0001102624-14-001155.txt : 20140723 0001102624-14-001155.hdr.sgml : 20140723 20140723160627 ACCESSION NUMBER: 0001102624-14-001155 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20140723 FILED AS OF DATE: 20140723 DATE AS OF CHANGE: 20140723 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Costamare Inc. CENTRAL INDEX KEY: 0001503584 STANDARD INDUSTRIAL CLASSIFICATION: DEEP SEA FOREIGN TRANSPORTATION OF FREIGHT [4412] IRS NUMBER: 000000000 STATE OF INCORPORATION: 1T FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34934 FILM NUMBER: 14988878 BUSINESS ADDRESS: STREET 1: 60 ZEPHYROU STREET & SYNGROU AVENUE CITY: ATHENS STATE: J3 ZIP: 17564 BUSINESS PHONE: 30-2109490000 MAIL ADDRESS: STREET 1: 60 ZEPHYROU STREET & SYNGROU AVENUE CITY: ATHENS STATE: J3 ZIP: 17564 6-K 1 costamare6k.htm COSTAMARE INC. 6-K costamare6k.htm
 
 

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 6-K
 
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR
15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
For the month of July 2014
 
Commission File Number: 001-34934
 
 
COSTAMARE INC.
(Translation of registrant’s name into English)
 
60 Zephyrou Street & Syngrou Avenue, 17564 Athens, Greece
(Address of principal executive office)
 
 
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
 
Form 20-F     x          Form 40-F     o
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
 
 
 
 
 
 
 
INCORPORATION BY REFERENCE
 
Exhibit 99.2 to this Report on Form 6-K shall be incorporated by reference into our registration statement on Form F-3, as filed with the Securities and Exchange Commission on November 20, 2013 (File No. 333-191833), to the extent not superseded by documents or reports subsequently filed by us under the Securities Act of 1933 or the Securities Exchange Act of 1934, in each case as amended.
 
 
EXHIBIT INDEX
 
Press Release, dated July 23, 2014: Costamare Inc. Reports Results for the Second Quarter and Six-Month Period Ended June 30, 2014
Financial Report for the Second Quarter and Six-Month Period Ended June 30, 2014
 
 
 
 
 
 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
Date:  July 23, 2014
   
 
COSTAMARE INC.
     
 
By:
/s/ Gregory G. Zikos             
 
Name:
Gregory G. Zikos
 
Title:
Chief Financial Officer
 

 EX-99.1 2 exh99_1.htm EXHIBIT 99.1 exh99_1.htm
 
Exhibit 99.1
 
COSTAMARE INC. REPORTS RESULTS FOR THE SECOND QUARTER AND SIX- MONTH PERIOD ENDED JUNE 30, 2014
 
 
Athens, Greece, July 23, 2014 – Costamare Inc. (“Costamare” or the “Company”) (NYSE: CMRE) today reported unaudited financial results for the second quarter and six months ended June 30, 2014.
 
 
·
Voyage revenues of $123.5 million and $238.4 million for the three and the six months ended June 30, 2014, respectively.
 
 
·
Voyage revenues adjusted on a cash basis of $126.0 million and $243.5 million for the three and six months ended June 30, 2014, respectively.
 
 
·
Adjusted EBITDA of $91.4 million and $173.4 million for the three and six months ended June 30, 2014, respectively.
 
 
·
Net income of $27.4 million and $47.2 million for the three and six months ended June 30, 2014, respectively.
 
 
·
Net income available to common stockholders of $24.3 million or $0.32 per share and $41.5 million or $0.55 per share for the three and six months ended June 30, 2014, respectively.
 
 
·
Adjusted Net Income available to common stockholders of $36.2 million or $0.48 per share and $62.5 million or $0.84 per share for the three and six months ended June 30, 2014, respectively.
 
See “Financial Summary” and “Non-GAAP Measures” below for additional detail.
 
New Business Developments
 
 
·
The Company purchased the 2000-built, 2,474 TEU containership Areopolis for a purchase price of $9.5 million. The vessel has been chartered to Cosco for a period of minimum 3 and maximum 5 months starting from June 15, 2014, at a daily rate of $7,000.
 
 
·
The Company sold the 1992-built, 3,351 TEU containership Konstantina for demolition, for a sale price of $7.5 million. The vessel was delivered to her buyers on May 29, 2014.  On July 8, 2014 the Company agreed to sell for demolition the 1981-built, 3,876 TEU containership MSC Kyoto for a sale price of $9.5 million. The vessel was delivered to her buyers on July 17, 2014. The Company expects to record a net gain from the two transactions of approximately $0.8 million.

 
·
The Company entered into the following charter arrangements:
 
 
 
 
 
 
 
 
o
Agreed to substitute the 1998-built, 3,842 TEU containership MSC Koroni (ex. Koroni) into the charter of the MSC Kyoto which was sold for demolition.
 
o
Agreed to charter the 1998-built, 3,842 TEU containership MSC Itea (ex. Kyparissia) with MSC for a period of approximately 1 year starting from July 7, 2014 at a daily rate of $7,300.
 
o
Agreed to extend the charter of the 1994-built, 1,162 TEU containership Petalidi with CMA CGM for a period of minimum 12 and maximum 14 months starting from August 3, 2014 at a daily rate of $6,800.
 
o
Agreed to extend the charter of the 1992-built, 3,351 TEU containership Marina with Evergreen for a period of minimum 8 and maximum 12 months starting from August 12, 2014 at a daily rate of $7,000.
 
o
Agreed to charter the 1991-built, 3,351 TEU containership Karmen with Wan Hai Lines for a period of minimum 15 and maximum 25 days at a daily rate of $7,500 starting from July 7, 2014.
 
o
Exercised our option to extend the charters of the MSC Namibia II, MSC Sierra II  and MSC Reunion with MSC for a period of approximately two years starting from August 2, July 1 and August 27, 2014 respectively. The daily rate for the first year of the extension has been set at $7,600.
 
Dividend Announcements
 
 
·
On July 3, 2014, we declared a dividend of $0.476563 per share on our Series B Preferred Stock and a dividend of $0.531250 per share on our Series C Preferred Stock, both paid on July 15, 2014, to holders of record on July 14, 2014.

 
·
On July 8, 2014, we declared a dividend for the second quarter ended June 30, 2014, of $0.28 per share on our common stock, payable on August 6, 2014, to stockholders of record on July 23, 2014. This will be the Company’s fifteenth consecutive quarterly dividend since it commenced trading on the New York Stock Exchange.
 
 
 
 
 
 
 
Mr. Gregory Zikos, Chief Financial Officer of Costamare Inc., commented:

“During the second quarter of the year, the Company continued to deliver positive results.

Recently we acquired a 2000-built 2,474 TEU container vessel for a purchase price of $ 9.5 million. The vessel was bought with equity and after delivery she commenced her charter employment with Cosco.

Regarding our chartering arrangements, we have no ships laid up. Our re-chartering risk is minimized. The charters for the vessels opening in 2014 account for less than 3% of our 2014 contracted revenues.

Finally, on July 3, we declared a dividend on our Series B and Series C Preferred Stock. On July 8, we declared a dividend of $ 0.28 per share of our common stock, payable on August 6.

We continue to execute successfully on our growth strategy. We feel we are well positioned to continue to grow selectively and on healthy grounds.”

 
 
 
 
 
 
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):
  
2013
    
2014
    
2013
    
2014
  
       
                         
Voyage revenue
   $ 191,566     $ 238,403     $ 100,030     $ 123,505  
Accrued charter revenue (1)
   $ 6,634     $ 5,121     $ 3,342     $ 2,475  
Voyage revenue adjusted on a cash basis (2)
   $ 198,200     $ 243,524     $ 103,372     $ 125,980  
                                 
Adjusted EBITDA (3)
   $ 128,852     $ 173,440     $ 67,626     $ 91,358  
                                 
Adjusted Net Income available to common stockholders (3)
   $ 49,635     $ 62,524     $ 27,696     $ 36,210  
Weighted Average number of shares  
     74,800,000       74,800,000       74,800,000       74,800,000  
Adjusted Earnings per share (3)
   $ 0.66     $ 0.84     $ 0.37     $ 0.48  
                                 
EBITDA (3)
   $ 134,508     $ 152,410     $ 70,486     $ 79,415  
Net Income
   $ 55,291     $ 47,213     $ 30,556     $ 27,380  
Net Income available to common stockholders
   $ 55,291     $ 41,494     $ 30,556     $ 24,267  
Weighted Average number of shares
     74,800,000       74,800,000       74,800,000       74,800,000  
Earnings per share
   $ 0.74     $ 0.55     $ 0.41     $ 0.32  
 
(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, or “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. generally accepted accounting principles (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, 2014 and June 30, 2013. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported results prepared 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.

 
 
 
 


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)
  
2013
    
2014
    
2013
    
2014
  
       
Net Income
   $ 55,291     $ 47,213     $ 30,556     $ 27,380  
Distributed earnings allocated to Preferred Stock
     -       (5,719 )     -       (3,113 )
Net Income available to common stockholders
     55,291       41,494       30,556       24,267  
Accrued charter revenue
     6,634       5,121       3,342       2,475  
(Gain)/ Loss on sale/disposal of vessels
     (6,460 )     2,903       (3,551 )     2,903  
Swaps breakage costs
     -       10,192       -       3,480  
Unrealized loss from swap option agreement held by a jointly owned company with York included in equity loss on investments
     -       4,715       -       2,212  
Realized (Gain)/ Loss on Euro/USD forward contracts
     (370 )     -       (180 )     -  
(Gain)/ Loss on derivative instruments
     (5,460 )     (1,901 )     (2,471 )     873  
                                 
Adjusted Net income available to common stockholders
   $ 49,635     $ 62,524     $ 27,696     $ 36,210  
Adjusted Earnings per Share
   $ 0.66     $ 0.84     $ 0.37     $ 0.48  
Weighted average number of shares
     74,800,000       74,800,000       74,800,000       74,800,000  

Adjusted Net Income available to common stockholders and Adjusted Earnings per Share represent net income before non-cash “Accrued charter revenue” recorded under charters with escalating charter rates, gain/ (loss) on sale / disposals of vessels, realized (gain) /loss on Euro/USD forward contracts, swaps breakage costs, unrealized loss from a swap option agreement held by a jointly owned company with York, which is included in equity loss on investments, and non-cash changes in fair value of currency forwards and 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. generally accepted accounting principles, or “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.

 
 
 
 


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)
  
2013
    
2014
    
2013
    
2014
  
       
                         
Net Income
   $ 55,291     $ 47,213     $ 30,556     $ 27,380  
Interest and finance costs
     34,108       48,362       16,544       22,566  
Interest income
     (409 )     (291 )     (200 )     (141 )
Depreciation
     41,489       51,818       21,607       26,610  
Amortization of prepaid lease rentals
     -       1,512       -       1,102  
Amortization of dry-docking and special survey costs
     4,029       3,796       1,979       1,898  
EBITDA
     134,508       152,410       70,486       79,415  
Accrued charter revenue
     6,634       5,121       3,342       2,475  
(Gain) / Loss on sale / disposal of vessels
     (6,460 )     2,903       (3,551 )     2,903  
Swaps breakage costs
     -       10,192       -       3,480  
Unrealized loss from swap option agreement held by a jointly owned company with York included in equity loss on investments
     -       4,715       -       2,212  
Realized (Gain) / Loss on Euro / USD forward contracts
     (370 )     -       (180 )     -  
Gain / (Loss) on derivative instruments
     (5,460 )     (1,901 )     (2,471 )     873  
Adjusted EBITDA
   $ 128,852     $ 173,440     $ 67,626     $ 91,358  

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, gain/ (loss) on sale / disposals of vessels, realized gain / (loss) on Euro / USD forward contracts, swaps breakage costs, unrealized loss from swap option agreement held by a jointly owned company with York, which is  included in equity loss on investments, and non-cash changes in fair value of currency forwards and 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. generally accepted accounting principles, or “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.

Note: Items to consider for comparability include gains and charges. Gains positively impacting net income are reflected as deductions to net income. Charges negatively impacting net income are reflected as increases to net income.

 
 EX-99.2 3 exh99_2.htm EXHIBIT 99.2 exh99_2.htm
 
Exhibit 99.2
 
Financial Report
 
Results of Operations
 
Three-month period ended June 30, 2014, compared to the three-month period ended June 30, 2013
 
During the three-month periods ended June 30, 2014 and 2013, we had an average of 55.7 and 49.0 vessels, respectively, in our fleet. In the three-month period ended June 30, 2014, we accepted delivery of the newbuild vessel MSC Amalfi with a TEU capacity of 9,403 and the secondhand vessels Neapolis and Areopolis with an aggregate TEU capacity of 4,119, and we sold the vessel Konstantina with TEU capacity of 3,351. In the three-month period ended June 30, 2013, we accepted delivery of the newbuild vessels MSC Athos, Valor and Value with an aggregate TEU capacity of 26,481 and the secondhand vessels Petalidi and Ensenada Express with an aggregate TEU capacity of 6,738, which were acquired pursuant to the Framework Agreement with York and we sold the vessel MSC Austria with a TEU capacity of 3,584. In the three-month periods ended June 30, 2014 and 2013, our fleet ownership days totaled 5,070 and 4,456 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.
 
 (Expressed in millions of U.S. dollars,
except percentages)
  
Three-month period ended June 30,
    
Change
    
Percentage
Change
  
 
2013
    
2014
  
       
                         
Voyage revenue
   $ 100.0     $ 123.5     $ 23.5       23.5 %
Voyage expenses
     (1.2 )     (1.1 )     (0.1 )     (8.3 %)
Voyage expenses – related parties
     (0.8 )     (0.9 )     0.1       12.5 %
Vessels’ operating expenses
     (28.5 )     (30.5 )     2.0       7.0 %
General and administrative expenses
     (1.3 )     (1.4 )     0.1       7.7 %
Management fees – related parties
     (4.1 )     (4.8 )     0.7       17.1 %
Amortization of dry-docking and special survey costs
     (2.0 )     (1.9 )     (0.1 )     (5.0 %)
Depreciation
     (21.6 )     (26.6 )     5.0       23.1 %
Amortization of prepaid lease rentals
     -       (1.1 )     1.1       100.0 %
Gain / (Loss) on sale / disposals of vessels
     3.6       (2.9 )     (6.5 )     (180.6 %)
Interest income
     0.2       0.2       -       -  
Interest and finance costs
     (16.4 )     (22.6 )     6.2       37.8 %
Swaps breakage costs
     -       (3.5 )     3.5       100.0 %
Equity gain / (loss) on investments
     -       -       -       -  
Other
     0.2       1.9       1.7       850.0 %
Gain / (Loss) on derivative instruments
     2.5       (0.9 )     (3.4 )     (136.0 %)
Net Income
   $ 30.6     $ 27.4                  

(Expressed in millions of U.S. dollars,
except percentages)
  
Three-month period ended June 30,
    
Change
    
Percentage
Change
  
 
2013
    
2014
  
                         
Voyage revenue
   $ 100.0     $ 123.5     $ 23.5       23.5 %
Accrued charter revenue
     3.3       2.5       (0.8 )     (24.2 %)
Voyage revenue adjusted on a cash basis
   $ 103.3     $ 126.0     $ 22.7       22.0 %

 
 
 
 

 
Vessels operational data
  
Three-month period ended June 30,
          
Percentage
Change
  
 
2013
    
2014
    
Change
  
                         
Average number of vessels
     49.0       55.7       6.7       13.7 %
Ownership days
     4,456       5,070       614       13.8 %
Number of vessels under dry-docking
     3       1       (2 )        
 
Voyage Revenue
 
Voyage revenue increased by 23.5%, or $23.5 million, to $123.5 million during the three-month period ended June 30, 2014, from $100.0 million during the three-month period ended June 30, 2013. This increase was mainly due to (i) revenue earned by the six and three newbuild vessels delivered to us during the nine-month period ended December 31, 2013 and the six-month period ended June 30, 2014, respectively; partly offset by (ii) decreased charter rates in certain of our vessels during the three-month period ended June 30, 2014, compared to the three-month period ended June 30, 2013, and (iii) revenues not earned by two and one vessels sold for scrap during the nine-month period ended December 31, 2013 and the six-month period ended June 30, 2014, respectively.
 
 Voyage revenue adjusted on a cash basis (which eliminates non-cash “Accrued charter revenue”), increased by 22.0%, or $22.7 million, to $126.0 million during the three-month period ended June 30, 2014, from $103.3 million during the three-month period ended June 30, 2013. This increase was mainly due to (i) revenue earned by the six and three newbuild vessels delivered to us during the nine-month period ended December 31, 2013 and the six-month period ended June 30, 2014, respectively; partly offset by (ii) decreased charter rates in certain of our vessels during the three-month period ended June 30, 2014, compared to the three-month period ended June 30, 2013, and (iii) revenues not earned by two and one vessels sold for scrap during the nine-month period ended December 31, 2013 and the six-month period ended June 30, 2014, respectively.
 
Voyage Expenses
 
Voyage expenses decreased by 8.3% or $0.1 million to $1.1 million, during the three-month period ended June 30, 2014, from $1.2 million during the three-month period ended June 30, 2013. 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 period ended June 30, 2014 and in the amount of $0.8 million during the three-month period ended June 30, 2013, represent fees of 0.75% on voyage revenues charged to us by Costamare Shipping Company S.A. as provided under our group management agreement.
 
Vessels’ Operating Expenses
 
Vessels’ operating expenses, increased by 7.0%, or $2.0 million, to $30.5 million during the three-month period ended June 30, 2014, from $28.5 million during the three-month period ended June 30, 2013. The increase was mainly attributable to the increased ownership days of our vessels during the three-month period ended June 30, 2014, compared to the three-month period ended June 30, 2013.
 
General and Administrative Expenses
 
General and administrative expenses increased by 7.7%, or $0.1 million, to $1.4 million during the three-month period ended June 30, 2014, from $1.3 million during the three-month period ended June 30, 2013.  General and administrative expenses for the three-month periods ended June 30, 2014 and 2013, included $0.25 million in each period for the services of the Company’s officers in aggregate charged to us by Costamare Shipping Company S.A. as provided under our group management agreement.      
 
Management Fees – related parties
 
Management fees paid to our managers increased by 17.1%, or $0.7 million, to $4.8 million during the three-month period ended June 30, 2014, from $4.1 million during the three-month period ended June 30, 2013. The increase was primarily attributable to (i) the upward adjustment by 4% of the management fee for each vessel (effective January 1, 2014), as provided under our group management agreement, and (ii) the increased average number of vessels during the three-month period ended June 30, 2014, compared to the three-month period ended June 30, 2013.
 
 
 
 
 
 
 
Amortization of Dry-docking and Special Survey Costs
 
Amortization of deferred dry-docking and special survey costs was $1.9 million for the three-month period ended June 30, 2014, and $2.0 million for the three-month period ended June 30, 2013. During the three-month period ended June 30, 2014, one vessel underwent and completed her special survey. During the three-month period ended June 30, 2013, two vessels underwent and completed their special surveys while one vessel was in process.
 
Depreciation
 
Depreciation expense increased by 23.1%, or $5.0 million, to $26.6 million during the three-month period ended June 30, 2014, from $21.6 million during the three-month period ended June 30, 2013. The increase was mainly attributable to the depreciation expense charged for the six newbuild vessels delivered to us during the nine-month period ended December 31, 2013 and for the three newbuild vessels delivered to us during the six-month period ended June 30, 2014, partly offset by the depreciation expense not charged for the two and one vessels sold for scrap during the nine-month period ended December 31, 2013 and the six-month period ended June 30, 2014, respectively.
 
Amortization of Prepaid lease rentals
 
The amount of $1.1 million relates to the amortization of the prepaid lease rentals during the three-month period ended June 30, 2014.
 
Gain / (Loss) on Sale/Disposals of Vessels
 
During the three-month period ended June 30, 2014, we recorded a loss of $2.9 million from the sale of one vessel. During the three-month period ended June 30, 2013, we recorded a gain of $3.6 million from the sale of one vessel.
 
Interest Income
 
Interest income for the three-month period ended June 30, 2014 and 2013, amounted to $0.2 million and $0.2 million, respectively.
 
Interest and Finance Costs
 
Interest and finance costs increased by 37.8%, or $6.2 million, to $22.6 million during the three-month period ended June 30, 2014, from $16.4 million during the three-month period ended June 30, 2013. The increase was mainly attributable to the increased interest expense charged to the consolidated statement of income in relation with the loan facilities of the six and three newbuild vessels which were delivered to us during the nine-month period ended December 31, 2013 and the six-month period ended June 30, 2014, respectively, and the write-off of deferred finance costs due to the refinancing of one of our bank loans; partly offset by the decreased loan commitment fees charged to us during the three-month period ended June 30, 2014, compared to the three-month period ended June 30, 2013.
 
Equity Gain/ (Loss) on Investments
 
The equity gain / (loss) on investments represents our share of the net earnings of thirteen jointly owned companies pursuant to the Framework Agreement with York. We hold a range of 25% to 49% of the capital stock of these companies. The net equity gain / (loss) on investments was $nil for the three-month period ended June 30, 2014 and includes an unrealized loss of $2.2 million deriving from a swap option agreement entered into by a jointly owned company.
 
Gain / (Loss) on Derivative Instruments
 
The fair value of our 22 interest rate derivative instruments which were outstanding as of June 30, 2014, equates to the amount that would be paid by us or to us should those instruments be terminated. As of June 30, 2014, the fair value of these 22 interest rate derivative instruments in aggregate amounted to a liability of $88.6 million. Twenty-one of the 22 interest rate derivative instruments that were outstanding as at June 30, 2014, qualified for hedge accounting and the effective portion of the change in their fair value is recorded in “Other Comprehensive Income” (“OCI”).  For the three-month period ended June 30, 2014, a net gain of $1.2 million has been included in OCI and a net loss of $0.9 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, 2014. Furthermore, during the three-month period ended June 30, 2014, we terminated one interest rate derivative instrument that qualified for hedge accounting and we paid the counterparty breakage costs of $3.5 million, in aggregate.

 
 
 
 

 
Cash Flows
Three-month periods ended June 30, 2014 and 2013
 
Condensed cash flows
  
Three-month period ended June 30,
  
(Expressed in millions of U.S. dollars)
  
2013
    
2014
  
Net Cash Provided by Operating Activities
   $ 43.2     $ 61.1  
Net Cash Used in  Investing Activities
   $ (215.4 )   $ (57.9 )
Net Cash Provided by/ (Used in) Financing Activities
   $ 101.7     $ (39.0 )

Net Cash Provided by Operating Activities
 
Net cash flows provided by operating activities for the three-month period ended June 30, 2014, increased by $17.9 million to $61.1 million, compared to $43.2 million for the three-month period ended June 30, 2013.  The increase was primarily attributable to (a) increased cash from operations of $22.7 million due to cash generated from the employment of the six and three newbuild vessels delivered to us during the nine-month period ended December 31, 2013 and the six-month period ended June 30, 2014, respectively, (b) decreased payments for dry-dockings during the period of $1.8 million and (c) the favorable change in the 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 $2.7 million; partly offset by the increased payments for interest (including swap payments) during the period of $2.4 million.
 
Net Cash Used in Investing Activities
 
Net cash used in investing activities was $57.9 million in the three-month period ended June 30, 2014, which consisted of (a) $18.4 million for capitalized costs and advance payments for the construction and delivery of one newbuild vessel (b) $19.8 million in payments for the acquisition of two secondhand vessels, (c) $26.4 million payments (net of $1.8 million we received as a dividend distribution) associated to the equity investments pursuant to the Framework Agreement with York, which range from 25% to 49% in jointly-owned companies, and (d) a $6.7 million payment we received from the sale for scrap of one vessel.
 
Net cash used in investing activities was $215.4 million in the three-month period ended June 30, 2013, which consisted of (a) $194.8 million advance payments for the construction and purchase of five newbuild vessels, (b) $24.9 million in payments for the acquisition of two secondhand vessels, (c) a $0.5 million advance payment we made for the acquisition of one secondhand vessel which was delivered to us on July 3, 2013, and (d) a $4.8 million balance payment we received from sale for scrap of one vessel, as part of the payment we received during the three-month period ended March 31, 2013.
 
Net Cash Provided By / (Used in) Financing Activities
 
Net cash used in financing activities was $39.0 million in the three-month period ended June 30, 2014, which mainly consisted of (a) $106.3 million of indebtedness that we repaid, (b) $9.0 million we drew down from one of our credit facilities, (c) $85.6 million we received regarding the sale and leaseback transaction concluded for one newbuild, (d) $2.5 million we repaid relating to our sale and leaseback agreements, (e) $20.9 million we paid for dividends to holders of our common stock for the first quarter of 2014, and (f) $0.9 million we paid for dividends  to holders of our 7.625% Series B Cumulative Redeemable Perpetual Preferred Stock (the “Series B Preferred Stock”) for the period from January 15, 2014 to April 14, 2014, and $2.0 million we paid for dividends to holders of our 8.500% Series C Cumulative Redeemable Perpetual Preferred Stock (the “Series C Preferred Stock”) for the period from the original issuance of the Series C Preferred Stock on January 21, 2014 to April 14, 2014.
 
 
 
 
 
 
 
Net cash provided by financing activities was $101.7 million in the three-month period ended June 30, 2013, which mainly consisted of (a) $37.9 million of indebtedness that we repaid, (b) $164.0 million we drew down from three of our credit facilities and (c) $20.2 million we paid for dividends to our holders of our common stock for the first quarter of the year 2013.
 
Results of Operations
 
Six-month period ended June 30, 2014, compared to the six-month period ended June 30, 2013
 
During the six-month period ended June 30, 2014 and 2013, we had an average of 54.4 and 47.9 vessels, respectively in our fleet. In the six-month period ended June 30, 2014, we accepted delivery of the newbuild vessels MSC Azov, MSC Ajaccio and MSC Amalfi with an aggregate TEU capacity of 28,209 TEU and the secondhand vessels Neapolis and Areopolis with an aggregate TEU capacity of 4,119 and we sold the vessel Konstantina with a TEU capacity of 3,351.  In the six-month period ended June 30, 2013, we accepted delivery of the newbuild vessels MSC Athens, MSC Athos, Valor and Value with an aggregate TEU capacity of 35,308, the secondhand vessel Venetiko with a TEU capacity of 5,928, and the vessels Petalidi and Ensenada Express with an aggregate TEU capacity of 6,738 (these two secondhand vessels were acquired pursuant to the Framework Agreement with York) and we sold the vessels MSC Washington and MSC Austria with an aggregate TEU capacity of 7,460. In the six-month period ended June 30, 2014 and 2013, our fleet ownership days totaled 9,845 and 8,677 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.
 
  (Expressed in millions of U.S. dollars,  
Six-month period ended June 30,
            Percentage  
except percentages)
  
2013
    
2014
    
Change
    
Change
  
       
Voyage revenue
   $ 191.6       238.4     $ 46.8       24.4 %
Voyage expenses
     (1.9 )     (1.8 )     (0.1 )     (5.3 %)
Voyage expenses – related parties
     (1.4 )     (1.8 )     0.4       28.6 %
Vessels operating expenses
     (56.4 )     (59.9 )     3.5       6.2 %
General and administrative expenses
     (2.2 )     (2.5 )     0.3       13.6 %
Management fees – related parties
     (8.0 )     (9.3 )     1.3       16.3 %
Amortization of dry-docking and special survey costs
     (4.0 )     (3.8 )     (0.2 )     (5.0 %)
Depreciation
     (41.5 )     (51.8 )     10.3       24.8 %
Amortization of prepaid lease rentals
     -       (1.5 )     1.5       100.0 %
Gain / (Loss) on sale / disposal of vessels
     6.4       (2.9 )     (9.3 )     (145.3 %)
Foreign exchange gains / (losses)
     0.1       (0.1 )     (0.2 )     (200.0 %)
Interest income
     0.4       0.4       -       -  
Interest and finance costs
     (34.1 )     (48.4 )     14.3       41.9 %
Equity loss on investments
     -       (2.3 )     2.3       100.0 %
Swaps breakage costs
     -       (10.2 )     10.2       100.0 %
Other
     0.8       2.8       2.0       250.0 %
Gain on derivative instruments
     5.5       1.9       (3.6 )     (65.5 %)
Net Income
   $ 55.3     $ 47.2                  

 
 
 
 
 
 
 (Expressed in millions of U.S. dollars,  
Six-month period ended June 30,
            Percentage  
except percentages)
  
2013
    
2014
    
Change
    
Change
  
                         
Voyage revenue
   $ 191.6     $ 238.4     $ 46.8       24.4 %
Accrued charter revenue
     6.6       5.1       (1.5 )     (22.7 %)
Voyage revenue adjusted on a cash basis
   $ 198.2     $ 243.5     $ 45.3       22.9 %
 
   
Six-month period ended June 30,
            Percentage  
Fleet operational data
  
2013
    
2014
    
Change
    
Change
  
                         
Average number of vessels
     47.9       54.4       6.5       13.6 %
Ownership days
     8,677       9,845       1,168       13.5 %
Number of vessels under dry-docking
     5       3       (2 )        

Voyage Revenue
 
Voyage revenue increased by 24.4%, or $46.8 million, to $238.4 million during the six-month period ended June 30, 2014, from $191.6 million during the six-month period ended June 30, 2013. This increase was mainly attributable to (i) revenue earned by the seven and three newbuild vessels delivered to us during the year ended December 31, 2013 and the six-month period ended June 30, 2014, respectively; partly offset by (ii) decreased charter rates in certain of our vessels during the six-month period ended June 30, 2014, compared to the six-month period ended June 30, 2013, and (iii) revenues not earned by vessels which were sold for scrap during the nine-month period ended December 31, 2013 and the six-month period ended June 30, 2014.
 
 Voyage revenue adjusted on a cash basis (which eliminates non-cash “Accrued charter revenue”), increased by 22.9%, or $45.3 million, to $243.5 million during the six-month period ended June 30, 2014, from $198.2 million during the six-month period ended June 30, 2013. This increase was mainly attributable to (i) revenue earned by the seven and three newbuild vessels delivered to us during the year ended December 31, 2013 and the six-month period ended June 30, 2014, respectively; partly offset by (ii) decreased charter rates in certain of our vessels during the six-month period ended June 30, 2014, compared to the six-month period ended June 30, 2013, and (iii) revenues not earned by vessels which were sold for scrap during the nine-month period ended December 31, 2013 and the six-month period ended June 30, 2014.
 
Voyage Expenses
 
Voyage expenses decreased by 5.3%, or $0.1 million, to $1.8 million during the six-month period ended June 30, 2014, from $1.9 million during the six-month period ended June 30, 2013. The decrease was primarily attributable to the decreased off-hire expenses of our fleet, mainly bunkers consumption and by the decreased third party commissions charged to us during the six-month period ended June 30, 2014, compared to the six-month period ended June 30, 2013.
 
Voyage Expenses – related parties
 
Voyage expenses – related parties increased by 28.6% or $0.4 million to $1.8 million during the six-month period ended June 30, 2014, from $1.4 million during the six-month period ended June 30, 2013, and represent fees of 0.75% on voyage revenues charged to us by Costamare Shipping Company S.A. as provided under our group management agreement.
 
Vessels’ Operating Expenses
 
Vessels’ operating expenses, which also includes the realized gain / (loss) under derivative contracts entered into in relation to foreign currency exposure, increased by 6.2% or $3.5 million to $59.9 million during the six-month period ended June 30, 2014, from $56.4 million during the six-month period ended June 30, 2013. The increase was mainly attributable to the increased ownership days of our fleet during the six-month period ended June 30, 2014, compared to the six-month period ended June 30, 2013.
 
 
 
 
 
 
 
General and Administrative Expenses
 
General and administrative expenses increased by 13.6% or $0.3 million, to $2.5 million during the six-month period ended June 30, 2014, from $2.2 million during the six-month period ended June 30, 2013. Furthermore, General and administrative expenses for the six-month period ended June 30, 2014 and June 30, 2013, include $0.5 million in each period for the services of the Company’s officers in aggregate charged to us by Costamare Shipping Company S.A. as provided under our group management agreement.     
 
Management Fees – related parties
 
Management fees paid to our managers increased by 16.3%, or $1.3 million, to $9.3 million during the six-month period ended June 30, 2014, from $8.0 million during the six-month period ended June 30, 2013. The increase was primarily attributable to (i) the upward adjustment by 4% of the management fee for each vessel (effective January 1, 2014), as provided under our group management agreement, and (ii) the increased average number of vessels during the six-month period ended June 30, 2014, compared to the six-month period ended June 30, 2013.
 
Amortization of Dry-docking and Special Survey Costs
 
Amortization of deferred dry-docking and special survey costs for the six-month period ended June 30, 2014 and 2013, was $3.8 million and $4.0 million, respectively. During the six-month period ended June 30, 2014 and 2013, three and five vessels, respectively, underwent their special survey.
 
Depreciation
 
Depreciation expense increased by 24.8%, or $10.3 million, to $51.8 million during the six-month period ended June 30, 2014, from $41.5 million during the six-month period ended June 30, 2013. The increase was mainly attributable to the depreciation expense charged for the seven newbuild vessels delivered to us during the year ended December 31, 2013 and for the three newbuild vessels delivered to us during the six-month period ended June 30, 2014, partly offset by the depreciation expense not charged for the vessels sold for scrap during the nine-month period ended December 31, 2013 and the six-month period ended June 30, 2014.
 
Amortization of Prepaid lease rentals
 
The amount of $1.5 million relates to the amortization of the prepaid lease rentals during the six-month period ended June 30, 2014.
 
Gain / (Loss) on Sale/Disposal of Vessels
 
During the six-month period ended June 30, 2014, we recorded a loss of $2.9 million from the sale of one vessel. During the six-month period ended June 30, 2013, we recorded a gain of $6.4 million from the sale of two vessels.
 
Interest Income
 
During the six-month period ended June 30, 2014 and 2013, interest income was $0.4 million and $0.4 million, respectively.
 
Interest and Finance Costs
 
Interest and finance costs increased by 41.9%, or $14.3 million, to $48.4 million during the six-month period ended June 30, 2014, from $34.1 million during the six-month period ended June 30, 2013. The increase was mainly attributable to the increased interest expense charged to the consolidated statement of income in relation with the loan facilities of the seven and three newbuild vessels which were delivered to us during the year ended December 31, 2013 and the six-month period ended June 30, 2014, respectively and the write-off of deferred finance costs due to the refinancing of one of our bank loans; partly offset by the decreased loan commitment fees charged to us during the six-month period ended June 30, 2014, compared to the six-month period ended June 30, 2013.
 
 
 
 
 

 
Equity loss on Investments
 
The equity loss on investments of $2.3 million represents our share of the net losses of thirteen jointly owned companies formed pursuant to the Framework Agreement with York. We hold a range of 25% to 49% of the capital stock of each company. The net loss of $2.3 includes an unrealized loss of $4.7 million deriving from a swap option agreement entered into by a jointly owned company.
 
Gain on Derivative Instruments
 
The fair value of our 22 interest rate derivative instruments which were outstanding as of June 30, 2014, equates to the amount that would be paid by us or to us should those instruments be terminated. As of June 30, 2014, the fair value of these 22 interest rate derivative instruments in aggregate amounted to a liability of $88.6 million. Twenty-one of the 22 interest rate derivative instruments that were outstanding as at June 30, 2014, qualified for hedge accounting and the effective portion of the change in their fair value is recorded in OCI.  For the six-month period ended June 30, 2014, a gain of $12.6 million has been included in OCI and a net gain of $1.9 million has been included in Gain 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, 2014.
 
Cash Flows

Six-month periods ended June 30, 2014 and 2013
 
Condensed cash flows
  
Six-month period ended June 30,
  
(Expressed in millions of U.S. dollars)
  
2013
    
2014
  
Net Cash Provided by Operating Activities
   $ 78.1     $ 115.0  
Net Cash Used in Investing Activities
   $ (364.9 )   $ (123.0 )
Net Cash Provided by Financing Activities
   $ 131.9     $ 62.5  

Net Cash Provided by Operating Activities
 
Net cash flows provided by operating activities increased by $36.9 million to $115.0 million for the six-month period ended June 30, 2014, compared to $78.1 for the six-month period ended June 30, 2013. The increase was primarily attributable to (a) increased cash from operations of $45.3 million due to cash generated from the charters of the seven and three newbuild vessels delivered to us during the year ended December 31,2013 and the six-month period ended June 30, 2014, respectively, (b) a favorable 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 $14.2 million and (c) decreased dry-docking payments of $1.6 million; partly offset by increased payments for interest (including swap payments) of $9.8 million.
 
Net Cash Used in Investing Activities
 
Net cash used in investing activities was $123.0 million in the six-month period ended June 30, 2014, which consisted of (a) $59.1 million for capitalized costs and advance payments for the construction and delivery of three newbuild vessels, (b) $19.8 million in payments for the acquisition of two secondhand vessels, (c) $50.8 million (net of $1.8 million we received as a dividend distribution) in payments, pursuant to the Framework Agreement with York, to hold an equity interest ranging from 25% to 49% in jointly-owned companies and (d) $6.7 million we received from the sale for scrap of one vessel.
 
Net cash used in investing activities was $364.9 million in the six-month period ended June 30, 2013, which mainly consisted of (a) $324.0 million advance payments for the construction and purchase of eight newbuild vessels, (b) $47.1 million in payments for the acquisition of three secondhand vessels, (c) $0.5 million advance payment we paid for the acquisition of one secondhand vessel delivered to us on July 3, 2013, (d) $0.6 million in payments for expenses related to the sale of the MSC Washington and, (e) $7.2 million we received from the sale of one vessel.
 
 
 
 
 
 
 
Net Cash Provided By Financing Activities
 
Net cash provided by financing activities was $62.5 million in the six-month period ended June 30, 2014, which mainly consisted of (a) $253.8 million of indebtedness that we repaid, (b) $9.0 million we drew down from one of our credit facilities, (c) $256.7 million we received regarding the sale and leaseback transaction concluded for the three newbuild vessels, (d) $3.1 million we repaid regarding our sale and leaseback agreements, (e) $41.1 million we paid for dividends to holders of our common stock for the fourth quarter of 2013 and the first quarter of 2014, (f) $1.9 million we paid for dividends  to holders of our Series B Preferred Stock for the period from October 15, 2013 to January 14, 2014 and January 15, 2014 to April 14, 2014, and $2.0 million we paid for dividends to holders of our Series C Preferred Stock for the period from the original issuance of the Series C Preferred Stock on January 21, 2014 to April 14, 2014, and (g) $96.5 million net proceeds we received from our public offering in January 2014, of 4.0 million shares of our Series C Preferred Stock, net of underwriting discounts and expenses incurred in the offering.
 
 Net cash provided by financing activities was $131.9 million in the six month period ended June 30, 2013, which mainly consisted of (a) $74.1 million of indebtedness that we repaid, (b) $251.9 million we drew down from four of our credit facilities and, (c) $40.4 million we paid for dividends to our stockholders for the fourth quarter of the year ended December 31, 2012 and first quarter of the year 2013.
 
Liquidity and Capital Expenditures
 
Cash and cash equivalents
 
As of June 30, 2014, we had a total cash liquidity of $202.4 million, consisting of cash, cash equivalents and restricted cash.
 
Debt-free vessels
 
As of July 23, 2014, 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
  
NAVARINO
2010
  
8,531
  
VENETIKO
2003
  
5,928
  
AREOPOLIS
2000
  
2,474
  
MESSINI
1997
  
2,458
  
NEAPOLIS
2000
  
1,645
  

(*) Does not include three secondhand vessels acquired and nine newbuild vessels ordered pursuant to the Framework Agreement with York, which are also free of debt.

Capital commitments

As of July 23, 2014, we had outstanding commitments relating to our nine contracted newbuilds, aggregating approximately $ 312.4 million payable in installments until the vessels are delivered, which amount represents our interest in the relevant jointly-owned entities with York.
 
Conference Call details:

On Thursday, July 24, 2014 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 25, 2014. 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: 10049831.

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.
 
About Costamare Inc.

Costamare Inc. is one of the world’s leading owners and providers of containerships for charter. The Company has 40 years of history in the international shipping industry and a fleet of 67 containerships, with a total capacity of approximately 445,000 TEU, including nine newbuild containerships on order. Twelve of our containerships, including nine newbuilds, 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 and Series C Preferred Stock trade on the New York Stock Exchange under the symbols “CMRE”, “CMRE PR B” and “CMRE PR C”, 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”.
 
Contacts:
 
Company Contact:
Gregory Zikos - Chief Financial Officer
Konstantinos Tsakalidis - Business Development
Costamare Inc., Athens, Greece
Tel: (+30) 210-949-0050
Email: ir@costamare.com

Investor Relations Advisor/ Media Contact:
Gus Okwu
Allison+Partners, New York
Telephone: (+1) 646-428-0638
Email: costamare@allisonpr.com

 
 
 
 
 

Fleet List

The tables below provide additional information, as of July 23, 2014, about our fleet of containerships, including our newbuilds on order and the vessels acquired pursuant to the Framework Agreement with York. 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  
COSCO GUANGZHOU
COSCO
     2006       9,469  
12 years
     36,400  
December 2017
     36,400  
  2  
COSCO NINGBO
COSCO
     2006       9,469  
12 years
     36,400  
January 2018
     36,400  
  3  
COSCO YANTIAN
COSCO
     2006       9,469  
12 years
     36,400  
February 2018
     36,400  
  4  
COSCO BEIJING
COSCO
     2006       9,469  
12 years
     36,400  
April 2018
     36,400  
  5  
COSCO HELLAS
COSCO
     2006       9,469  
12 years
     37,519  
May 2018
     37,519  
  6  
MSC AZOV
MSC
     2014       9,403  
10 years
     43,000  
November 2023
     43,000  
  7  
MSC AJACCIO
MSC
     2014       9,403  
10 years
     43,000  
February 2024
     43,000  
  8  
MSC AMALFI
MSC
     2014       9,403  
10 years
     43,000  
March 2024
     43,000  
  9  
MSC ATHENS
MSC
     2013       8,827  
10 years
     42,000  
January 2023
     42,000  
  10  
MSC ATHOS
MSC
     2013       8,827  
10 years
     42,000  
February 2023
     42,000  
  11  
VALOR
Evergreen
     2013       8,827  
7.0years(i)
     41,700  
April 2020(i)
     41,700  
  12  
VALUE
Evergreen
     2013       8,827  
7.0 years(i)
     41,700  
April 2020(i)
     41,700  
  13  
VALIANT
Evergreen
     2013       8,827  
7.0 years(i)
     41,700  
June 2020(i)
     41,700  
  14  
VALENCE
Evergreen
     2013       8,827  
7.0 years(i)
     41,700  
July 2020(i)
     41,700  
  15  
VANTAGE
Evergreen
     2013       8,827  
7.0 years(i)
     41,700  
September 2020(i)
     41,700  
  16  
NAVARINO
MSC
     2010       8,531  
1.0 year
        
February 2015
        
  17  
MAERSK KAWASAKI(ii)
A.P. Moller-Maersk
     1997       7,403  
10 years
     37,000  
December 2017
     37,000  
  18  
MAERSK KURE(ii)
A.P. Moller-Maersk
     1996       7,403  
10 years
     37,000  
December 2017
     37,000  
  19  
MAERSK KOKURA(ii)
A.P. Moller-Maersk
     1997       7,403  
10 years
     37,000  
February 2018
     37,000  
  20  
MSC METHONI
MSC
     2003       6,724  
10 years
     29,000  
September 2021
     29,000  
  21  
SEALAND NEW YORK
A.P. Moller-Maersk
     2000       6,648  
11 years
     26,100  
March 2018
     26,100  
  22  
MAERSK KOBE
A.P. Moller-Maersk
     2000       6,648  
11 years
     26,100  
May 2018
     26,100  
  23  
SEALAND WASHINGTON
A.P. Moller-Maersk
     2000       6,648  
11 years
     30,375 (3)
June 2018
     26,195  
  24  
SEALAND MICHIGAN
A.P. Moller-Maersk
     2000       6,648  
11 years
     25,375 (4)
August 2018
     26,057  
  25  
SEALAND ILLINOIS
A.P. Moller-Maersk
     2000       6,648  
11 years
     30,375 (5)
October 2018
     26,473  
  26  
MAERSK KOLKATA
A.P. Moller-Maersk
     2003       6,644  
11 years
     38,865 (6)
November 2019
     29,542  
  27  
MAERSK KINGSTON
A.P. Moller-Maersk
     2003       6,644  
11 years
     38,461 (7)
February 2020
     29,997  
  28  
MAERSK KALAMATA
A.P. Moller-Maersk
     2003       6,644  
11 years
     38,418 (8)
April 2020
     30,161  
  29  
VENETIKO
PIL
     2003       5,928  
2.0 years
     12,250  
March 2015
     12,250  
  30  
ENSENADA EXPRESS(*)
Hapag Lloyd
     2001       5,576  
2.0 years
     19,000  
May 2015
     19,000  
  31  
MSC ROMANOS
MSC
     2003       5,050  
5.3 years
     28,000  
November 2016
     28,000  
  32  
ZIM NEW YORK
ZIM
     2002       4,992  
13 years
     13,151 (9)
September 2015(9)
     13,446 (9)
  33  
ZIM SHANGHAI
ZIM
     2002       4,992  
13 years
     13,151 (9)
September 2015(9)
     13,446 (9)
  34  
ZIM PIRAEUS
ZIM
     2004       4,992  
10 years
     12,685 (9)
September 2015(9)
     13,020 (9)
  35  
OAKLAND EXPRESS
Hapag Lloyd
     2000       4,890  
8.0 years
     30,500  
September 2016
     30,500  
  36  
HALIFAX EXPRESS
Hapag Lloyd
     2000       4,890  
8.0 years
     30,500  
October 2016
     30,500  
  37  
SINGAPORE EXPRESS
Hapag Lloyd
     2000       4,890  
8.0 years
     30,500  
July 2016
     30,500  
  38  
MSC MANDRAKI
MSC
     1988       4,828  
7.8 years
     20,000  
August 2017
     20,000  
  39  
MSC MYKONOS
MSC
     1988       4,828  
8.2 years
     20,000  
September 2017
     20,000  
  40  
MSC ULSAN
MSC
     2002       4,132  
5.3 years
     16,500  
March 2017
     16,500  
  41  
MSC KORONI
MSC
     1998       3,842  
9.5 years
     13,500 (10)
September 2018
     13,500  
  42  
MSC ITEA
MSC
     1998       3,842  
1.0 years
     7,300  
June 2015
     7,300  
  43  
KARMEN
Wan Hai
     1991       3,351  
0.1 years
     7,500  
July 2014
     7,500  
  44  
MARINA
Evergreen
     1992       3,351  
2.5 years
     7,000  
April 2015
     7,000  
  45  
AKRITAS
Hapag Lloyd
     1987       3,152  
4.0 years
     12,500  
August 2014
     12,500  
  46  
MSC CHALLENGER
MSC
     1986       2,633  
4.8 years
     10,000  
July 2015
     10,000  
  47  
AREOPOLIS
COSCO
     2000       2,474  
0.3 years
     7,000  
September 2014
     7,000  
  48  
MESSINI
Evergreen
     1997       2,458  
2.0 years
     7,500  
October 2014
     7,500  
  49  
MSC REUNION
MSC
     1992       2,024  
8.0 years
     7,600  
July 2016
     7,600  
  50  
MSC NAMIBIA II
MSC
     1991       2,023  
8.8 years
     7,600  
July 2016
     7,600  
  51  
MSC SIERRA II
MSC
     1991       2,023  
7.7 years
     7,600  
June 2016
     7,600  
  52  
MSC PYLOS
MSC
     1991       2,020  
5.0 years
     7,600  
January 2016
     7,600  
  53  
X-PRESS PADMA(*)
Sea Consortium
     1998       1,645  
2.0 years
     7,650 (11)
June 2015
     8,218  
  54  
NEAPOLIS
Yang Ming
     2000       1,645  
0.4 years
     8,100  
September 2014
     8,100  
  55  
PROSPER
Evergreen
     1996       1,504  
0.4 years
     7,400  
September 2014
     7,400  
  56  
ZAGORA
MSC
     1995       1,162  
3.7 years
     6,200  
April 2015
     6,200  
  57  
PETALIDI(*)
CMA CGM
     1994       1,162  
2.0 years
     6,300 (12)
August 2015
     6,785  
  58  
STADT LUEBECK
CMA CGM
     2001       1.078  
1.7 years
     6,400  
August 2014
     6,400  

 
 
 
 

 
Newbuilds

     
Vessel Name
  
 
Shipyard
 
Charterer
Expected Delivery
(based on latest shipyard schedule)
  1    
NCP0113(*)
  
Hanjin Subic Bay
  
4th Quarter 2015
  2    
NCP0114(*)
  
Hanjin Subic Bay
  
1st Quarter 2016
  3    
NCP0115(*)
  
Hanjin Subic Bay
  
2nd Quarter 2016
  4    
NCP0116(*)
  
Hanjin Subic Bay
  
2nd Quarter 2016
  5     S2121(*)  
Samsung Heavy
Evergreen
2nd Quarter 2016
  6     S2122(*)  
Samsung Heavy
Evergreen
2nd Quarter 2016
  7     S2123(*)  
Samsung Heavy
Evergreen
3rd Quarter 2016
  8     S2124(*)  
Samsung Heavy
Evergreen
3rd Quarter 2016
  9     S2125(*)  
Samsung Heavy
Evergreen
3rd Quarter 2016

Our newbuilds on order have an aggregate capacity in excess of 110,000 TEU.

(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 23, 2014 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)
This charter rate changes on August 24, 2014 to $26,100 per day until the earliest redelivery date.
(4)
This charter rate changes on October 20, 2014 to $26,100 per day until the earliest redelivery date.

 
 
 
 
 

(5)
This charter rate changes on December 4, 2014 to $26,100 per day until the earliest redelivery date.
(6)
This charter rate changes on January 13, 2016 to $26,100 per day until the earliest redelivery date.
(7)
This charter rate changes on April 28, 2016 to $26,100 per day until the earliest redelivery date.
(8)
This charter rate changes on June 11, 2016 to $26,100 per day until the earliest redelivery date.
(9)
Zim recently finalized the terms of its comprehensive financial restructuring plan with its shareholders and its creditors, including vessel and container lenders, shipowners, shipyards, unsecured lenders and bond holders. The amounts in the table reflect the current charter terms, giving effect to our agreement with Zim under the 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 $8.2million in interest bearing notes maturing in 2023. The Company will have the option to extend the charters for 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.
(10)
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.
(11)
This charter rate changes on July 27, 2014 to $8,225 per day until the earliest redelivery date.
(12)
This charter rate changes on August 3, 2014 to $6,800 per day until the earliest redelivery date

(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 two periods of 30 months each +/-90 days on the final period performed, at a rate of $41,700 per day.
(*) Denotes vessels acquired pursuant to the Framework Agreement with York. The Company holds an equity interest ranging between 25% and 49% in each of the vessel-owning entities.


 
 
 

 
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)
  
2013
    
2014
    
2013
    
2014
  
   
(Unaudited)
  
REVENUES:
                        
Voyage revenue
   $ 191,566     $ 238,403     $ 100,030     $ 123,505  
                                 
EXPENSES:
                                
Voyage expenses
     (1,877 )     (1,776 )     (1,198 )     (1,091 )
Voyage expenses – related parties
     (1,449 )     (1,788 )     (757 )     (926 )
Vessels' operating expenses
     (56,352 )     (59,905 )     (28,472 )     (30,521 )
General and administrative expenses
     (2,243 )     (2,450 )     (1,280 )     (1,353 )
Management fees - related parties
     (7,990 )     (9,298 )     (4,100 )     (4,827 )
Amortization of dry-docking and special survey costs
     (4,029 )     (3,796 )     (1,979 )     (1,898 )
Depreciation
     (41,489 )     (51,818 )     (21,607 )     (26,610 )
Amortization of prepaid lease rentals
     -       (1,512 )     -       (1,102 )
Gain / (Loss) on sale / disposals of vessels
     6,460       (2,903 )     3,551       (2,903 )
Foreign exchange gains / (losses)
     86       (110 )     11       (47 )
Operating income
   $ 82,683     $ 103,047     $ 44,199     $ 52,227  
                                 
OTHER INCOME (EXPENSES):
                                
Interest income
   $ 409     $ 291     $ 200     $ 141  
Interest and finance costs
     (34,108 )     (48,362 )     (16,544 )     (22,566 )
Swaps breakage costs
     -       (10,192 )     -       (3,480 )
Equity gain / (loss) on investments
     -       (2,275 )     -       3  
Other
     847       2,803       230       1,928  
Gain / (Loss) on derivative instruments
     5,460       1,901       2,471       (873 )
Total other income / (expenses)
   $ (27,392 )   $ (55,834 )   $ (13,643 )   $ (24,847 )
Net Income
   $ 55,291     $ 47,213     $ 30,556     $ 27,380  
Distributed earnings allocated to Preferred Stock
     -       (5,719 )     -       (3,113 )
Net Income available to common stockholders
   $ 55,291     $ 41,494     $ 30,556     $ 24,267  
                                 
Earnings per common share, basic and diluted
   $ 0.74     $ 0.55     $ 0.41     $ 0.32  
Weighted average number of shares, basic and diluted
     74,800,000       74,800,000       74,800,000       74,800,000  
 
 
 
 
 

 
COSTAMARE INC.
Consolidated Balance Sheets
 
   
As of December 31,
    
As of June 30,
  
(Expressed in thousands of U.S. dollars)
  
2013
    
2014
  
   
(Audited)
    
(Unaudited)
  
ASSETS
            
CURRENT ASSETS:
            
Cash and cash equivalents                                                                           
   $ 93,379     $ 147,800  
Restricted cash
     9,067       8,786  
Accounts receivable
     16,145       9,257  
Inventories
     11,005       13,790  
Due from related parties
     2,679       600  
Insurance claims receivable
     1,429       1,555  
Prepaid lease rentals
     -       4,982  
Accrued charter revenue
     409       408  
Prepayments and other
     2,450       4,630  
Total current assets
   $ 136,563     $ 191,808  
FIXED ASSETS, NET:
                
Advances for vessels acquisitions
   $ 240,871     $ -  
Finance lease – Asset
     -       254,369  
Vessels, net
     2,187,388       2,148,682  
Total fixed assets, net
   $ 2,428,259     $ 2,403,051  
NON-CURRENT ASSETS:
                
Investment in affiliates
   $ 23,732     $ 72,293  
Prepaid lease rentals, non-current
     -       43,323  
Deferred charges, net
     29,864       26,903  
Accounts receivable, non-current
     7,334       7,409  
Restricted cash
     49,826       45,818  
Accrued charter revenue
     10,264       10,063  
Total assets
   $ 2,685,842     $ 2,800,668  
LIABILITIES AND STOCKHOLDERS’ EQUITY
                
CURRENT LIABILITIES:
                
Current portion of long-term debt
   $ 206,717     $ 195,514  
Accounts payable
     5,814       6,349  
Due to related parties
     -       96  
Finance lease – obligation
     -       13,039  
Accrued liabilities
     14,386       16,634  
Unearned revenue
     9,601       9,682  
Fair value of derivatives
     55,322       46,199  
Other current liabilities
     3,140       2,117  
Total current liabilities
   $ 294,980     $ 289,630  
NON-CURRENT LIABILITIES
                
Long-term debt, net of current portion
   $ 1,660,859     $ 1,427,251  
Finance lease – obligation, net of current portion
     -       240,528  
Fair value of derivatives, net of current portion
     47,890       42,378  
Unearned revenue, net of current portion
     25,164       28,155  
Total non-current liabilities
   $ 1,733,913     $ 1,738,312  
COMMITMENTS AND CONTINGENCIES
     -       -  
STOCKHOLDERS’ EQUITY:
                
Preferred stock
   $ -     $ -  
Common stock
     8       8  
Additional paid-in capital
     762,142       858,665  
Accumulated deficit
     (20,047 )     (19,693 )
Accumulated other comprehensive loss
     (85,154 )     (66,254 )
Total stockholders’ equity
   $ 656,949     $ 772,726  
Total liabilities and stockholders’ equity
   $ 2,685,842     $ 2,800,668  
 
 
 
 
 
 
 
Non-GAAP Measures

The Company reports its financial results in accordance with U.S. generally accepted accounting principles (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. Tables below set out supplemental financial data and corresponding reconciliations to GAAP financial measures for the three-month periods ended March 31, 2014 and March 31, 2013. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported results prepared in accordance with GAAP. Non-GAAP financial measures include (i) Voyage revenue adjusted on a cash basis (reconciled above), (ii) Adjusted Net Income, (iii) Adjusted earnings per share, (iv) EBITDA and (v) Adjusted EBITDA.


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):
  
2013
    
2014
    
2013
    
2014
  
       
                         
Voyage revenue
   $ 191,566     $ 238,403     $ 100,030     $ 123,505  
Accrued charter revenue (1)
   $ 6,634     $ 5,121     $ 3,342     $ 2,475  
Voyage revenue adjusted on a cash basis (2)
   $ 198,200     $ 243,524     $ 103,372     $ 125,980  
                                 
Adjusted EBITDA (3)
   $ 128,852     $ 173,440     $ 67,626     $ 91,358  
                                 
Adjusted Net Income available to common stockholders (3)
   $ 49,635     $ 62,524     $ 27,696     $ 36,210  
Weighted Average number of shares  
     74,800,000       74,800,000       74,800,000       74,800,000  
Adjusted Earnings per share (3)
   $ 0.66     $ 0.84     $ 0.37     $ 0.48  
                                 
EBITDA (3)
   $ 134,508     $ 152,410     $ 70,486     $ 79,415  
Net Income
   $ 55,291     $ 47,213     $ 30,556     $ 27,380  
Net Income available to common stockholders
   $ 55,291     $ 41,494     $ 30,556     $ 24,267  
Weighted Average number of shares
     74,800,000       74,800,000       74,800,000       74,800,000  
Earnings per share
   $ 0.74     $ 0.55     $ 0.41     $ 0.32  
 
(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, or “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.
 
 
 
 
 

 
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)
  
2013
    
2014
    
2013
    
2014
  
       
Net Income
   $ 55,291     $ 47,213     $ 30,556     $ 27,380  
Distributed earnings allocated to Preferred Stock
     -       (5,719 )     -       (3,113 )
Net Income available to common stockholders
     55,291       41,494       30,556       24,267  
Accrued charter revenue
     6,634       5,121       3,342       2,475  
(Gain)/ Loss on sale/disposal of vessels
     (6,460 )     2,903       (3,551 )     2,903  
Swaps breakage costs
     -       10,192       -       3,480  
Unrealized loss from swap option agreement held by a jointly owned company with York included in equity loss on investments
     -       4,715       -       2,212  
Realized (Gain)/ Loss on Euro/USD forward contracts
     (370 )     -       (180 )     -  
(Gain)/ Loss on derivative instruments
     (5,460 )     (1,901 )     (2,471 )     873