• |
changes in shipping industry trends, including charter rates, vessel values and factors affecting vessel supply and demand;
|
• |
changes in seaborne and other transportation patterns;
|
• |
changes in the supply of or demand for dry bulk commodities, including dry bulk commodities carried by sea, generally or in particular regions;
|
• |
changes in the number of newbuildings under construction in the dry bulk industry;
|
• |
changes in the useful lives and the value of our vessels and other vessels we may acquire and the related impact on our compliance with loan covenants;
|
• |
the aging of our fleet and increases in operating costs;
|
• |
changes in our ability to complete future, pending or recent acquisitions or dispositions;
|
• |
our ability to achieve successful utilization of our expanded fleet;
|
• |
changes to our financial condition and liquidity, including our ability to pay amounts that we owe and obtain additional financing to fund capital expenditures, acquisitions and other
general corporate activities;
|
• |
risks related to our business strategy, areas of possible expansion or expected capital spending or operating expenses;
|
• |
our dependence on Seanergy Maritime Holdings Corp., its subsidiaries and our third-party managers to operate our business;
|
• |
changes in the availability of crew, number of off-hire days, classification survey requirements and insurance costs for our vessels and other vessels we may acquire;
|
• |
changes in our relationships with our contract counterparties, including the failure of any of our contract counterparties to comply with their agreements with us;
|
• |
loss of our customers, charters or vessels and other vessels we may acquire;
|
• |
damage to our vessels and other vessels we may acquire;
|
• |
potential liability from future litigation and incidents involving our vessels and other vessels we may acquire;
|
• |
our future operating or financial results;
|
• |
acts of terrorism and other hostilities, pandemics or other calamities;
|
• |
risks associated with the worldwide coronavirus, or COVID-19 pandemic, including its effects on demand for dry bulk products, crew changes and the transportation thereof;
|
• |
changes in global and regional economic and political conditions, including without limitation, increased inflationary pressures and increases in the interest rates set by central
banks;
|
• |
general domestic and international political conditions or events, including “trade wars” and the ongoing war between Russia and Ukraine and related sanctions;
|
• |
changes in governmental rules and regulations or actions taken by regulatory authorities, particularly with respect to the marine transportation industry; and
|
• |
other factors listed from time to time in registration statements, reports or other materials that we have filed with or furnished to the U.S. Securities and Exchange Commission, including our most recent
annual report on Form 20-F.
|
• | number of vessels owned and operated; |
• |
voyage charter rates;
|
• |
time charter trip rates;
|
• |
period time charter rates;
|
• |
the nature and duration of our voyage charters;
|
• |
vessels repositioning;
|
• |
vessel operating expenses and direct voyage costs;
|
• |
maintenance and upgrade work;
|
• |
the age, condition and specifications of our vessels and other vessels we may acquire;
|
• |
issuance of our common shares and other securities;
|
• |
amount of debt obligations; and
|
• |
financing costs related to debt obligations.
|
(In thousands of U.S. Dollars, except for share and per share data)
|
Six-month
period ended
June 30, 2023
|
From the date
of inception
(January 20, 2022)
to June 30, 2022
|
||||||
Revenues:
|
||||||||
Vessel revenue, net
|
12,832
|
-
|
||||||
Expenses:
|
||||||||
Voyage expenses
|
(1,149
|
)
|
-
|
|||||
Vessel operating expenses
|
(9,137
|
)
|
-
|
|||||
Management fees
|
(263
|
)
|
-
|
|||||
Management fees-related party
|
(563
|
)
|
-
|
|||||
General and administrative expenses
|
(3,325
|
)
|
-
|
|||||
Depreciation and amortization
|
(3,569
|
)
|
-
|
|||||
Operating loss
|
(5,174
|
)
|
-
|
|||||
Other expenses:
|
||||||||
Interest and finance costs, net
|
(2,692
|
)
|
-
|
|||||
Other, net
|
(48
|
)
|
-
|
|||||
Total other expenses, net:
|
(2,740
|
)
|
-
|
|||||
Net loss
|
(7,914
|
)
|
-
|
|||||
Net loss attributable to common shareholders
|
(7,991
|
)
|
-
|
|||||
Net loss per common share, basic & diluted
|
(0.99
|
)
|
-
|
|||||
Weighted average common shares outstanding, basic and diluted
|
8,030,666
|
500
|
(In thousands of U.S. Dollars)
|
Six-month
period ended
June 30, 2022
|
|||
Revenues:
|
||||
Vessel revenue, net
|
2,192
|
|||
Expenses:
|
||||
Voyage expenses
|
(429
|
)
|
||
Vessel operating expenses
|
(1,030
|
)
|
||
Management fees
|
(65
|
)
|
||
Management fees-related party
|
(131
|
)
|
||
General and administrative expenses
|
(332
|
)
|
||
Depreciation and amortization
|
(628
|
)
|
||
Operating loss
|
(423
|
)
|
||
Other expenses:
|
||||
Interest and finance costs
|
(315
|
)
|
||
Other, net
|
12
|
|||
Total other expenses, net:
|
(303
|
)
|
||
Net loss
|
(726
|
)
|
United Maritime Corporation
|
||||||||
Fleet Data:
|
Six-month
period ended
June 30, 2023
|
From the date
of inception
(January 20, 2022)
to June 30, 2022
|
||||||
Ownership days
|
916
|
-
|
||||||
Available days(1)
|
839
|
-
|
||||||
Operating days(2)
|
815
|
-
|
||||||
Fleet utilization
|
89.0
|
%
|
-
|
|||||
Average Daily Results:
|
||||||||
TCE rate(3)
|
$
|
14,335
|
$
|
-
|
||||
Daily Vessel Operating Expenses(4)
|
$
|
7,063
|
$
|
-
|
United Maritime
Predecessor
|
||||
Six-month
period ended
June 30, 2022
|
||||
Fleet Data:
|
||||
Ownership days
|
181
|
|||
Available days(1)
|
121
|
|||
Operating days(2)
|
111
|
|||
Fleet utilization
|
61.3
|
%
|
||
Average Daily Results:
|
||||
TCE rate(3)
|
$
|
15,882
|
||
Daily Vessel Operating Expenses(4)
|
$
|
5,689
|
(1) |
During the six-month period ended June 30, 2023, we incurred 77 off-hire days for scheduled dry-dockings. During the six-month period ended June 30, 2022, we incurred 60 off-hire days for scheduled
dry-dockings.
|
(2) |
During the six-month period ended June 30, 2023, we incurred 24 off-hire days due to other unforeseen circumstances. During the six-month period ended June 30, 2022, we incurred 10 off-hire days due to
other unforeseen circumstances.
|
(3) |
We include TCE rate, a non-GAAP measure, as we believe it provides additional meaningful information in conjunction with net revenues from vessels, the most directly comparable U.S. GAAP measure, because it
assists our management in making decisions regarding the deployment and use of our vessels and assists investors and our management in evaluating our financial performance. Our calculation of TCE rate may not be comparable to that
reported by other companies. The following table reconciles our net revenues from vessels to TCE rate.
|
(In thousands of US Dollars, except operating days and TCE rate)
|
United Maritime Corporation
|
|||||||
Six-month
period ended
June 30, 2023
|
From the date
of inception
(January 20, 2022)
to June 30, 2022
|
|||||||
Vessel revenue, net
|
$
|
12,832
|
$
|
-
|
||||
Voyage expenses
|
$
|
(1,149
|
)
|
$
|
-
|
|||
Time charter equivalent revenues
|
$
|
11,683
|
$
|
-
|
||||
Operating days
|
815
|
-
|
||||||
TCE rate
|
$
|
14,335
|
$
|
-
|
(In thousands of US Dollars, except operating days and TCE rate)
|
United Maritime
Predecessor
|
|||
For the
six-month
period ended
June 30, 2022
|
||||
Vessel revenue, net
|
$
|
2,192
|
||
Voyage expenses
|
$
|
(429
|
)
|
|
Time charter equivalent revenues
|
$
|
1,763
|
||
Operating days
|
111
|
|||
TCE rate
|
$
|
15,882
|
(4) |
We include Daily Vessel Operating Expenses, a non-GAAP measure, as we believe it provides additional meaningful information in conjunction with vessel operating expenses, the most directly comparable U.S.
GAAP measure, because it assists our management in making decisions regarding the deployment and use of our vessels and in evaluating their financial performance. Our calculation of Daily Vessel Operating Expenses may not be comparable to
that reported by other companies. The following table reconciles our vessel operating expenses to Daily Vessel Operating Expenses.
|
(In thousands of US Dollars, except ownership days and Daily Vessel Operating Expenses)
|
United Maritime Corporation
|
|||||||
Six-month
period ended
June 30, 2023
|
From the date
of inception
(January 20, 2022)
to June 30, 2022
|
|||||||
Vessel operating expenses
|
$ |
9,137
|
$ |
-
|
||||
Less: Pre-delivery expenses
|
2,667
|
-
|
||||||
Vessel operating expenses before pre-delivery expenses
|
$
|
6,470
|
$
|
-
|
||||
Ownership days
|
916
|
-
|
||||||
Daily Vessel operating expenses
|
$
|
7,063
|
$
|
-
|
(In thousands of US Dollars, except ownership days and Daily Vessel Operating Expenses)
|
United Maritime
Predecessor
|
|||
For the
six-month
period ended
June 30, 2022
|
||||
Vessel operating expenses
|
$
|
1,030
|
||
Ownership days
|
181
|
|||
Daily Vessel operating expenses
|
$
|
5,689
|
United Maritime Corporation
|
||||||||
(In thousands of U.S. Dollars)
|
Six-month
period ended
June 30, 2023
|
From the date
of inception
(January 20, 2022)
to June 30, 2022
|
||||||
EBITDA and Adjusted EBITDA reconciliation:
|
||||||||
Net loss
|
$
|
(7,914
|
)
|
$
|
-
|
|||
Add: Interest and finance costs, net
|
2,692
|
-
|
||||||
Add: Depreciation and amortization
|
3,569
|
$
|
-
|
|||||
EBITDA(1)
|
$
|
(1,653
|
)
|
$
|
-
|
|||
Add: Stock based compensation
|
2,175
|
-
|
||||||
Adjusted EBIDTA(1)
|
$
|
522
|
$
|
-
|
United Maritime
Predecessor
|
||||
(In thousands of U.S. Dollars)
|
For the
six-month
period ended
June 30, 2022
|
|||
EBITDA and Adjusted EBITDA reconciliation:
|
||||
Net loss
|
$
|
(726
|
)
|
|
Add: Interest and finance costs
|
315
|
|||
Add: Depreciation and amortization
|
$
|
628
|
||
EBITDA(1)
|
$
|
217
|
Page
|
|
F-2
|
|
F-3
|
|
F-4
|
|
F-5
|
|
F-6
|
Notes |
June 30, 2023
(Unaudited)
|
December 31,
2022
|
||||||||||
ASSETS
|
||||||||||||
Current assets:
|
||||||||||||
Cash and cash equivalents
|
4
|
|
|
|||||||||
Accounts receivable trade, net
|
11
|
|
|
|||||||||
Inventories
|
|
|
||||||||||
Prepaid expenses
|
|
|
|
|||||||||
Other current assets
|
|
|
||||||||||
Vessel held for sale
|
5
|
|
|
|||||||||
Total current assets
|
|
|
||||||||||
Fixed assets:
|
||||||||||||
Vessels, net
|
5
|
|
|
|||||||||
Right-of-use asset
|
6
|
|
|
|||||||||
Advances for vessel acquisition from third parties
|
5
|
|
|
|||||||||
Advances for vessels acquisitions from related parties
|
|
|
||||||||||
Total fixed assets
|
|
|
||||||||||
Other non-current assets:
|
||||||||||||
Restricted cash, non-current
|
4
|
|
|
|||||||||
Prepaid expense other, non-current
|
9 |
|||||||||||
Deferred charges and other investments, non-current
|
|
|
||||||||||
TOTAL ASSETS
|
|
|
||||||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
||||||||||||
Current liabilities:
|
||||||||||||
Current portion of long-term debt and other financial liabilities, net of deferred finance costs and debt discounts of $
|
7
|
|
|
|||||||||
Due to
|
3
|
|
|
|||||||||
Trade accounts and other payables
|
|
|
||||||||||
Accrued liabilities
|
|
|
||||||||||
Finance lease liability-current portion
|
6
|
|
|
|||||||||
Deferred revenue
|
11
|
|
|
|||||||||
Dividends payable
|
10
|
|
|
|||||||||
Total current liabilities
|
|
|
||||||||||
Non-current liabilities:
|
||||||||||||
Long-term debt and other financial liabilities, net of current portion and deferred finance costs and debt discounts of $
|
7
|
|
|
|||||||||
Finance lease liability, non-current
|
6 |
|
|
|||||||||
Other liabilities, non-current
|
|
|
||||||||||
Total liabilities
|
|
|
||||||||||
Commitments and contingencies
|
9
|
|
|
|||||||||
STOCKHOLDERS’ EQUITY
|
||||||||||||
Preferred stock, $
|
10
|
|
|
|||||||||
Common stock, $
|
10
|
|
|
|||||||||
Additional paid-in capital
|
10
|
|
|
|||||||||
Retained earnings
|
|
|
||||||||||
Total Stockholders’ equity
|
|
|
||||||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
Notes |
2023
|
2022
|
||||||||||
Vessel revenue, net
|
11
|
|
|
|||||||||
Expenses:
|
||||||||||||
Voyage expenses
|
11
|
(
|
)
|
|
||||||||
Vessel operating expenses
|
(
|
)
|
|
|||||||||
Management fees
|
(
|
)
|
|
|||||||||
Management fees- related party
|
3
|
(
|
)
|
|
||||||||
General and administration expenses
|
14
|
(
|
)
|
|
||||||||
Depreciation and amortization
|
5, 6
|
(
|
)
|
|
||||||||
Amortization of deferred dry-docking costs
|
(
|
)
|
|
|||||||||
Operating loss
|
(
|
)
|
|
|||||||||
Other income / (expenses), net:
|
||||||||||||
Interest and finance costs
|
12
|
(
|
)
|
|
||||||||
Interest and other income
|
|
|
||||||||||
Foreign currency exchange losses, net
|
(
|
)
|
|
|||||||||
Total other expenses, net
|
(
|
)
|
|
|||||||||
Net loss
|
(
|
)
|
|
|||||||||
Dividends to non-vested participating securities | ( |
) | ||||||||||
Net loss attributable to common shareholders | ( |
) | ||||||||||
Loss per common share, basic and diluted
|
13
|
(
|
)
|
|
||||||||
Weighted average common shares outstanding, basic and diluted
|
13
|
|
|
Common stock
|
Additional
paid-in
capital
|
Retained Earnings
|
Total
stockholders’
equity
|
|||||||||||||||||
# of Shares
|
Par
Value
|
|||||||||||||||||||
Balance, January 20, 2022
|
|
|
|
|
|
|||||||||||||||
Issuance of common stock
|
|
|
|
|
|
|||||||||||||||
Balance, June 30, 2022
|
|
|
|
|
|
Preferred stock Series B
|
Common stock
|
Additional
paid-in
capital
|
Retained earnings
|
Total
stockholders’
equity
|
||||||||||||||||||||||||
# of Shares
|
Par
Value
|
# of Shares
|
Par
Value
|
|||||||||||||||||||||||||
Balance, December 31, 2022
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Issuance of common stock (including exercise of warrants) (Note 10)
|
-
|
-
|
|
|
|
|
|
|||||||||||||||||||||
Repurchase of common stock (Note 10)
|
-
|
-
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
||||||||||||||||||
Dividends on common stock and participating non vested restricted stock awards (Note 10)
|
-
|
-
|
-
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||||||||
Stock based compensation (Note 14)
|
-
|
-
|
-
|
|
|
|
|
|||||||||||||||||||||
Net loss
|
-
|
-
|
-
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||||||||
Balance, June 30, 2023
|
|
|
|
|
|
|
|
2023
|
2022
|
|||||||
Net cash used in operating activities
|
(
|
)
|
|
|||||
Cash flows from investing activities:
|
||||||||
Vessels’ acquisitions and improvements
|
(
|
)
|
|
|||||
Advances for vessel acquisition from third parties
|
(
|
)
|
|
|||||
Lease prepayments and other initial direct costs
|
(
|
)
|
|
|||||
Net cash used in investing activities
|
(
|
)
|
|
|||||
Cash flows from financing activities:
|
||||||||
Proceeds from issuance of common stock and warrants exercises, net of underwriters fees and commissions
|
|
|
||||||
Payments for repurchase of common stock
|
(
|
)
|
|
|||||
Proceeds from long-term debt and other financial liabilities
|
|
|
||||||
Payments of financing and stock issuance costs
|
(
|
)
|
|
|||||
Payments of finance lease liabilities
|
(
|
)
|
|
|||||
Dividends paid
|
(
|
)
|
|
|||||
Repayments of long-term debt and other financial liabilities
|
(
|
)
|
|
|||||
Net cash provided by financing activities
|
|
|
||||||
Net decrease in cash and cash equivalents and restricted cash
|
(
|
)
|
|
|||||
Cash and cash equivalents and restricted cash at beginning of period
|
|
|
||||||
Cash and cash equivalents and restricted cash at end of period
|
|
|
||||||
SUPPLEMENTAL CASH FLOW INFORMATION
|
||||||||
Cash paid during the period for:
|
||||||||
Interest paid
|
|
|
||||||
Noncash investing activities:
|
||||||||
Vessels’ improvements and acquisitions
|
(
|
)
|
||||||
Right-of use asset and initial direct costs
|
(
|
)
|
|
|||||
Noncash financing activities:
|
||||||||
Dividends on common stock and participating non vested restricted stock awards declared but not paid
|
(
|
)
|
|
|||||
Financing and stock issuance stocks
|
(
|
)
|
|
1. |
Basis of Presentation and General Information:
|
a. |
Subsidiaries in Consolidation:
|
Company
|
Country of
Incorporation
|
Vessel name
|
Date of Delivery
|
Date of
Sale/Disposal
|
||||
United Management Corp. (1)(2)
|
|
N/A
|
N/A
|
N/A
|
||||
Sea Glorius Shipping Co. (1)
|
|
|
|
N/A
|
||||
Epanastasea Maritime Co. (1)
|
|
|
|
Note 5
|
||||
Parosea Shipping Co. (1)
|
|
|
|
|
||||
Bluesea Shipping Co. (1)
|
|
|
|
|
||||
Minoansea Maritime Co. (1)
|
|
|
|
|
||||
Good Maritime Co. (1)
|
|
|
|
N/A
|
||||
Traders Maritime Co. (1)
|
|
|
|
N/A
|
||||
Chrisea Maritime Co. (1)(3)
|
|
|
|
N/A
|
||||
Oasea Maritime Co. (1)(3)
|
|
|
|
|
||||
Cretansea Maritime Co. (1)(3)
|
|
|
|
|
||||
Synthesea Maritime Co. (1)(3)
|
|
Note 9
|
Note 15
|
N/A
|
||||
Exelixsea Maritime Co. (1)
|
|
Note 5
|
N/A
|
N/A
|
(1) |
Subsidiaries wholly owned
|
(2) |
Management company
|
(3) |
Bareboat charterers
|
2. |
Significant Accounting Policies:
|
(a) |
Sale and Leaseback Transactions
|
(b) |
Finance Lease Liabilities & Right-of-Use Assets
|
3. |
Transactions with Related Parties:
|
4. |
Cash and Cash Equivalents and Restricted Cash:
|
June 30,
2023
|
December 31,
2022
|
|||||||
Cash and cash equivalents
|
|
|
||||||
Restricted cash, non-current
|
|
|
||||||
Cash and Cash equivalents and restricted cash
|
|
|
5. |
Vessels, Net:
|
June 30,
2023
|
December 31,
2022
|
|||||||
Cost:
|
||||||||
Beginning balance:
|
|
|
||||||
- Vessel contributed by Seanergy
|
|
|
||||||
- Additions
|
|
|
||||||
- Transfer to “Vessel held for sale”
|
(
|
)
|
|
|||||
- Disposals
|
|
(
|
)
|
|||||
Ending balance:
|
|
|
||||||
Accumulated depreciation:
|
||||||||
Beginning balance:
|
(
|
)
|
|
|||||
- Depreciation for the period
|
(
|
)
|
(
|
)
|
||||
- Transfer to “Vessel held for sale”
|
|
|
||||||
- Disposals
|
|
|
||||||
Ending balance:
|
(
|
)
|
(
|
)
|
||||
Net book value
|
|
|
6. |
Right-of-Use assets and Finance Lease Liabilities:
|
Twelve month periods ending June 30,
|
Amount
|
|||
2024
|
|
|||
2025
|
|
|||
Total undiscounted lease payments
|
|
|||
Less: Discount based on implicit rate
|
(
|
)
|
||
Present value of finance lease liabilities
|
|
|||
Finance lease liabilities, current
|
|
|||
Finance lease liabilities, non-current
|
|
|||
Present value of finance lease liabilities
|
|
7. |
Long-Term Debt and Other Financial Liabilities:
|
June 30,
2023
|
December 31,
2022
|
|||||||
Long-term debt and other financial liabilities
|
|
|
||||||
Less: Deferred financing costs
|
(
|
)
|
(
|
)
|
||||
Total
|
|
|
||||||
Less - current portion
|
(
|
)
|
(
|
)
|
||||
Long-term portion
|
|
|
Twelve month periods ending June 30,
|
Amount
|
|||
2024
|
|
|||
2025
|
|
|||
2026
|
|
|||
2027
|
|
|||
Thereafter
|
|
|||
Total
|
|
8. |
Financial Instruments:
|
• |
Level 1: Quoted market prices in active markets for identical assets or liabilities;
|
• |
Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data;
|
• |
Level 3: Unobservable inputs that are not corroborated by market data.
|
(a) |
Significant Risks and Uncertainties, including Business and Credit Concentration
|
(b) |
Fair Value of Financial Instruments
|
a. |
Cash and cash equivalents, accounts receivable trade, other current assets, prepaid expenses, trade accounts and other payables and accrued liabilities: the carrying amounts approximate fair value because of
the short maturity of these instruments. The carrying value approximates the fair market value for interest bearing cash classified as restricted cash, non-current.
|
b. |
Long-term debt: The fair value of fixed interest long-term debt is estimated using prevailing market rates as of the period end. The carrying value of $
|
9. |
Commitments and Contingencies:
|
Twelve month periods ending June 30,
|
Amount
|
|||
2024
|
|
|||
2025
|
|
|||
Total
|
|
10. |
Capital Structure:
|
i) |
Dividends
|
ii) |
Common stock buybacks
|
iii) |
Warrants
|
11. |
Vessel Revenue, net and Voyage Expenses:
|
June 30,
2023
|
From
January 20, 2022
to June 30, 2022
|
|||||||
Vessel revenues from time charters, net of commissions
|
|
|
||||||
Total
|
|
|
June 30,
|
December 31,
|
|||||||
2023
|
2022
|
|||||||
Accounts receivable trade, net from spot charters
|
|
|
||||||
Accounts receivable trade, net from time charters
|
|
|
||||||
Total
|
|
|
Customer
|
2023
|
2022
|
||
A
|
|
|
|
|
B
|
|
|
|
|
C
|
|
|
|
|
D
|
|
|
|
|
Total
|
|
|
|
June 30,
2023
|
From
January 20, 2022
to June 30, 2022
|
|||||||
Voyage expenses from time charters
|
|
|
||||||
Voyage expenses for unfixed periods
|
|
|
||||||
Total
|
|
|
12. |
Interest and Finance Costs:
|
June 30, 2023
|
From
January 20, 2022
to June 30, 2022
|
|||||||
Interest on long-term debt and other financial liabilities
|
|
|
||||||
Amortization of debt finance costs and debt discounts
|
|
|
||||||
Interest on finance lease liability
|
|
|
||||||
Other
|
|
|
||||||
Total
|
|
|
13. |
Loss per Share:
|
June 30, 2023
|
From
January 20, 2022
to June 30, 2022
|
|||||||
Net loss
|
$
|
(
|
)
|
$
|
|
|||
Less: Dividends to non-vested participating securities
|
(
|
)
|
|
|||||
Net loss attributable to common shareholders, basic & diluted
|
$
|
(
|
)
|
$
|
|
|||
Weighted average common shares outstanding, basic & diluted
|
||||||||
Net loss per share attributable to common shareholders, basic & diluted
|
$ | ( |
) | $ |
14. |
Equity Incentive Plan:
|
15. |
Subsequent Events
|
Page
|
|
F-2
|
|
F-3
|
|
F-4
|
|
F-5
|
|
F-6
|
Notes
|
June 30, 2022
|
December 31, 2021
|
||||||||||
ASSETS
|
||||||||||||
Current assets:
|
||||||||||||
Cash and cash equivalents
|
5
|
|
|
|||||||||
Accounts receivable trade
|
|
|
||||||||||
Inventories
|
|
|
||||||||||
Prepaid expenses
|
|
|
||||||||||
Total current assets
|
|
|
||||||||||
Fixed assets:
|
||||||||||||
Vessel, net
|
7
|
|
|
|||||||||
Total fixed assets
|
|
|
||||||||||
Other non-current assets:
|
||||||||||||
Deferred charges, net and other long-term investments
|
6
|
|
|
|||||||||
TOTAL ASSETS
|
|
|
||||||||||
LIABILITIES AND PARENT EQUITY
|
||||||||||||
Current liabilities:
|
||||||||||||
Current portion of long-term debt, net of deferred finance costs of $
|
8
|
|
|
|||||||||
Trade accounts and other payables
|
6
|
|
|
|||||||||
Accrued liabilities
|
|
|
||||||||||
Deferred revenue
|
|
|
||||||||||
Total current liabilities
|
|
|
||||||||||
Non-current liabilities:
|
||||||||||||
Long-term debt, net of current portion and deferred finance costs of $
|
8
|
|
|
|||||||||
Other liabilities, non-current
|
|
|
||||||||||
Total liabilities
|
|
|
||||||||||
Commitments and contingencies
|
10
|
|
|
|||||||||
PARENT’S EQUITY
|
||||||||||||
Parent investment, net
|
4
|
|
|
|||||||||
Accumulated deficit
|
(
|
)
|
(
|
)
|
||||||||
Parent equity, net
|
|
|
||||||||||
TOTAL LIABILITIES AND PARENT EQUITY
|
|
|
Notes
|
2022
|
2021
|
||||||||||
Revenues:
|
||||||||||||
Vessel revenue
|
9
|
|
|
|||||||||
Commissions - related party
|
3
|
(
|
)
|
(
|
)
|
|||||||
Commissions
|
(
|
)
|
(
|
)
|
||||||||
Vessel revenue, net
|
|
|
||||||||||
Expenses:
|
||||||||||||
Voyage expenses
|
(
|
)
|
(
|
)
|
||||||||
Vessel operating expenses
|
(
|
)
|
(
|
)
|
||||||||
Management fees - related party
|
3
|
(
|
)
|
(
|
)
|
|||||||
Management fees
|
(
|
)
|
(
|
)
|
||||||||
General and administration expenses
|
(
|
)
|
(
|
)
|
||||||||
Amortization of deferred dry-docking costs
|
6
|
(
|
)
|
(
|
)
|
|||||||
Depreciation
|
7
|
(
|
)
|
(
|
)
|
|||||||
Operating (loss) / income
|
(
|
)
|
|
|||||||||
Other (expenses) / income, net:
|
||||||||||||
Interest and finance costs, net
|
11
|
(
|
)
|
(
|
)
|
|||||||
Foreign currency exchange gain / (losses), net
|
|
(
|
)
|
|||||||||
Total other expenses, net
|
(
|
)
|
(
|
)
|
||||||||
Net loss
|
(
|
)
|
(
|
)
|
Parent
Investment, Net
|
Accumulated
Deficit
|
Total Equity
|
||||||||||
Balance, December 31, 2020
|
|
(
|
)
|
|
||||||||
Parent investment, net (Note 4)
|
|
|
|
|||||||||
Net loss
|
|
(
|
)
|
(
|
)
|
|||||||
Balance, June 30, 2021
|
|
(
|
)
|
|
Parent
Investment, Net
|
Accumulated
Deficit
|
Total Equity
|
||||||||||
Balance, December 31, 2021
|
|
(
|
)
|
|
||||||||
Parent investment, net (Note 4)
|
|
|
|
|||||||||
Net loss
|
|
(
|
)
|
(
|
)
|
|||||||
Balance, June 30, 2022
|
|
(
|
)
|
|
2022
|
2021
|
|||||||
Cash flows from operating activities:
|
||||||||
Net loss
|
(
|
)
|
(
|
)
|
||||
Adjustments to reconcile net loss to net cash (used in) / provided by operating activities:
|
||||||||
Depreciation
|
|
|
||||||
Amortization of deferred dry-docking costs
|
|
|
||||||
Amortization of deferred finance charges
|
|
|
||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable trade, net
|
|
(
|
)
|
|||||
Inventories
|
(
|
)
|
(
|
)
|
||||
Prepaid expenses
|
(
|
)
|
|
|||||
Deferred charges, net and other long-term investments |
(
|
)
|
|
|||||
Trade accounts and other payables
|
|
|
||||||
Accrued liabilities
|
|
|
||||||
Deferred revenue
|
(
|
)
|
(
|
)
|
||||
Net cash (used in) / provided by operating activities
|
(
|
)
|
|
|||||
Cash flows from investing activities:
|
||||||||
Vessel’s improvements
|
(
|
)
|
|
|||||
Net cash used in investing activities
|
(
|
)
|
|
|||||
Cash flows from financing activities:
|
||||||||
Parent investment, net
|
|
|
||||||
Repayments of long term debt
|
(
|
)
|
(
|
)
|
||||
Net cash provided by / (used in) financing activities
|
|
(
|
)
|
|||||
Net (decrease) / increase in cash and cash equivalents and restricted cash
|
(
|
)
|
|
|||||
Cash and cash equivalents and restricted cash at beginning of period
|
|
|
||||||
Cash and cash equivalents and restricted cash at end of period
|
|
|
||||||
SUPPLEMENTAL CASH FLOW INFORMATION
|
||||||||
Cash paid during the period:
|
||||||||
Interest
|
|
|
||||||
Noncash investing activities
|
||||||||
Vessel’s improvements
|
(
|
)
|
|
1. |
Basis of Presentation and General Information:
|
•
|
Sea Glorius Shipping Co.
|
2. |
Significant Accounting Policies:
|
3. |
Transactions with Related Parties:
|
4. |
Parent Investment, Net:
|
5. |
Cash and Cash Equivalents:
|
June 30, 2022
|
December 31, 2021
|
|||||||
Cash and cash equivalents
|
|
|
||||||
Total
|
|
|
6. |
Deferred Charges, Net and Other Long-Term Investments:
|
Deferred charges
|
||||
Balance December 31, 2020
|
|
|
||
Additions
|
|
|||
Amortization
|
(
|
)
|
||
Balance December 31, 2021
|
|
|||
Additions
|
|
|||
Amortization
|
(
|
)
|
||
Transferred to Vessels, Net
|
(
|
)
|
||
Balance June 30, 2022
|
|
7. |
Vessel, Net:
|
June 30, 2022
|
December 31, 2021
|
|||||||
Cost:
|
||||||||
Beginning balance
|
|
|
||||||
- Additions
|
|
|
||||||
Ending balance
|
|
|
||||||
Accumulated depreciation:
|
||||||||
Beginning balance
|
(
|
)
|
(
|
)
|
||||
- Additions
|
(
|
)
|
(
|
)
|
||||
Ending balance
|
(
|
)
|
(
|
)
|
||||
Net book value
|
|
|
8. |
Long-Term Debt:
|
June 30, 2022
|
December 31, 2021
|
|||||||
Secured loan facilities
|
|
|
||||||
Less: Deferred financing costs
|
(
|
)
|
(
|
)
|
||||
Total
|
|
|
||||||
Less – current portion
|
(
|
)
|
(
|
)
|
||||
Long-term portion
|
|
|
Twelve month periods ended June 30,
|
Amount
|
|||
2023
|
|
|||
2024
|
|
|||
2025
|
|
|||
2026
|
|
|||
Thereafter
|
|
|||
Total
|
|
9. |
Financial Instruments:
|
• |
Level 1: Quoted market prices in active markets for identical assets or liabilities;
|
•
|
Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data;
|
•
|
Level 3: Unobservable inputs that are not corroborated by market data.
|
(a) |
Significant Risks and Uncertainties, including Business and Credit Concentration
|
(b) |
Fair Value of Financial Instruments
|
a) |
Cash and cash equivalents, accounts receivable trade, net and trade accounts and other payables: the carrying amounts approximate fair value because of the short maturity of these
instruments.
|
b) |
Long-term debt: The fair value of fixed interest long-term debt is estimated using prevailing market rates as of the period end. The Subsidiary believes the terms of its fixed
interest long-term debt are similar to those that could be procured as of June 30, 2022, and the carrying value of $
|
10. |
Commitments and Contingencies:
|
Twelve month periods ending June 30,
|
Amount
|
|||
2023
|
|
|||
Total
|
|
11. |
Interest and Finance Costs, net:
|
June 30,
|
||||||||
2022
|
2021
|
|||||||
Interest on long-term debt
|
|
|
||||||
Amortization of debt issuance costs
|
|
|
||||||
Other, net
|
(
|
)
|
|
|||||
Total
|
|
|
12. |
Subsequent Events:
|