a) |
the election of Messrs. Christina Anagnostara and Ioannis Kartsonas, as Class A Directors to serve until the 2026 Annual Meeting of Shareholders; and
|
b)
|
the appointment of Ernst & Young (Hellas) Certified Auditors Accountants S.A. to serve as the Company’s independent auditors for the fiscal year ending December
31, 2023.
|
UNITED MARITIME CORPORATION
|
||
(Registrant)
|
||
By:
|
/s/ Stamatios Tsantanis
|
|
Name:
|
Stamatios Tsantanis
|
|
Title:
|
Chief Executive Officer
|
|
Date: November 17, 2023
|
Highlights
(in million USD, except EPS)
|
Q3 2023
|
Q3 2022
|
9M 2023
|
From January
20, 2022 (date
of inception) to
September 30,
2022
|
||||||||||||
Net Revenues
|
$
|
11.7
|
$
|
7.9
|
$
|
24.5
|
$
|
7.9
|
||||||||
Net income
|
$
|
8.9
|
$
|
1.0
|
$
|
0.9
|
$
|
1.0
|
||||||||
Adjusted net income1
|
$
|
9.2
|
$
|
1.0
|
$
|
3.4
|
$
|
1.0
|
||||||||
EBITDA1
|
$
|
13.5
|
$
|
2.9
|
$
|
11.9
|
$
|
2.9
|
||||||||
Adjusted EBITDA1
|
$
|
13.8
|
$
|
2.9
|
$
|
14.4
|
$
|
2.9
|
||||||||
Earnings per share Basic1
|
$
|
1.00
|
$
|
0.12
|
$
|
0.10
|
$
|
0.24
|
||||||||
Earnings per share Diluted1
|
$
|
0.91
|
$
|
0.09
|
$
|
0.09
|
$
|
0.14
|
||||||||
Adjusted earnings per share Basic1
|
$
|
1.03
|
$
|
0.12
|
$
|
0.40
|
$
|
0.24
|
||||||||
Adjusted earnings per share Diluted1
|
$
|
0.95
|
$
|
0.08
|
$
|
0.35
|
$
|
0.13
|
■ |
Quarterly cash dividend of $0.075 per share for Q3 2023
|
■ |
Total cash dividends of $10.0 million, or $1.30 per share, declared since November 2022 reflecting a cash yield of 63%2
|
■ |
Sale of the Company’s remaining LR2 tanker vessel at a premium of more than 85% over the vessel’s acquisition price, recording an accounting gain of $11.8 million
|
■ |
Delivery of two Panamax vessels and commencement of time-charter (“T/C”) contracts
|
■ |
Share buybacks worth about $0.4 million since the beginning of Q3 2023, nearly maximizing possible amount given share liquidity
|
■ |
Total buybacks of approximately 3.5 million common shares at an average price of $1.87 since Q3 2022
|
■ |
Secured $30.0 million sale and leaseback financing from a new lender to proactively address upcoming loan maturities and enhance liquidity position
|
Vessel Name
|
Sector
|
Capacity
(DWT)
|
Year Built
|
Yard
|
Employment
Type
|
Minimum
T/C
expiration
|
Maximum T/C
expiration(1)
|
|
Gloriuship
|
Dry Bulk / Capesize
|
171,314
|
2004
|
Hyundai
|
T/C Index Linked(2)
|
Jan-24
|
Jun-24
|
|
Goodship
|
Dry Bulk / Capesize
|
177,536
|
2005
|
Mitsui
|
T/C Index Linked(2)
|
Sep-24
|
Nov-24
|
|
Tradership
|
Dry Bulk / Capesize
|
176,925
|
2006
|
Namura
|
T/C Index Linked(2)
|
Aug-24
|
Jan-25
|
|
Oasea
|
Dry Bulk / Kamsarmax
|
82,217
|
2010
|
Tsuneishi
|
T/C Index Linked(2)
|
Mar-24
|
Jul-24
|
|
Cretansea
|
Dry Bulk / Kamsarmax
|
81,508
|
2009
|
Universal
|
T/C Index Linked(2)
|
Apr-24
|
Jul-24
|
|
Chrisea(3)
|
Dry Bulk / Panamax
|
78,173
|
2013
|
Shin Kurushima
|
T/C Index Linked(2)
|
Feb-24
|
Jun-24
|
|
Synthesea(4)
|
Dry Bulk / Panamax
|
78,020
|
2015
|
Sasebo
|
T/C Index Linked(2)
|
Oct-24
|
Dec-24
|
|
Exelixsea
|
Dry Bulk / Panamax
|
76,361
|
2011
|
Oshima
|
T/C Index Linked(2)
|
Jul-24
|
Nov-24
|
|
Total/Average age
|
922,054
|
14.4 years
|
(1) |
The latest redelivery dates do not include any additional optional periods.
|
(2) |
“T/C” refers to a time charter agreement. Under these index-linked T/Cs, the Company has the option to convert the index-linked rate to fixed for periods ranging between 1 and 12 months, based on
the prevailing FFA Rates for the selected period, and has done so for certain vessels as part of its freight hedging strategy, as described below under “Fourth Quarter 2023 TCE Guidance.”
|
(3) |
The vessel is technically and commercially operated by the Company on the basis of an 18-month bareboat charter-in contract with the owners of the vessel, including a purchase option at the end of
the bareboat charter in favour of the Company.
|
(4) |
The vessel is technically and commercially operated by the Company on the basis of an 12-month bareboat charter-in contract with the owners of the vessel, including a purchase option at the end of
the bareboat charter in favour of the Company.
|
Q3 2023
|
Q3 2022
|
9M 2023
|
From January
20, 2022 (date of
inception) to
September 30,
2022
|
||
Ownership days (1)
|
687
|
248
|
1,603
|
248
|
|
Operating days (2)
|
628
|
244
|
1,443
|
244
|
|
Fleet utilization (3)
|
91.4%
|
98.4%
|
90.0%
|
98.4%
|
|
TCE rate (4)
|
$16,186
|
$23,639
|
$15,141
|
$23,639
|
|
Daily Vessel Operating Expenses (5)
|
$6,668
|
$7,573
|
$6,894
|
$7,573
|
(1) |
Ownership days are the total number of calendar days in a period during which the vessels in a fleet have been owned or chartered in. Ownership days are an indicator of the size of the Company’s
fleet over a period and affect both the amount of revenues and the amount of expenses that the Company recorded during a period.
|
(2) |
Operating days are the number of available days in a period less the aggregate number of days that the vessels are off-hire due to unforeseen circumstances. Operating days include the days that our
vessels are in ballast voyages without having finalized agreements for their next employment.
|
(3) |
Fleet utilization is the percentage of time that the vessels are generating revenue and is determined by dividing operating days by ownership days for the relevant period.
|
(4) |
TCE rate is defined as the Company’s net revenue less voyage expenses during a period divided by the number of the Company’s operating days during the period. Voyage expenses include port charges,
bunker (fuel oil and diesel oil) expenses, canal charges and other commissions. The Company includes the TCE rate, a non-GAAP measure, as it believes it provides additional meaningful information in conjunction with net revenues
from vessels, the most directly comparable U.S. GAAP measure, and because it assists the Company’s management in making decisions regarding the deployment and use of our vessels and because the Company believes that it provides
useful information to investors regarding our financial performance. The Company’s calculation of TCE rate may not be comparable to that reported by other companies. The following table reconciles the Company’s net revenues from
vessels to the TCE rate.
|
Q3 2023
|
Q3 2022
|
9M 2023
|
From January
20, 2022 (date
of inception) to
September 30,
2022
|
|||||||||||||
Vessel revenue, net
|
11,682
|
7,852
|
24,514
|
7,852
|
||||||||||||
Less: Voyage expenses
|
1,517
|
2,084
|
2,666
|
2,084
|
||||||||||||
Time charter equivalent revenues
|
10,165
|
5,768
|
21,848
|
5,768
|
||||||||||||
Operating days
|
628
|
244
|
1,443
|
244
|
||||||||||||
TCE rate
|
$
|
16,186
|
$
|
23,639
|
$
|
15,141
|
$
|
23,639
|
(5) |
Vessel operating expenses include crew costs, provisions, deck and engine stores, lubricants, insurance, maintenance and repairs. Daily Vessel Operating Expenses are calculated by dividing vessel
operating expenses, excluding pre delivery costs of acquired vessels, by ownership days for the relevant time periods. The Company’s calculation of daily vessel operating expenses may not be comparable to that reported by other
companies. The following table reconciles the Company’s vessel operating expenses to daily vessel operating expenses.
|
Q3 2023
|
Q3 2022
|
9M 2023
|
From January
20, 2022 (date
of inception) to
September 30,
2022
|
|||||||||||||
Vessel operating expenses
|
5,992
|
2,179
|
15,129
|
2,179
|
||||||||||||
Less: Pre-delivery expenses
|
1,411
|
301
|
4,078
|
301
|
||||||||||||
Vessel operating expenses before pre-delivery expenses
|
4,581
|
1,878
|
11,051
|
1,878
|
||||||||||||
Ownership days
|
687
|
248
|
1,603
|
248
|
||||||||||||
Daily Vessel Operating Expenses
|
$
|
6,668
|
$
|
7,573
|
$
|
6,894
|
$
|
7,573
|
Q3 2023
|
Q3 2022
|
9M 2023
|
From January
20, 2022 (date of
inception) to
September 30,
2022
|
||
Net income
|
8,861
|
1,028
|
947
|
1,028
|
|
Interest and finance costs, net
|
2,001
|
948
|
4,746
|
948
|
|
Depreciation and amortization
|
2,641
|
946
|
6,210
|
946
|
|
EBITDA
|
13,503
|
2,922
|
11,903
|
2,922
|
|
Stock based compensation
|
329
|
-
|
2,504
|
-
|
|
Gain on extinguishment of debt
|
(20)
|
-
|
(20)
|
-
|
|
Adjusted EBITDA
|
13,812
|
2,922
|
14,387
|
2,922
|
Q3 2023
|
Q3 2022
|
9M 2023
|
From January
20, 2022 (date of
inception) to
September 30,
2022
|
||
Net income
|
8,861
|
1,028
|
947
|
1,028
|
|
Stock based compensation
|
329
|
-
|
2,504
|
-
|
|
Gain on extinguishment of debt
|
(20)
|
-
|
(20)
|
-
|
|
Adjusted net income
|
9,170
|
1,028
|
3,431
|
1,028
|
|
Adjusted net income – common stockholders
|
8,937
|
889
|
3,336
|
889
|
|
Adjusted earnings per common share, basic
|
1.03
|
0.12
|
0.40
|
0.24
|
|
Adjusted earnings per common share, diluted
|
0.95
|
0.08
|
0.35
|
0.13
|
|
Weighted average number of common shares outstanding, basic
|
8,654,584
|
7,504,999
|
8,240,924
|
3,682,695
|
|
Weighted average number of common shares outstanding, diluted
|
9,430,825
|
10,461,405
|
9,555,407
|
6,639,101
|
Q3 2023
|
Q3 2022
|
9M 2023
|
From January
20, 2022 (date of
inception) to
September 30,
2022
|
||
Interest and finance costs
|
(2,085)
|
(948)
|
(5,064)
|
(948)
|
|
Interest income
|
84
|
-
|
318
|
-
|
|
Amortization of deferred finance charges and other discounts
|
208
|
128
|
578
|
128
|
|
Cash interest and finance costs
|
(1,793)
|
(820)
|
(4,168)
|
(820)
|
Operating Days
|
TCE
|
||
TCE - fixed rate (index-linked conversion)
|
552
|
$13,812
|
|
TCE - fixed rate
|
N/A
|
N/A
|
|
TCE – index-linked unhedged
|
166
|
$16,934
|
|
Total / Average
|
718
|
$14,534
|
September 30, 2023
|
December 31, 2022*
|
|||||||
ASSETS
|
||||||||
Cash and cash equivalents and restricted cash
|
14,340
|
69,932
|
||||||
Vessels and right-of-use assets, net and advances for vessels’ acquisitions
|
155,486
|
50,200
|
||||||
Other assets
|
5,514
|
5,523
|
||||||
TOTAL ASSETS
|
175,340
|
125,655
|
||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
||||||||
Long-term debt, lease liability and other financial liabilities, net of deferred finance costs
|
94,343
|
42,606
|
||||||
Other liabilities
|
13,606
|
18,481
|
||||||
Stockholders’ equity
|
67,391
|
64,568
|
||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
|
175,340
|
125,655
|
Three months
ended
September
30, 2023 |
Three months
ended
September
30, 2022
|
Nine months
ended
September
30, 2023
|
From
January 20,
2022 (date
of inception)
to
September
30, 2022
|
|||||||||||||
Vessel Revenue, net
|
11,682
|
7,852
|
24,514
|
7,852
|
||||||||||||
Expenses:
|
||||||||||||||||
Voyage expenses
|
(1,517
|
)
|
(2,084
|
)
|
(2,666
|
)
|
(2,084
|
)
|
||||||||
Vessel operating expenses
|
(5,992
|
)
|
(2,179
|
)
|
(15,129
|
)
|
(2,179
|
)
|
||||||||
Management fees
|
(551
|
)
|
(230
|
)
|
(1,377
|
)
|
(230
|
)
|
||||||||
General and administrative expenses
|
(1,959
|
)
|
(442
|
)
|
(5,284
|
)
|
(442
|
)
|
||||||||
Depreciation and amortization
|
(2,641
|
)
|
(946
|
)
|
(6,210
|
)
|
(946
|
)
|
||||||||
Gain on sale of vessels
|
11,804
|
-
|
11,804
|
-
|
||||||||||||
Operating income
|
10,826
|
1,971
|
5,652
|
1,971
|
||||||||||||
Other income / (expenses):
|
||||||||||||||||
Interest and finance costs
|
(2,085
|
)
|
(948
|
)
|
(5,064
|
)
|
(948
|
)
|
||||||||
Interest and other income
|
40
|
-
|
327
|
-
|
||||||||||||
Gain on extinguishment of debt
|
20
|
-
|
20
|
-
|
||||||||||||
Other, net
|
60
|
5
|
12
|
5
|
||||||||||||
Total other expenses, net:
|
(1,965
|
)
|
(943
|
)
|
(4,705
|
)
|
(943
|
)
|
||||||||
Net income
|
8,861
|
1,028
|
947
|
1,028
|
||||||||||||
Net income attributable to common stockholders
|
8,628
|
889
|
852
|
889
|
||||||||||||
Net income per common share, basic
|
1.00
|
0.12
|
0.10
|
0.24
|
||||||||||||
Net income per common share, diluted
|
0.91
|
0.09
|
0.09
|
0.14
|
||||||||||||
Weighted average number of common shares outstanding, basic
|
8,654,584
|
7,504,999
|
8,240,924
|
3,682,695
|
||||||||||||
Weighted average number of common shares outstanding, diluted
|
9,430,825
|
10,461,405
|
9,555,407
|
6,639,101
|
Nine months ended
September 30, 2023
|
From January 20,
2022 (date of
inception) to
September 30, 2022
|
|||||||
Net cash (used in) / provided by operating activities
|
(7,051
|
)
|
1,893
|
|||||
Net cash used in investing activities
|
(58,404
|
)
|
(19,604
|
)
|
||||
Net cash provided by financing activities
|
9,863
|
38,926
|