calculation of Adjusted Net Income available to common stockholders and Adjusted Earnings per Share generally eliminates the effects of the accounting effects of capital expenditures and acquisitions, certain hedging instruments and other accounting treatments, items which may vary for different companies for reasons unrelated to overall operating performance and liquidity. In evaluating Adjusted Net Income available to common stockholders and Adjusted Earnings per Share, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation. Our presentation of Adjusted Net Income available to common stockholders and Adjusted Earnings per Share should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.

(1) Items to consider for comparability include gains and charges. Gains positively impacting net income are reflected as deductions to adjusted net income. Charges negatively impacting net income are reflected as increases to adjusted net income.


17

Reconciliation of Net Income to EBITDA and Adjusted EBITDA


                         
 
 
Six-month period ended June
30,
   
Three-month period ended June
30,
 
(Expressed in thousands of U.S. dollars)
 
2015
   
2016
   
2015
   
2016
 
 
                       
 
                       
Net Income
 
$
70,613
   
$
72,038
   
$
44,329
   
$
37,042
 
Interest and finance costs
   
41,870
     
36,676
     
19,363
     
17,770
 
Interest income
   
(732
)
   
(737
)
   
(294
)
   
(376
)
Depreciation
   
50,411
     
50,569
     
25,345
     
25,288
 
Amortization of prepaid lease rentals
   
2,470
     
2,477
     
1,242
     
1,239
 
Amortization of dry-docking and special survey costs
   
3,583
     
3,940
     
1,758
     
2,006
 
EBITDA
   
168,215
     
164,963
     
91,743
     
82,969
 
Accrued charter revenue
   
1,386
     
(2,067
)
   
759
     
(1,615
)
Unrealized loss from swap option agreement held by a jointly owned company with York included in equity loss on investments
   
440
     
-
     
60
     
-
 
General and administrative expenses – non-cash component
   
5,383
     
2,746
     
2,749
     
1,402
 
Realized Loss / (Gain) on Euro/USD forward contracts (1)
   
1,954
     
(678
)
   
924
     
(439
)
(Gain)/Loss on derivative instruments, including interest accrued and realized on non-hedging derivative instruments (1)
   
(4,050
)
   
4,259
     
(8,942
)
   
1,632
 
Adjusted EBITDA
 
$
173,328
   
$
169,223
   
$
87,293
   
$
83,949
 

EBITDA represents net income before interest and finance costs, interest income, amortization of prepaid lease rentals, depreciation and amortization of deferred dry-docking and special survey costs. Adjusted EBITDA represents net income before interest and finance costs, interest income, amortization of prepaid lease rentals, depreciation, amortization of deferred dry-docking and special survey costs, non-cash "Accrued charter revenue" recorded under charters with escalating charter rates, realized loss / (gain) on Euro/USD forward contracts, unrealized loss from swap option agreement held by a jointly owned company with York, which is included in equity loss on investments, General and administrative expenses – non-cash component and non-cash changes in fair value of derivatives. "Accrued charter revenue" is attributed to the time difference between the revenue recognition and the cash collection. However, EBITDA and Adjusted EBITDA are not recognized measurements under U.S. GAAP. We believe that the presentation of EBITDA and Adjusted EBITDA are useful to investors because they are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry. We also believe that EBITDA and Adjusted EBITDA are useful in evaluating our ability to service additional debt and make capital expenditures. In addition, we believe that EBITDA and Adjusted EBITDA are useful in evaluating our operating performance and liquidity position compared to that of other companies in our industry because the calculation of EBITDA and Adjusted EBITDA generally eliminates the effects of financings, income taxes and the accounting effects of capital expenditures and acquisitions, items which may vary for different companies for reasons unrelated to overall operating performance and liquidity. In evaluating EBITDA and Adjusted EBITDA, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation. Our presentation of EBITDA and Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.

(1) Items to consider for comparability include gains and charges. Gains positively impacting net income are reflected as deductions to adjusted EBITDA. Charges negatively impacting net income are reflected as increases to adjusted EBITDA.
 

18