|
|
CASTOR MARITIME INC.
|
||||
|
|
|||||
Dated: December 16, 2019
|
|
|
By:
|
|
/s/ Petros Panagiotidis
|
|
|
|
|
Petros Panagiotidis
Chairman, Chief Executive Officer and
Chief Financial Officer
|
|||
|
|
|
Vessel Name
|
Year
Built |
Cargo Capacity
(dwt) |
Vessel Type
|
Date delivered to Castor
|
Earliest Charter
Expiration |
Latest Charter
Expiration |
|||
Magic P
|
2004
|
76,453
|
Panamax
|
February 2017
|
January 2020
|
January 2020
|
|||
Magic Sun
|
2001
|
75,311
|
Panamax
|
September 2019
|
May 2020
|
September 2020
|
|||
Magic Moon
|
2005
|
76,602
|
Panamax
|
October 2019
|
June 2020
|
September 2020
|
-
|
The levels of demand and supply in the dry bulk shipping industry;
|
-
|
Utilization rates of our Fleet;
|
-
|
The employment and operation of our Fleet;
|
-
|
Management of the financial, general and administrative elements involved in the conduct of our business and ownership of our Fleet;
|
-
|
The performance of our charterers’ obligations under their charter agreements;
|
-
|
Our ability to maintain solid working relationships with our existing charterers and our ability to increase the number of our charterers through the
development of new working relationships;
|
-
|
The effective and efficient technical management of our Fleet by our Manager;
|
-
|
Economic, regulatory, political and governmental conditions that affect shipping and the dry-bulk industry;
|
-
|
Dry-docking and special survey days, both expected and unexpected;
|
-
|
Our ability to successfully employ our vessels at economically attractive rates and our strategic decisions regarding the employment mix of our Fleet
in the spot and time charter markets, as our charters expire or are otherwise terminated;
|
-
|
Performance of our counterparties, which are limited in number, including our charterers ability to make charter payments to us;
|
-
|
Our ability to obtain acceptable equity and debt financing to fund future capital expenditures;
|
-
|
Our access to capital required to acquire additional ships and/or to implement our business strategy; and
|
-
|
The level of any distribution on all classes of our shares.
|
Selected Historical Financial Data
|
|
|||||||
STATEMENT OF INCOME | Nine Months Ended September 30, | |||||||
(In U.S. Dollars, except for shares and per share data)
|
2018
|
2019
|
||||||
Time charter revenues, net of address commissions
|
$
|
3,294,235
|
$
|
3,125,623
|
||||
Voyage expenses (including related party commissions)
|
(8,933
|
)
|
(105,516
|
)
|
||||
Vessel operating expenses
|
(1,125,983
|
)
|
(1,461,473
|
)
|
||||
Depreciation and amortization
|
(529,686
|
)
|
(552,167
|
)
|
||||
Management fees - related party
|
(87,360
|
)
|
(100,360
|
)
|
||||
General and administrative expenses
|
||||||||
- Company administration expenses
|
(73,399
|
)
|
(211,548
|
)
|
||||
- Public registration costs
|
(234,406
|
)
|
(132,091
|
)
|
||||
Operating income
|
$
|
1,234,468
|
$
|
562,468
|
||||
Interest and finance costs, net
|
1,648
|
1,740
|
||||||
Other expenses/ (income), net
|
(7,318
|
)
|
(3,407
|
)
|
||||
Net Income
|
$
|
1,228,798
|
$
|
560,801
|
||||
LOSS PER SHARE (basic and diluted):
|
||||||||
Loss per share
|
$
|
(0.02
|
)
|
$
|
(0.57
|
)
|
||
Weighted average number of shares outstanding (basic and diluted):
|
||||||||
Common shares
|
2,400,000
|
2,467,798
|
||||||
December 31, 2018
|
September 30, 2019
|
|||||||
BALANCE SHEET DATA, at end of year/period:
|
||||||||
Total current assets
|
$
|
2,847,417
|
$
|
4,699,931
|
||||
Vessels, net
|
6,995,350
|
13,709,427
|
||||||
Other non-current assets
|
341,070
|
41,802
|
||||||
Total assets
|
$
|
10,183,837
|
$
|
18,451,160
|
||||
Total current liabilities
|
432,813
|
819,159
|
||||||
Long-term debt, related party
|
—
|
5,000,000
|
||||||
Total shareholders’ equity
|
$
|
9,751,024
|
$
|
12,632,001
|
||||
Nine Months Ended September 30,
|
||||||||
CASH FLOW DATA
|
2018
|
2019
|
||||||
Net cash provided by operating activities
|
$
|
1,252,504
|
$
|
1,021,367
|
||||
Net cash used in investing activities
|
—
|
(6,768,025
|
)
|
|||||
Net cash provided by financing activities
|
$
|
—
|
$
|
7,379,066
|
Selected Historical Operational and Other Financial Data
|
Nine Months Ended
September 30,
|
|||||||
2018
|
2019
|
|||||||
FLEET PERFORMANCE DATA:
|
||||||||
Average number of vessels in operation in period (1)
|
1.0
|
1.1
|
||||||
Age of vessels in operation at end of period
|
13.9
|
16.8
|
||||||
Ownership Days
|
273
|
299
|
||||||
Available Days
|
273
|
296
|
||||||
Fleet utilization
|
100
|
%
|
99
|
%
|
||||
OTHER FINANCIAL DATA (In U.S. Dollars)
|
||||||||
Daily vessel operating expenses
|
$
|
4,124
|
$
|
4,888
|
||||
Daily management fees
|
320
|
336
|
||||||
Daily company administration expenses
|
269
|
708
|
||||||
Daily Time Charter Equivalent (TCE) Rate (in U.S. Dollars) (2)
|
12,034
|
10,203
|
||||||
EBITDA (2)
|
$
|
1,756,836
|
$
|
1,111,228
|
(1) |
Represents the number of vessels that constituted our Fleet for the relevant period, as measured by the sum of the number of days each vessel was a part of our Fleet during the period
divided by the number of calendar days in the period.
|
(2) |
Non-GAAP Financial Information
|
Nine Months Ended
September 30,
|
||||||||
(In U.S. Dollars, except for Available Days)
|
2018
|
2019
|
||||||
Time charter revenues (net of address commissions)
|
$
|
3,294,235
|
$
|
3,125,623
|
||||
Voyage expenses (including related party commissions)
|
(8,933
|
)
|
(105,516
|
)
|
||||
Time charter equivalent revenues
|
3,285,302
|
3,020,107
|
||||||
Available Days
|
273
|
296
|
||||||
Time charter equivalent (TCE) rate
|
$
|
12,034
|
$
|
10,203
|
Reconciliation of Net Income to EBITDA
|
Nine months ended September 30,
|
|||||||
(In thousands of U.S. Dollars)
|
2018
|
2019
|
||||||
Net Income
|
$
|
1,228,798
|
$
|
560,801
|
||||
Depreciation and amortization
|
529,686
|
552,167
|
||||||
Interest and finance costs, net
|
(1,648
|
)
|
(1,740
|
)
|
||||
EBITDA
|
$
|
1,756,836
|
$
|
1,111,228
|
•
|
Company administration expenses
|
•
|
Public registration costs
|
Nine months ended September 30,
|
||||||||
(in thousands of U.S. Dollars)
|
2018
|
2019
|
||||||
Net cash provided by operating activities
|
$
|
1,252,504
|
$
|
1,021,367
|
||||
Net cash used in investing activities
|
—
|
(6,768,025
|
)
|
|||||
Net cash provided by financing activities
|
—
|
7,379,066
|
||||||
Cash and cash equivalents at beginning of period
|
486,670
|
1,887,280
|
||||||
Cash and cash equivalents at end of period
|
$
|
1,739,174
|
$
|
3,519,688
|
|
Page
|
Unaudited Interim Consolidated Balance Sheets as of December 31, 2018 and September 30, 2019
|
F-2
|
|
|
Unaudited Interim Condensed Consolidated Statements of Comprehensive Income for the nine months ended September 30, 2018 and 2019
|
F-3
|
|
|
Unaudited Interim Consolidated Statements of Shareholders’ Equity for the nine months ended September 30, 2018 and 2019
|
F-4
|
|
|
Unaudited Interim Consolidated Statements of Cash Flows for the nine months ended September 30, 2018 and 2019
|
F-5
|
|
|
Notes to Unaudited Interim Condensed Consolidated Financial Statements
|
F-6
|
CASTOR MARITIME INC.
|
UNAUDITED INTERIM CONSOLIDATED BALANCE SHEETS
|
DECEMBER 31, 2018 AND SEPTEMBER 30, 2019
|
(Expressed in U.S. Dollars – except for share data)
|
ASSETS
|
Note
|
December 31, 2018
|
September 30, 2019
|
|||||||||
CURRENT ASSETS:
|
||||||||||||
Cash and cash equivalents
|
$
|
1,887,280
|
$
|
3,519,688
|
||||||||
Accounts receivable trade
|
670,973
|
497,367
|
||||||||||
Due from related party
|
3
|
176,434
|
371,199
|
|||||||||
Inventories
|
57,530
|
112,819
|
||||||||||
Prepaid expenses and other current assets
|
55,200
|
159,215
|
||||||||||
Deferred Charges
|
—
|
39,643
|
||||||||||
Total current assets
|
2,847,417
|
4,699,931
|
||||||||||
NON-CURRENT ASSETS:
|
||||||||||||
Vessels, net of accumulated depreciation of $297,768 and $252,899, respectively
|
5
|
6,995,350
|
13,709,427
|
|||||||||
Deferred charges, net of accumulated amortization of $409,296 and $299,268, respectively
|
4
|
341,070
|
41,802
|
|||||||||
Total non-current assets
|
7,336,420
|
13,751,229
|
||||||||||
Total assets
|
$
|
10,183,837
|
$
|
18,451,160
|
||||||||
LIABILITIES AND SHAREHOLDERS' EQUITY
|
||||||||||||
CURRENT LIABILITIES:
|
||||||||||||
Accounts payable
|
$
|
244,371
|
$
|
260,385
|
||||||||
Unearned revenue
|
47,708
|
83,715
|
||||||||||
Accrued liabilities (including $0 and $1,140 respectively, to related party )
|
3
|
140,734
|
475,059
|
|||||||||
Total current liabilities
|
432,813
|
819,159
|
||||||||||
NON-CURRENT LIABILITIES:
|
||||||||||||
Related party debt
|
3
|
—
|
5,000,000
|
|||||||||
Total non-current liabilities
|
—
|
5,000,000
|
||||||||||
Commitments and contingencies
|
8
|
|||||||||||
SHAREHOLDERS' EQUITY:
|
||||||||||||
Preferred shares, $0.001 par value: 50,000,000 shares authorized:
|
6
|
|||||||||||
Series A Preferred Shares- 9.75% cumulative redeemable perpetual preferred shares (liquidation preference of $25 per share), 480,000 shares issued and outstanding
|
480
|
480
|
||||||||||
Series B Preferred Shares – 12,000 shares issued and outstanding
|
12
|
12
|
||||||||||
Common shares, $0.001 par value; 1,950,000,000 shares authorized; 2,400,000 and 3,018,112 shares issued and outstanding as of December 31, 2018 and September 30, 2019, respectively
|
6
|
2,400
|
3,018
|
|||||||||
Additional paid-in capital
|
6
|
7,612,108
|
9,931,666
|
|||||||||
Retained earnings
|
2,136,024
|
2,696,825
|
||||||||||
Total shareholders' equity
|
9,751,024
|
12,632,001
|
||||||||||
Total liabilities and shareholders' equity
|
$
|
10,183,837
|
$
|
18,451,160
|
The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.
|
CASTOR MARITIME INC.
|
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2018 AND 2019
|
(Expressed in U.S. Dollars – except for share data)
|
Nine-months ended September 30,
|
||||||||||||
Note
|
2018
|
2019
|
||||||||||
REVENUES:
|
||||||||||||
Voyage revenues (net of address commissions of $127,649 in 2018
and $153,453 in 2019)
|
$
|
3,294,235
|
$
|
3,125,623
|
||||||||
Total revenues
|
3,294,235
|
3,125,623
|
||||||||||
EXPENSES:
|
||||||||||||
Voyage expenses (including related party commissions)
|
3,11
|
(8,933
|
)
|
(105,516
|
)
|
|||||||
Vessel operating expenses
|
11
|
(1,125,983
|
)
|
(1,461,473
|
)
|
|||||||
Management fees to related party
|
3
|
(87,360
|
)
|
(100,360
|
)
|
|||||||
Depreciation and amortization
|
4,5
|
(529,686
|
)
|
(552,167
|
)
|
|||||||
General and administrative expenses
|
12
|
|||||||||||
- Company administration expenses
|
(73,399
|
)
|
(211,548
|
)
|
||||||||
- Public registration costs
|
(234,406
|
)
|
(132,091
|
)
|
||||||||
Total expenses
|
(2,059,767
|
)
|
(2,563,155
|
)
|
||||||||
Operating income
|
1,234,468
|
562,468
|
||||||||||
OTHER INCOME/ (EXPENSES):
|
||||||||||||
Interest and finance costs
|
3
|
(2,595
|
)
|
(26,081
|
)
|
|||||||
Interest income
|
4,243
|
27,821
|
||||||||||
Foreign exchange losses
|
(7,075
|
)
|
(3,407
|
)
|
||||||||
Other, net
|
(243
|
)
|
—
|
|||||||||
Total other expenses, net
|
(5,670
|
)
|
(1,667
|
)
|
||||||||
Net income and comprehensive income
|
$
|
1,228,798
|
$
|
560,801
|
||||||||
Loss per common share, basic and diluted
|
10
|
$
|
(0.02
|
)
|
$
|
(0.57
|
)
|
|||||
Weighted average number of common shares, basic and diluted
|
2,400,000
|
2,467,798
|
CASTOR MARITIME INC.
|
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2018 AND 2019
|
(Expressed in U.S. Dollars – except for share data)
|
Number of shares issued
|
||||||||||||||||||||||||||||
Common shares
|
Preferred A shares
|
Preferred B shares
|
Par Value of Shares issued
|
Additional Paid-in capital
|
Retained earnings
|
Total Shareholders' Equity
|
||||||||||||||||||||||
Balance, December 31, 2017
|
2,400,000
|
480,000
|
12,000
|
$
|
2,892
|
$
|
7,612,108
|
$
|
630,784
|
$
|
8,245,784
|
|||||||||||||||||
- Net income
|
—
|
—
|
—
|
—
|
—
|
1,228,798
|
1,228,798
|
|||||||||||||||||||||
Balance, September 30, 2018
|
2,400,000
|
480,000
|
12,000
|
$
|
2,892
|
$
|
7,612,108
|
$
|
1,859,582
|
$
|
9,474,582
|
|||||||||||||||||
Balance, December 31, 2018
|
2,400,000
|
480,000
|
12,000
|
2,892
|
7,612,108
|
2,136,024
|
9,751,024
|
|||||||||||||||||||||
- Net income
|
—
|
—
|
—
|
—
|
—
|
560,801
|
560,801
|
|||||||||||||||||||||
- Issuance of
common stock, net of issuance costs, pursuant to the ATM (Note 6)
|
618,112
|
—
|
—
|
618
|
2,319,558
|
—
|
2,320,176
|
|||||||||||||||||||||
Balance, September 30, 2019
|
3,018,112
|
480,000
|
12,000
|
$
|
3,510
|
$
|
9,931,666
|
$
|
2,696,825
|
$
|
12,632,001
|
CASTOR MARITIME INC.
|
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2018 AND 2019
|
(Expressed in U.S. Dollars)
|
Nine-months ended September 30,
|
||||||||||||
Note
|
2018
|
2019
|
||||||||||
Cash Flows from Operating Activities:
|
||||||||||||
Net income
|
$
|
1,228,798
|
$
|
560,801
|
||||||||
Adjustments to reconcile net income to net cash provided by operating activities:
|
||||||||||||
Depreciation and amortization
|
529,686
|
552,167
|
||||||||||
Changes in operating assets and liabilities:
|
||||||||||||
Accounts receivable trade
|
554,011
|
173,606
|
||||||||||
Inventories
|
(2,680
|
)
|
(55,289
|
)
|
||||||||
Due from related parties
|
(291,898
|
)
|
(193,625
|
)
|
||||||||
Prepaid expenses and other current assets
|
26,739
|
(104,015
|
)
|
|||||||||
Accounts payable
|
(657,513
|
)
|
(96,141
|
)
|
||||||||
Accrued liabilities
|
(134,639
|
)
|
147,856
|
|||||||||
Unearned revenue
|
—
|
36,007
|
||||||||||
Net Cash provided by Operating Activities
|
1,252,504
|
1,021,367
|
||||||||||
Cash flow used in Investing Activities:
|
||||||||||||
Vessel acquisition
|
5
|
—
|
(6,768,025
|
)
|
||||||||
Net cash used in Investing Activities
|
—
|
(6,768,025
|
)
|
|||||||||
Cash flows provided by Financing Activities:
|
||||||||||||
Proceeds from issuance of common stock, net of issuance costs
|
6
|
—
|
2,444,446
|
|||||||||
Payment of securities registration and other filing costs
|
—
|
(65,380
|
)
|
|||||||||
Proceeds from related party debt
|
3
|
—
|
5,000,000
|
|||||||||
Net cash provided by Financing Activities
|
—
|
7,379,066
|
||||||||||
Net increase in cash and cash equivalents
|
1,252,504
|
1,632,408
|
||||||||||
Cash and cash equivalents at the beginning of the period
|
486,670
|
1,887,280
|
||||||||||
Cash and cash equivalents at the end of the period
|
$
|
1,739,174
|
$
|
3,519,688
|
||||||||
SUPPLEMENTAL CASH FLOW INFORMATION
|
||||||||||||
Common stock issuance expenses accrued/ payable
|
—
|
58,890
|
||||||||||
Vessel acquisition costs accrued/ payable
|
—
|
198,951
|
||||||||||
Deferred charges accrued
|
—
|
39,643
|
CASTOR MARITIME INC.
|
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
1.
|
Basis of Presentation and General information
|
Company
|
Country of incorporation
|
Vessel Name
|
DWT
|
Year Built
|
Delivery date to Castor
|
||||||
Spetses Shipping Co.
|
Marshall Islands
|
Magic P
|
76,453
|
2004
|
February 2017
|
||||||
Bistro Maritime Co.
|
Marshall Islands
|
Magic Sun
|
75,311
|
2001
|
September 2019
|
2.
|
Significant Accounting Policies and Recent Accounting Pronouncements:
|
CASTOR MARITIME INC.
|
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
2.
|
Significant Accounting Policies and Recent Accounting Pronouncements (continued):
|
Nine months ended
September 30,
|
Nine months ended
September 30,
|
|||||||
2018
|
2019
|
|||||||
Management fees-related party
|
||||||||
Management fees (a)
|
$
|
87,360
|
$
|
100,360
|
||||
Included in voyage expenses
|
||||||||
Charter hire commissions (b)
|
$
|
—
|
$
|
36,839
|
||||
Included in Interest and finance costs
|
||||||||
Interest expenses (c)
|
$
|
—
|
$
|
23,333
|
(a)
|
Pavimar S.A.:
|
CASTOR MARITIME INC.
|
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
3.
|
Transactions with Related Parties (continued):
|
(b)
|
Alexandria Enterprises S.A:
|
December 31, 2018
|
September 30, 2019
|
|||||||
Assets:
|
||||||||
Working capital advances granted to the Manager (a)
|
$
|
176,434
|
$
|
371,199
|
||||
|
||||||||
Included in Accrued Liabilities:
|
||||||||
Charter hire commission charges due to Alexandria (b)
|
$
|
—
|
$
|
1,140
|
||||
Total liabilities due to related party, current
|
$
|
—
|
$
|
1,140
|
||||
Related party debt (c)
|
$
|
—
|
$
|
5,000,000
|
||||
Total liabilities due to related party, non-current
|
$
|
—
|
$
|
5,000,000
|
(c)
|
Thalassa Investment Co. S.A:
|
4.
|
Deferred charges, net:
|
CASTOR MARITIME INC.
|
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
Vessel Cost
|
Accumulated depreciation
|
Net Book Value
|
||||||||||
Balance December 31, 2018
|
$
|
7,549,281
|
$
|
(553,931
|
)
|
$
|
6,995,350
|
|||||
—Vessel acquisition
|
6,966,976
|
—
|
6,966,976
|
|||||||||
—Period depreciation
|
—
|
(252,899
|
)
|
(252,899
|
)
|
|||||||
Balance September 30, 2019
|
$
|
14,516,257
|
$
|
(806,830
|
)
|
$
|
13,709,427
|
CASTOR MARITIME INC.
|
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
◾
|
Cash and cash equivalents, trade accounts receivable, amounts due from related party and trade accounts payable:
The carrying values reported in the accompanying consolidated balance sheets for those financial instruments are reasonable estimates of their fair values due to their short-term nature. The carrying
value of these instruments is separately reflected in the accompanying consolidated balance sheets.
|
◾
|
Related party debt: The fair value of the fixed interest $5.0
Million Term Loan Facility discussed in Note 3, determined through Level 2 inputs of the fair value hierarchy (quoted prices for identical or similar assets and liabilities in markets that are not
active), approximates its recorded value as of the period end.
|
CASTOR MARITIME INC.
|
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
Nine months ended
September 30,
|
||||||||
2018
|
2019
|
|||||||
Net income and comprehensive income
|
1,228,798
|
560,801
|
||||||
Less: Period cumulative dividend on Series A Preferred Shares
|
(1,281,150
|
)
|
(1,963,319
|
)
|
||||
Net loss and comprehensive loss available to common shareholders
|
(52,352
|
)
|
(1,402,518
|
)
|
||||
Weighted average number of common shares outstanding, basic and diluted
|
2,400,000
|
2,467,798
|
||||||
Loss per common share, basic and diluted
|
(0.02
|
)
|
(0.57
|
)
|
For the nine months ended
|
||||||||
Vessel Operating Expenses
|
September 30, 2018
|
September 30, 2019
|
||||||
Crew and related costs
|
672,159
|
765,533
|
||||||
Repairs & maintenance, spares, stores, classification, chemicals & gases, paints, victualling
|
228,895
|
375,139
|
||||||
Lubricants
|
71,225
|
129,053
|
||||||
Insurances
|
95,541
|
101,151
|
||||||
Tonnage taxes
|
25,470
|
29,469
|
||||||
Other
|
32,693
|
61,128
|
||||||
Total
|
$
|
1,125,983
|
$
|
1,461,473
|
CASTOR MARITIME INC.
|
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
For the nine months ended
|
||||||||
Voyage expenses
|
September 30, 2018
|
September 30, 2019
|
||||||
Brokerage commissions (including commissions of $0 and $36,839, respectively, to related party )
|
73,023
|
49,904
|
||||||
Port & other expenses
|
12,103
|
18,614
|
||||||
(Gain)/loss on bunkers
|
(76,193
|
)
|
36,998
|
|||||
Total
|
$
|
8,933
|
$
|
105,516
|
For the nine months ended
|
||||||||
September 30, 2018
|
September 30, 2019
|
|||||||
Audit fees
|
$
|
60,000
|
$
|
69,205
|
||||
Chief Executive and Chief Financial Officer compensation
|
9,000
|
9,000
|
||||||
Other professional fees
|
4,399
|
133,343
|
||||||
Total
|
$
|
73,399
|
$
|
211,548
|
CASTOR MARITIME INC.
|
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
Deferred charges, net |
9 Months Ended | ||
---|---|---|---|
Sep. 30, 2019 | |||
Deferred charges, net [Abstract] | |||
Deferred charges, net |
On October 27, 2017, the M/V Magic P commenced its scheduled dry-dock which was completed on November 25, 2017. In accordance with the Company’s policy, such cost is deferred and amortized on a straight-line basis over the period until the Vessel’s upcoming dry-dock. Unamortized deferred dry-dock charges amounted to $341,070 and $41,802 as of December 31, 2018 and September 30, 2019, respectively. During the nine-month periods ended September 30, 2018 and 2019, amortization of deferred dry-dock costs amounted to $306,972 and $299,268 respectively, and is included in Depreciation and amortization in the accompanying unaudited interim condensed consolidated statements of comprehensive income. The unamortized balance as of September 30, 2019, is expected to be amortized to Depreciation and amortization expense during the fourth quarter of 2019. |
Commitments and contingencies |
9 Months Ended | ||
---|---|---|---|
Sep. 30, 2019 | |||
Commitments and contingencies [Abstract] | |||
Commitments and contingencies |
Various claims, lawsuits, and complaints, including those involving government regulations and product liability, arise in the ordinary course of the shipping business. In addition, losses may arise from disputes with charterers, agents, insurance and other claims with suppliers relating to the operations of the Company's Vessel. Currently, management is not aware of any such claims or contingent liabilities, which should be disclosed, or for which a provision should be established in the accompanying unaudited interim condensed consolidated financial statements. The Company accrues for the cost of environmental liabilities when management becomes aware that a liability is probable and is able to reasonably estimate the probable exposure. Currently, management is not aware of any such claims or contingent liabilities, which should be disclosed, or for which a provision should be established in the accompanying unaudited interim condensed consolidated financial statements. The Company is covered for liabilities associated with the Vessel’s actions to the maximum limits as provided by Protection and Indemnity (P&I) Clubs, members of the International Group of P&I Clubs. Commitments under Contracts for BWMS Purchases On November 15, 2018, the Company entered into contracts to purchase and install ballast water management systems (“BWMS”) on its dry bulk carriers, as amended on October 20, 2019, following the acquisition of the M/V Magic Sun and the M/V Magic Moon. The Company expects that the BWMS installation on its vessels will be completed during the vessels’ upcoming dry-docking in 2020 and estimates that the contractual obligations related to these purchases, excluding installation costs, will be approximately $0.8 million. These costs will be capitalized and depreciated over the remainder of the life of each vessel. As of September 30, 2019, the Company had advanced $45,263 in connection with the subject orders which are recorded in Prepaid expenses and other current assets in the accompanying interim condensed consolidated balance sheet of September 30, 2019. |
General and Administrative Expenses |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2019 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
General and Administrative Expenses [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
General and Administrative Expenses |
General and administrative expenses include public registration costs and costs in relation to the administration of the Company. Company Administration Expenses: Company administration expenses for the nine-months ended September 30, 2018 and 2019 amounted to $73,399 and $211,548, respectively. Company administration expenses include audit fees, Chief Executive Officer and Chief Financial Officer compensation and other professional fees and expenses and are analyzed as follows:
Public Registration Costs: During the nine month periods ended September 30, 2018 and 2019, the Company incurred public registration costs of $234,406 and $132,091 respectively. Public registration costs relate to the costs incurred by the Company in connection with the Company’s registration and listing of its 2,400,000 issued and outstanding common shares in the Norwegian OTC on December 21, 2018 and the NASDAQ American Stock Exchange on February 11, 2019. Apart from registration and listing costs, public registration costs further include legal, consultancy and other costs incurred in connection with the subject listings. |
Commitments and contingencies (Details) - Purchase Commitment for Ballast Water Management Systems [Member] - USD ($) |
Oct. 20, 2019 |
Sep. 30, 2019 |
---|---|---|
Subsequent Event [Member] | ||
Commitments and contingencies [Abstract] | ||
Contractual purchase obligations | $ 800,000 | |
Prepaid Expenses and Other Current Assets [Member] | ||
Commitments and contingencies [Abstract] | ||
Advances for purchase obligations | $ 45,263 |
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) |
9 Months Ended | |
---|---|---|
Sep. 30, 2019 |
Sep. 30, 2018 |
|
REVENUES: | ||
Address commissions | $ 153,453 | $ 127,649 |
Document and Entity Information |
9 Months Ended |
---|---|
Sep. 30, 2019 | |
Cover [Abstract] | |
Entity Registrant Name | Castor Maritime Inc. |
Entity Central Index Key | 0001720161 |
Current Fiscal Year End Date | --12-31 |
Document Type | 6-K |
Amendment Flag | false |
Document Period End Date | Sep. 30, 2019 |
Deferred charges, net (Details) - USD ($) |
9 Months Ended | ||
---|---|---|---|
Sep. 30, 2019 |
Sep. 30, 2018 |
Dec. 31, 2018 |
|
Deferred charges, net [Abstract] | |||
Net unamortized deferred dry-dock charges | $ 41,802 | $ 341,070 | |
Amortization of deferred dry-dock costs | $ 299,268 | $ 306,972 |
Significant Accounting Policies and Recent Accounting Pronouncements |
9 Months Ended | ||
---|---|---|---|
Sep. 30, 2019 | |||
Significant Accounting Policies and Recent Accounting Pronouncements [Abstract] | |||
Significant Accounting Policies and Recent Accounting Pronouncements |
A discussion of the Company's significant accounting policies can be found in the Company's annual financial statements for the fiscal year ended September 30, 2018 and the transition report for the period from October 1, 2018 to December 31, 2018 which have been filed with the US Securities and Exchange Commission on Form 20-F on January 31, 2019 and December 16, 2019, respectively. There have been no material changes to these policies in the nine-month period ended September 30, 2019. New accounting standards to be implemented In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments—Credit Losses (Topic 326)” (“ASU 2016-13”), which amends several aspects of the measurement of credit losses on financial instruments based on an estimate of current expected credit losses. ASU 2016-13 will apply to loans, accounts receivable, trade receivables, other financial assets measured at amortized cost, loan commitments and other off-balance sheet credit exposures. ASU 2016-13 will also apply to debt securities and other financial assets measured at fair value through other comprehensive income. For the Company, ASU 2016-13 is effective for annual periods beginning after December 15, 2020, and interim reporting periods within annual reporting periods beginning after December 15, 2021, with early adoption permitted. The Company is currently evaluating the potential impact of this pronouncement on the condensed consolidated financial statements. |
Significant Accounting Policies and Recent Accounting Pronouncements (Policies) |
9 Months Ended |
---|---|
Sep. 30, 2019 | |
Significant Accounting Policies and Recent Accounting Pronouncements [Abstract] | |
New accounting standards to be implemented | New accounting standards to be implemented In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments—Credit Losses (Topic 326)” (“ASU 2016-13”), which amends several aspects of the measurement of credit losses on financial instruments based on an estimate of current expected credit losses. ASU 2016-13 will apply to loans, accounts receivable, trade receivables, other financial assets measured at amortized cost, loan commitments and other off-balance sheet credit exposures. ASU 2016-13 will also apply to debt securities and other financial assets measured at fair value through other comprehensive income. For the Company, ASU 2016-13 is effective for annual periods beginning after December 15, 2020, and interim reporting periods within annual reporting periods beginning after December 15, 2021, with early adoption permitted. The Company is currently evaluating the potential impact of this pronouncement on the condensed consolidated financial statements. |
Loss Per Share (Tables) |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Loss Per Share [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Calculation of Basic and Diluted Loss per Share | The components of the calculation of basic and diluted loss per share in each of the nine-month periods ended September 30, 2018 and 2019 are as follows:
|
Basis of Presentation and General information (Policies) |
9 Months Ended |
---|---|
Sep. 30, 2019 | |
Basis of Presentation and General information [Abstract] | |
Principles of Consolidation | The accompanying unaudited interim condensed consolidated financial statements include the accounts of Castor and its wholly owned subsidiaries, collectively the “Company”, and have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all the information and notes required by U.S. GAAP for complete financial statements. These statements and the accompanying notes should be read in conjunction with the Company’s Annual Report on Form 20-F for the fiscal year ended September 30, 2018 and the transition report for the period from October 1, 2018 to December 31, 2018, filed with the U.S. Securities and Exchange Commission (the “SEC”) on January 31, 2019 and December 16, 2019, respectively. |
Change of Fiscal Year | On September 27, 2019, the Company’s Board of Director authorized a change in Castor’s fiscal year end from September 30 to December 31 of each year. As a result, our unaudited interim condensed consolidated financial statements have been prepared on the basis of the new fiscal year end, but consistently with the preparation of the annual financial statements. In the opinion of management, these financial statements reflect all adjustments which include only normal recurring adjustments considered necessary for a fair presentation of the Company’s financial position, results of operations and cash flows for the periods presented. Operating results for the nine-month period ended September 30, 2019 are not necessarily indicative of the results that might be expected for the fiscal year ending December 31, 2019. |
Vessels, net (Tables) |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessels, net [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessel, Net | The amounts in the accompanying consolidated balance sheets are analyzed as follows:
|
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Vessel Operating and Voyage Expenses |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessel Operating and Voyage Expenses [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessel Operating and Voyage Expenses |
The amounts in the accompanying unaudited interim condensed consolidated statements of comprehensive income are analyzed as follows:
|
Transactions with Related Parties |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2019 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Transactions with Related Parties [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Transactions with Related Parties |
During the nine month periods ended September 30, 2018 and 2019, the Company incurred the following charges in connection with related party transactions, which are included in the accompanying unaudited interim condensed consolidated statements of income:
The Company’s ship-owning subsidiaries have each entered into separate vessel management agreements with Pavimar S.A. (“Pavimar” or the “Manager”), a company controlled by Ismini Panagiotidis, the sister of Petros Panagiotidis (see Note 1). Pursuant to the terms of the management agreements, Pavimar provides the Company with a wide range of shipping services, including, but not limited to, crew management, technical management, operational employment management, insurance arrangements, provisioning, bunkering, accounting, general administration and audit support services, in exchange for a fixed daily fee, for a period beginning upon the vessel's delivery and until the termination of the agreement. During the nine-month periods ended September 30, 2018 and 2019, the Company incurred Management fees under the vessel management agreements amounting to $87,360 and $100,360, respectively, which are separately reflected in the accompanying unaudited interim condensed consolidated statements of comprehensive income. In addition, each month the Manager makes payments for operating expenses with funds provided by the Company. As of December 31, 2018 and September 30, 2019, amounts of $176,434 and $371,199, respectively, were due from the Manager in relation to these working capital advances granted to it.
The Company uses on a non-recurring basis the commercial management services of Alexandria Enterprises S.A., (“Alexandria”) an entity controlled by a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer. In exchange for these services, Alexandria charges the Company a commission rate equal to 1.25% of the gross charter hire, freight and the ballast bonus earned under a charter. During the nine-month periods ended September 30, 2018 and 2019, commissions charged by Alexandria amounted to $0 and $36,839, respectively, and are included in Voyage expenses in the accompanying unaudited interim condensed consolidated statements of comprehensive income. As at December 31, 2018, and September 30, 2019 an amount of $0 and $1,140 was payable to Alexandria and is included in Accrued liabilities in the accompanying interim consolidated balance sheet. As of December 31, 2018 and September 30, 2019 balances with related parties consisted of the following:
On August 30, 2019, the Company entered into a $5.0 million unsecured term loan with Thalassa Investment Co. S.A (“Thalassa”), a company controlled by Petros Panagiotidis, who is also the Company’s Chairman, Chief Executive Officer and Chief Financial Officer, the proceeds of which were used to partly finance the equity required to be contributed by the respective ship-owning subsidiary for the acquisition of the M/V Magic Sun (the “$5.0 Million Term Loan Facility”) (Note 5). The Company drew down the entire loan amount on September 3, 2019. The $5.0 Million Term Loan Facility bears a fixed interest rate of 6% per annum and has a bullet repayment on March 3, 2021, a date which is eighteen (18) months after the drawdown date. The $5.0 Million Term Loan Facility may be prepaid in whole or in part at any time prior to its maturity, at the Company’s option. As of September 30, 2019, the whole amount under the $5.0 Million Term Loan Facility was outstanding. During the nine-months ended September 30, 2019, the Company incurred interest costs in connection with the $5.0 Million Term Loan Facility amounting to $23,333 which are in included in Interest and finance costs in the accompanying unaudited interim condensed consolidated statements of comprehensive income. No interest costs were incurred in the nine month period ended September 30, 2018. |
Financial Instruments and Fair Value Disclosures |
9 Months Ended | ||||||
---|---|---|---|---|---|---|---|
Sep. 30, 2019 | |||||||
Financial Instruments and Fair Value Disclosures [Abstract] | |||||||
Financial Instruments and Fair Value Disclosures |
The principal financial assets of the Company consist of cash at banks, trade accounts receivable and amounts due from related party. The principal financial liabilities of the Company consist of trade accounts payable and amounts due to related parties. The following methods and assumptions were used to estimate the fair value of each class of financial instruments:
Concentration of credit risk: Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of cash and cash equivalents and trade accounts receivable. The Company places its cash and cash equivalents, consisting mostly of deposits, with high credit qualified financial institutions. The Company performs periodic evaluations of the relative credit standing of the financial institutions in which it places its deposits. The Company limits its credit risk with accounts receivable by performing ongoing credit evaluations of its customers' financial condition. |
Basis of Presentation and General information |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2019 | |||||||||||||||||||||||||||||||||||||||
Basis of Presentation and General information [Abstract] | |||||||||||||||||||||||||||||||||||||||
Basis of Presentation and General information |
Castor Maritime Inc. (“Castor”) was incorporated on September 11, 2017 under the laws of the Republic of the Marshall Islands. The Company is engaged in the worldwide ocean transportation of dry bulk cargoes through its vessel-owning subsidiaries. On December 21, 2018, Castor’s common shares began trading on the Norwegian OTC whereas, on February 11, 2019, they began trading on the NASDAQ Stock Market under the ticker symbol “CTRM”. The accompanying unaudited interim condensed consolidated financial statements include the accounts of Castor and its wholly owned subsidiaries, collectively the “Company”, and have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all the information and notes required by U.S. GAAP for complete financial statements. These statements and the accompanying notes should be read in conjunction with the Company’s Annual Report on Form 20-F for the fiscal year ended September 30, 2018 and the transition report for the period from October 1, 2018 to December 31, 2018, filed with the U.S. Securities and Exchange Commission (the “SEC”) on January 31, 2019 and December 16, 2019, respectively. On September 27, 2019, the Company’s Board of Director authorized a change in Castor’s fiscal year end from September 30 to December 31 of each year. As a result, our unaudited interim condensed consolidated financial statements have been prepared on the basis of the new fiscal year end, but consistently with the preparation of the annual financial statements. In the opinion of management, these financial statements reflect all adjustments which include only normal recurring adjustments considered necessary for a fair presentation of the Company’s financial position, results of operations and cash flows for the periods presented. Operating results for the nine-month period ended September 30, 2019 are not necessarily indicative of the results that might be expected for the fiscal year ending December 31, 2019. Castor is controlled by Thalassa Investment Co. S.A. (“Thalassa”), an entity registered in Liberia, which as of September 30, 2019, held 37.3% of the Company's common shares and 100% of the Series B preferred shares and, accordingly, could control the outcome of matters on which stockholders are entitled to vote. Thalassa is wholly-owned and controlled by Petros Panagiotidis, the Company's Chairman, Chief Executive Officer and Chief Financial Officer. As of September 30, 2019, the Company was the sole owner of all outstanding shares of the following subsidiary companies: Vessel Owning Subsidiaries:
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Loss Per Share (Details) - USD ($) |
9 Months Ended | 21 Months Ended | |
---|---|---|---|
Sep. 30, 2019 |
Sep. 30, 2018 |
Jun. 30, 2019 |
|
Loss Per Share [Abstract] | |||
Dilutive shares (in shares) | 0 | 0 | |
Net income | $ 560,801 | $ 1,228,798 | |
Comprehensive income | 560,801 | 1,228,798 | |
Less: Period cumulative dividend on Series A Preferred Shares | (1,963,319) | (1,281,150) | |
Net loss and comprehensive loss available to common shareholders | $ (1,402,518) | $ (52,352) | |
Weighted average number of common shares outstanding, basic and diluted (in shares) | 2,467,798 | 2,400,000 | |
Loss per common share, basic and diluted (in dollars per share) | $ (0.57) | $ (0.02) | |
Series A Preferred Shares [Member] | |||
Loss Per Share [Abstract] | |||
Cumulative dividend in arrears | $ 4,300,000 |
Vessels, net (Details) |
9 Months Ended | |||
---|---|---|---|---|
Sep. 03, 2019
USD ($)
|
Sep. 30, 2019
USD ($)
|
Sep. 30, 2018
USD ($)
|
Jul. 25, 2019
USD ($)
Vessel
|
|
Vessels, Net [Abstract] | ||||
Number of vessels acquired | Vessel | 1 | |||
Purchase price of vessel | $ 6,700,000 | |||
Proceeds from related party debt | $ 5,000,000 | $ 0 | ||
Accumulated Depreciation [Abstract] | ||||
Beginning balance | (297,768) | |||
Ending balance | (252,899) | |||
Net Book Value [Abstract] | ||||
Beginning balance | 6,995,350 | |||
Ending balance | 13,709,427 | |||
Thalassa [Member] | $5 Million Term Loan Facility [Member] | ||||
Vessels, Net [Abstract] | ||||
Proceeds from related party debt | $ 5,000,000 | |||
Vessel [Member] | ||||
Vessel Cost [Abstract] | ||||
Beginning balance | 7,549,281 | |||
Vessel acquisition | 6,966,976 | |||
Ending balance | 14,516,257 | |||
Accumulated Depreciation [Abstract] | ||||
Beginning balance | (553,931) | |||
Period depreciation | (252,899) | |||
Ending balance | (806,830) | |||
Net Book Value [Abstract] | ||||
Beginning balance | 6,995,350 | |||
Ending balance | $ 13,709,427 |
Future Minimum Time Charter Revenue |
9 Months Ended | ||
---|---|---|---|
Sep. 30, 2019 | |||
Future Minimum Time Charter Revenue [Abstract] | |||
Future Minimum Time Charter Revenue |
The future minimum contracted charter revenues, based on vessels’ commitment to non-cancelable time charter contracts (including fixture recaps) as of September 30, 2019, was $2,958,836, all due within the next 12 months. This amount does not include any assumed off-hire. |
Basis of Presentation and General Information (Tables) |
9 Months Ended | ||||||||||||||||||||||||||||||||||||
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Sep. 30, 2019 | |||||||||||||||||||||||||||||||||||||
Basis of Presentation and General information [Abstract] | |||||||||||||||||||||||||||||||||||||
Vessel Owning Subsidiaries | As of September 30, 2019, the Company was the sole owner of all outstanding shares of the following subsidiary companies: Vessel Owning Subsidiaries:
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Vessel Operating and Voyage Expenses (Tables) |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessel Operating and Voyage Expenses [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessel Operating Expenses | The amounts in the accompanying unaudited interim condensed consolidated statements of comprehensive income are analyzed as follows:
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Voyage Expenses |
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General and Administrative Expenses (Details) - USD ($) |
9 Months Ended | ||
---|---|---|---|
Sep. 30, 2019 |
Sep. 30, 2018 |
Dec. 31, 2018 |
|
General and Administrative Expenses [Abstract] | |||
Audit fees | $ 69,205 | $ 60,000 | |
Chief Executive and Chief Financial Officer compensation | 9,000 | 9,000 | |
Other professional fees | 133,343 | 4,399 | |
Total | 211,548 | 73,399 | |
Public registration costs | $ 132,091 | $ 234,406 | |
Common shares, issued (in shares) | 3,018,112 | 2,400,000 | |
Common shares, outstanding (in shares) | 3,018,112 | 2,400,000 |
Financial Instruments and Fair Value Disclosures (Details) $ in Millions |
Aug. 30, 2019
USD ($)
|
---|---|
Thalassa [Member] | $5 Million Term Loan Facility [Member] | |
Financial Instruments and Fair Value Disclosures [Abstract] | |
Face amount | $ 5.0 |
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) |
Common Shares [Member] |
Preferred Shares [Member]
Preferred A Shares [Member]
|
Preferred Shares [Member]
Preferred B Shares [Member]
|
Par Value of Shares Issued [Member] |
Additional Paid-in Capital [Member] |
Retained Earnings [Member] |
Total |
---|---|---|---|---|---|---|---|
Balance at Dec. 31, 2017 | $ 2,892 | $ 7,612,108 | $ 630,784 | $ 8,245,784 | |||
Balance (in shares) at Dec. 31, 2017 | 2,400,000 | 480,000 | 12,000 | ||||
Increase (Decrease) in Shareholders' Equity [Roll Forward] | |||||||
Net income | 0 | 0 | 1,228,798 | 1,228,798 | |||
Balance at Sep. 30, 2018 | 2,892 | 7,612,108 | 1,859,582 | 9,474,582 | |||
Balance (in shares) at Sep. 30, 2018 | 2,400,000 | 480,000 | 12,000 | ||||
Balance at Dec. 31, 2018 | 2,892 | 7,612,108 | 2,136,024 | 9,751,024 | |||
Balance (in shares) at Dec. 31, 2018 | 2,400,000 | 480,000 | 12,000 | ||||
Increase (Decrease) in Shareholders' Equity [Roll Forward] | |||||||
Net income | 0 | 0 | 560,801 | 560,801 | |||
Issuance of common stock, net of issuance costs, pursuant to the ATM (Note 6) | 618 | 2,319,558 | 0 | 2,320,176 | |||
Issuance of common stock, net of issuance costs, pursuant to the ATM (Note 6) (in shares) | 618,112 | 0 | 0 | ||||
Balance at Sep. 30, 2019 | $ 3,510 | $ 9,931,666 | $ 2,696,825 | $ 12,632,001 | |||
Balance (in shares) at Sep. 30, 2019 | 3,018,112 | 480,000 | 12,000 |
Vessels, net |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessels, net [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessels, net |
Vessel Acquisition: On July 25, 2019, the Company entered into an agreement with an unaffiliated third party for the purchase of one second hand Panamax dry-bulk carrier vessel, the M/V Magic Sun, for a cash consideration of $6.7 million. The Company took delivery of the M/V Magic Sun on September 5, 2019. The M/V Magic Sun acquisition was financed using a portion of Castor’s cash on hand and the proceeds drawn under the $5.0 Million Term Loan Facility (Note 3). The amounts in the accompanying consolidated balance sheets are analyzed as follows:
As of September 30, 2019, all vessels in the Company’s fleet were free of encumbrances. |
Income Taxes |
9 Months Ended | ||
---|---|---|---|
Sep. 30, 2019 | |||
Income Taxes [Abstract] | |||
Income Taxes |
Both Castor and its subsidiaries are incorporated under the laws of the Republic of the Marshall Islands and they are not subject to income taxes in the Republic of the Marshall Islands. Castor’s ship-owning subsidiaries are subject to registration and tonnage taxes, which have been included in Vessel operating expenses in the accompanying unaudited interim condensed consolidated statements of comprehensive income. The Company and its subsidiaries were not subject to United States federal income taxation in respect of income that is derived from the international operation of ships and the performance of services directly related as they qualified for the exemption of Section 883 of the Internal Revenue Code of 1986, as amended. |
Basis of Presentation and General information (Details) |
9 Months Ended |
---|---|
Sep. 30, 2019
t
| |
Spetses Shipping Co. [Member] | |
Subsidiaries in Consolidation [Abstract] | |
Country of incorporation | 1T |
Vessel name | Magic P |
DWT | 76,453 |
Year Built | 2004 |
Delivery date to Castor | 2017-02 |
Bistro Maritime Co. [Member] | |
Subsidiaries in Consolidation [Abstract] | |
Country of incorporation | 1T |
Vessel name | Magic Sun |
DWT | 75,311 |
Year Built | 2001 |
Delivery date to Castor | 2019-09 |
Thalassa [Member] | Series B Preferred Shares [Member] | |
General Information [Abstract] | |
Percentage of shares held | 100.00% |
Thalassa [Member] | Common Shares [Member] | |
General Information [Abstract] | |
Percentage of shares held | 37.30% |
Vessel Operating and Voyage Expenses (Details) - USD ($) |
9 Months Ended | |
---|---|---|
Sep. 30, 2019 |
Sep. 30, 2018 |
|
Vessel Operating Expenses [Abstract] | ||
Crew and related costs | $ 765,533 | $ 672,159 |
Repairs & maintenance, spares, stores, classification, chemicals & gases, paints, victualling | 375,139 | 228,895 |
Lubricants | 129,053 | 71,225 |
Insurances | 101,151 | 95,541 |
Tonnage taxes | 29,469 | 25,470 |
Other | 61,128 | 32,693 |
Total | 1,461,473 | 1,125,983 |
Voyage Expenses [Abstract] | ||
Brokerage commissions (including commissions of $0 and $36,839, respectively, to related party) | 49,904 | 73,023 |
Port & other expenses | 18,614 | 12,103 |
(Gain)/loss on bunkers | 36,998 | (76,193) |
Total | 105,516 | 8,933 |
Commissions to related party | $ 36,839 | $ 0 |
Shareholders' Equity |
9 Months Ended | ||
---|---|---|---|
Sep. 30, 2019 | |||
Shareholders' Equity [Abstract] | |||
Shareholders' Equity |
As of September 30, 2019, the Company's authorized capital stock consisted of 2,000,000,000 shares, par value $0.001 per share, of which 1,950,000,000 shares are designated as common shares and 50,000,000 shares are designated as preferred shares. As of the same date, 3,018,112 common shares, 480,000 9.75% Series A cumulative redeemable perpetual preferred shares (the “Series A Preferred Shares”) and 12,000 Series B Preferred shares were issued and outstanding. At-the-market common stock offering: On June 28, 2019, the Company, entered into an equity distribution agreement, or as commonly referred to, an at-the-market offering, with Maxim Group LLC (“Maxim”), under which the Company may sell an aggregate offering price of up to US$10,000,000 of its common stock with Maxim acting as a sales agent over a minimum period of 12 months (the “ATM”). No warrants, derivatives, or other share classes were associated with this transaction. As of September 30, 2019, the Company received $2,625,590 gross proceeds under the ATM by issuing 618,112 common shares, whereas, the net proceeds under the ATM, after deducting sales commissions and other transaction fees and expenses, amounted to $2,320,176. Series A Preferred terms amendment and settlement of accumulated dividends: On October 10, 2019, the Company reached an agreement with the Series A Preferred holders whereby all accumulated dividends on the Series A Preferred Shares up to and including June 30, 2019 were forgiven in full, whereas, it simultaneously entered into an amended and restated Statement of Designations to amend certain existing terms set forth therein (Note 14). |
Loss Per Share |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Loss Per Share [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Loss Per Share |
For the nine-month periods ended September 30, 2018 and 2019 the Company had no dilutive shares. The components of the calculation of basic and diluted loss per share in each of the nine-month periods ended September 30, 2018 and 2019 are as follows:
As of September 30, 2019, the Company had not declared or paid dividends on its Series A Preferred Shares. On October 10, 2019, the Company entered into a waiver and consent agreement with the holders of its Series A Preferred Shares for the settlement of all due and overdue accumulated dividends on the Series A Preferred Shares up to and including June 30, 2019 which amounted to $4.3 million (Note 14). |
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