Document

For the three months ended June 30, 2025, Pangaea reported non-GAAP adjusted net loss of $1.4 million, or $0.02 net loss per share, on total revenue of $156.7 million. Second quarter TCE rates decreased 25% on a year-over-year basis, while total shipping days, which include both voyage and time charter days, increased 51% to 6,222 days. The increase in shipping days relative to the year-ago period was primarily attributable to the acquisition of fifteen handy-sized vessels, which was completed at the end of the fourth quarter of 2024.

Total Adjusted EBITDA decreased by 4.1% to $15.3 million in the second quarter of 2025, compared to the prior-year period. Total Adjusted EBITDA margin was 9.8% during the second quarter of 2025, compared to 12.1% during the prior year period. The decrease in Adjusted EBITDA margin compared to the prior year period is primarily due to a 31.0% decrease in market shipping rates, which was more than offset by the 51% increase in shipping days.

During the second quarter, the Company entered into an agreement to sell the Strategic Endeavor for $7.7 million. The sale of the vessel was completed on July 21, 2025. Subsequent to the end of the second quarter, the Company purchased the remaining 49% equity ownership of Seamar Management, the Company’s technical management operations subsidiary, for $2.7 million. The Company has also begun the process of financing the Strategic Spirit for $9.0 million payable over 7 years to $1 million at SOFR +1.95%, and the Strategic Vision for $9.0 million payable over 5 years to $3.6 million at SOFR+1.95%. The financings are expected to close in August 2025 and September 2025 respectively.

“The global trade environment remains highly dynamic, with uncertainty around tariffs and port fees slowing long-term commitments from shippers," Filanowski added. "The second quarter ended with an uptick of market rates from seasonal demand in South America. As we enter the third quarter and the peak of our arctic trade season, we see some signs of stabilization and increased activity, especially in our panamax and supramax segments. Quarter-to-date in the third quarter, we've executed 3,671 shipping days at an average TCE of $14,272 per day, supported by our niche ice class fleet and seasonal summer arctic trade."

“Going forward, Pangaea is focused on disciplined capital deployment” stated Filanowski. “During the quarter, we repurchased over 200,000 shares under our existing authorization, reflecting our continued focus on returning capital to shareholders. In addition, we began the process of financing two of our vessels and completed the opportunistic sale of Strategic Endeavor, consistent with our fleet renewal efforts. On the growth side, we are beginning installation of equipment at our Redwing Terminal in Tampa (Florida), and in the second half of this year we will be starting new terminal operations in the Ports of Aransas (Texas), Lake Charles (Louisiana), and Pascagoula (Mississippi).”

Leverage integrated shipping and logistics model. In addition to operating the largest high ice class dry bulk fleet of Panamax and post-Panamax vessels globally, Pangaea also performs stevedoring services, together with port and terminal operations capabilities. Following the completion of the SSI acquisition in late 2024, the Company is focused on the integration of the handy sized fleet and leveraging these vessels to compliment and expand its terminal services and stevedoring operations. The Company is steadily advancing its terminal operations expansion at the Port of Tampa, with completion on track for first half 2026.

Continue to drive strong fleet utilization. In the second quarter, Pangaea's owned fleet of 41 vessels was well utilized on average, despite 167 days of off-hire due to dry dockings. The owned vessel fleet was supplemented with an average of 29 chartered-in vessels to support cargo and COA commitments. Through successful integration of the recently acquired fleet of handy-sized vessels, the Company is focused on improving utilization across it’s fleet and continuing to meet the dynamic demands of its customers.

Continue to upgrade fleet, while divesting older, non-core assets. The Company continues to selectively invest in its fleet with the purpose of maximizing TCE rates, meeting evolving regulatory requirements and supporting client cargo needs on an on-demand basis. During the second quarter, the Company entered into an agreement to sell the Strategic Endeavor for $7.7 million. The 2010-built ship was the oldest of the strategic handysize fleet. The vessel was sold and delivered to the buyer on July 21, 2025.


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Revenues:
Voyage revenue	$	146,268,745	$	124,095,728	$	255,928,545	$	211,386,291
Charter revenue	6,850,141		3,846,797		16,843,140		18,877,824
Terminal & Stevedore Revenue	3,570,556		3,555,327		6,719,643		5,982,290
Total revenue	156,689,442		131,497,852		279,491,328		236,246,405
Expenses:
Voyage expense	77,781,913		61,150,855		138,089,095		98,265,519
Charter hire expense	31,423,415		32,685,075		49,064,085		59,827,925
Vessel operating expense	23,374,879		14,735,927		45,553,141		27,405,184
Terminal & Stevedore Expenses	2,686,320		2,828,398		5,237,661		4,907,585
General and administrative	7,171,840		5,029,696		14,446,333		12,307,699
Depreciation and amortization	10,597,483		7,453,675		20,520,975		14,890,148


Total expenses	153,035,850		123,883,626		272,911,290		217,604,060

Income from operations	3,653,592		7,614,226		6,580,038		18,642,345

Other income (expense):
Interest expense	(6,028,255)		(3,812,783)		(12,174,199)		(7,663,513)
Interest income	291,647		665,362		736,025		1,540,446
Income attributable to Non-controlling interest recorded as long-term liability interest expense	—		119,950		—		(695,152)
Unrealized (loss) gain on derivative instruments, net	(1,300,932)		(927,503)		(1,117,392)		4,156,836
Other income	483,882		334,248		876,788		678,172
Total other expense, net	(6,553,658)		(3,620,726)		(11,678,778)		(1,983,211)

Net (loss) income	(2,900,066)		3,993,500		(5,098,740)		16,659,134
Loss (income) attributable to non-controlling interests	157,950		(310,725)		375,747		(1,302,183)
Net (loss) income attributable to Pangaea Logistics Solutions Ltd.	$	(2,742,116)	$	3,682,775	$	(4,722,993)	$	15,356,951

(Loss) earnings per common share:
Basic	$	(0.04)	$	0.08	$	(0.07)	$	0.34
Diluted	$	(0.04)	$	0.08	$	(0.07)	$	0.33

Weighted average shares used to compute earnings per common share:
Basic	64,042,209		45,276,791		63,988,996		45,245,655
Diluted	64,042,209		46,028,902		63,988,996		45,922,272

Consolidated Balance Sheets


	June 30, 2025		December 31, 2024
	(unaudited)
Assets
Current assets
Cash and cash equivalents	$	59,252,910	$	86,805,470

Accounts receivable (net of allowance of $6,526,398 and $5,492,901 at June 30, 2025 and December 31, 2024, respectively)	49,325,656		42,370,830
Inventories	38,583,748		32,848,241
Advance hire, prepaid expenses and other current assets	29,300,653		29,969,352
Vessel held for sale	7,545,828		—
Total current assets	184,008,795		191,993,893


Fixed assets, net	694,403,690		707,826,328

Right of use assets, net	27,911,848		28,771,531
Goodwill	3,104,800		3,104,800
Other non-current Assets	6,566,313		4,760,529
Total assets	$	915,995,446	$	936,457,081

Liabilities and stockholders' equity
Current liabilities
Accounts payable, accrued expenses and other current liabilities	$	61,401,165	$	46,581,567
Affiliated Companies payable	61,694		1,181,015
Deferred revenue	18,491,044		15,447,488
Current portion of secured long-term debt	16,656,227		16,576,195
Current portion of financing obligations	25,438,710		25,267,105
Current portion of lease liabilities	2,843,750		2,843,750
Dividend payable	1,117,125		1,210,991
Total current liabilities	126,009,715		109,108,111

Secured long-term debt, net	104,712,469		112,720,545
Financing Obligations, net	217,110,667		229,529,792
Long-term liabilities - other	9,032,282		10,434,298

Commitments and contingencies

Stockholders' equity:
Preferred stock, $0.0001 par value, 1,000,000 shares authorized and no shares issued or outstanding	—		—
Common stock, $0.0001 par value, 100,000,000 shares authorized; 65,377,137 shares issued and outstanding at June 30, 2025; 64,961,433 shares issued and outstanding at December 31, 2024	6,539		6,498
Additional paid-in capital	259,733,610		258,659,972
Retained earnings	154,612,941		169,155,149
Total Pangaea Logistics Solutions Ltd. equity	414,353,090		427,821,619
Non-controlling interests	44,777,223		46,842,716
Total stockholders' equity	459,130,313		474,664,335
Total liabilities and stockholders' equity	$	915,995,446	$	936,457,081


	Six Months Ended June 30,
	2025		2024
Operating activities
Net (loss) income	$	(5,098,740)	$	16,659,134
Adjustments to reconcile net income to net cash provided by operations:
Depreciation and amortization expense	20,520,975		14,890,148
Amortization of deferred financing costs	610,839		399,259
Amortization of prepaid rent	59,883		60,933
Unrealized (gain) loss on derivative instruments	1,117,392		(4,156,836)
Income from equity method investee	(876,788)		(678,172)
Earnings attributable to non-controlling interest recorded as other long-term liability	—		695,152
Provision for doubtful accounts	1,065,911		837,063


Drydocking costs	(11,945,125)		(3,154,809)
Share-based compensation	2,080,781		1,667,350
Change in operating assets and liabilities:
Accounts receivable	(8,020,737)		5,722,145
Inventories	(5,735,507)		(12,333,624)
Advance hire, prepaid expenses and other current assets	(355,235)		(2,426,074)
Accounts payable, accrued expenses and other current liabilities	13,571,953		5,339,639
Deferred revenue	3,043,556		(5,565,789)
Net cash provided by operating activities	10,039,158		17,955,519

Investing activities
Purchase of vessels and vessel improvements	(222,988)		(498,982)
Advances for vessel purchases	—		(8,500,000)
Purchase of fixed assets and equipment	(1,346,003)		(140,018)




Contributions to non-consolidated subsidiaries and other investments	(842,307)		—
Net cash used in investing activities	(2,411,298)		(9,139,000)

Financing activities
Proceeds from long-term debt	—		17,600,000
Payments of finance leases	(1,421,874)		(3,135,475)
Payments of financing fees and issuance costs	—		(866,801)
Payments of long-term debt	(8,269,173)		(25,573,461)

Payments of financing obligations	(12,601,538)		(4,189,161)

Dividends paid to non-controlling interests	(1,941,667)		(2,333,334)
Cash dividends paid	(9,939,066)		(9,409,198)
Payments to repurchase ordinary shares	(1,007,102)		—

Payments to non-controlling interest	—		(2,000,000)
Net cash used in financing activities	(35,180,420)		(29,907,430)

Net change in cash and cash equivalents	(27,552,560)		(21,090,911)
Cash and cash equivalents at beginning of period	86,805,470		99,037,866
Cash and cash equivalents at end of period	$	59,252,910	$	77,946,955


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Net Transportation and Service Revenue
Gross Profit	$	10,864,628	$	12,671,400	$	21,093,045	$	31,005,001
Add:
Vessel Depreciation and Amortization	10,558,287		7,426,197		20,454,301		14,835,191
Net transportation and service revenue	$	21,422,915	$	20,097,597	$	41,547,346	$	45,840,192

Adjusted EBITDA
Net (loss) income	(2,900,066)		3,993,500		(5,098,740)		16,659,134
Interest expense, net	5,736,608		3,147,421		11,438,174		6,123,067
Income attributable to Non-controlling interest recorded as long-term liability interest expense	—		(119,950)		—		695,152
Depreciation and amortization	10,597,483		7,453,675		20,520,975		14,890,148
EBITDA	13,434,025		14,474,646		26,860,409		38,367,501
Non-GAAP Adjustments:


Share-based compensation	549,181		528,673		2,080,781		1,667,350
Unrealized (loss) gain on derivative instruments, net	1,300,932		927,503		1,117,392		(4,156,836)

Adjusted EBITDA	$	15,284,138	$	15,930,822	$	30,058,582	$	35,878,015

(Loss) earnings per common share:
Net (loss) income attributable to Pangaea Logistics Solutions Ltd.	$	(2,742,116)	$	3,682,775	$	(4,722,993)	$	15,356,951

Weighted average number of common shares outstanding - basic	64,042,209		45,276,791		63,988,996		45,245,655
Weighted average number of common shares outstanding - diluted	64,042,209		46,028,902		63,988,996		45,922,272

Basic net (loss) income per share	$	(0.04)	$	0.08	$	(0.07)	$	0.34
Diluted net (loss) income per share	$	(0.04)	$	0.08	$	(0.07)	$	0.33

Adjusted EPS
Net (loss) income attributable to Pangaea Logistics Solutions Ltd.	$	(2,742,116)	$	3,682,775	$	(4,722,993)	$	15,356,951
Non-GAAP
Add:


Unrealized loss (gain) on derivative instruments	1,300,932		927,503		1,117,392		(4,156,836)

Non-GAAP adjusted net (loss) income attributable to Pangaea Logistics Solutions Ltd.	$	(1,441,184)	$	4,610,278	$	(3,605,601)	$	11,200,115

Weighted average number of common shares - basic	64,042,209		45,276,791		63,988,996		45,245,655
Weighted average number of common shares - diluted	64,042,209		46,028,902		63,988,996		45,922,272

Adjusted EPS - basic	$	(0.02)	$	0.10	$	(0.06)	$	0.25
Adjusted EPS - diluted	$	(0.02)	$	0.10	$	(0.06)	$	0.24

INFORMATION ABOUT NON-GAAP FINANCIAL MEASURES. As used herein, “GAAP” refers to accounting principles generally accepted in the United States of America. To supplement our consolidated financial statements prepared and presented in accordance with GAAP, this earnings release discusses non-GAAP financial measures, including non-GAAP net revenue and non-GAAP adjusted EBITDA. This is considered a non-GAAP financial measure as defined in Rule 101 of Regulation G promulgated by the Securities and Exchange Commission. Generally, a non-GAAP financial measure is a numerical measure of a company’s historical or future performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.

We use non-GAAP financial measures for internal financial and operational decision making purposes and as a means to evaluate period-to-period comparisons of the performance and results of operations of our core business. Our management believes that non-GAAP financial measures provide meaningful supplemental information regarding the performance of our core business by excluding charges that are not incurred in the normal course of business. Non-GAAP financial measures also facilitate management's internal planning and comparisons to our historical performance and liquidity. We believe certain non-GAAP financial measures are useful to investors as they allow for greater transparency with respect to key metrics used by management in its financial and operational decision making and are used by our institutional investors and the analyst community to help them analyze the performance and operational results of our core business.

Net transportation and service revenue. Net transportation and service revenue represents total revenue less the total direct costs of transportation and services, which includes charter hire, voyage and vessel operating expenses and terminal & stevedore expenses. Net transportation and service revenue is included because it is used by management and certain investors to measure performance by comparison to other logistic service providers. Net transportation and service revenue is not an item recognized by the generally accepted accounting principles in the United States of America, or U.S. GAAP, and should not be considered as an alternative to net income, operating income, or any other indicator of a company's operating performance required by U.S. GAAP. Pangaea’s definition of net transportation and service revenue used here may not be comparable to an operating measure used by other companies.

Adjusted EBITDA and adjusted EPS. Adjusted EBITDA represents net income (or loss), determined in accordance with U.S. GAAP, excluding interest expense, interest income, income taxes, depreciation and amortization, loss on impairment, loss on sale and leaseback of vessels, share-based compensation, other non-operating income and/or expense and other non-recurring items, if any. Earnings per share represents net income divided by the weighted average number of common shares outstanding. Adjusted earnings per share represents net income attributable to Pangaea Logistics Solutions Ltd. plus, when applicable, loss on sale of vessel, loss on sale and leaseback of vessel, loss on impairment of vessel, unrealized gains and losses on derivative instruments, and certain non-recurring charges, divided by the weighted average number of shares of common stock.

Pangaea Logistics Solutions Ltd. (NASDAQ: PANL) and its subsidiaries (collectively, “Pangaea” or the “Company”) provides seaborne drybulk logistics and transportation services as well as terminal and stevedoring services. Pangaea utilizes its logistics expertise to service a broad base of industrial customers who require the transportation of a wide variety of drybulk cargoes, including grains, coal, iron ore, pig iron, hot briquetted iron, bauxite, alumina, cement clinker, dolomite and limestone. The Company addresses the logistics needs of its customers by undertaking a comprehensive set of services and activities, including cargo loading, cargo discharge, port and terminal operations, vessel chartering, voyage planning, and vessel technical management. Learn more at www.pangaeals.com.

Certain statements in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Act of 1995. These forward-looking statements are based on our current expectations and beliefs and are subject to a number of risk factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. The Company disclaims any obligation to publicly update or revise these statements whether as a result of new information, future events or otherwise, except as required by law. Such risks and uncertainties include, without limitation, the strength of world economies and currencies, general market conditions, including fluctuations in charter rates and vessel values, changes in demand for dry bulk shipping capacity, changes in our operating expenses, including bunker prices, dry-docking and insurance costs, the market for our vessels, availability of financing and refinancing, charter counterparty performance, ability to obtain financing and comply with covenants in such financing arrangements, changes in governmental rules and regulations or actions taken by regulatory authorities, potential liability from pending or future litigation, general domestic and international political conditions, potential disruption of shipping routes due to accidents or political events, vessels breakdowns and instances of off-hires and other factors, as well as other risks that have been included in filings with the Securities and Exchange Commission, all of which are available at www.sec.gov.


Gianni Del Signore						Stefan C. Neely
Chief Financial Officer						Vallum Advisors
401-846-7790
Investors@pangaeals.com						PANL@val-adv.com