Navios Maritime Midstream Partners L.P. (“Navios Midstream”) (NYSE:
NAP), an owner and operator of tanker vessels, reported its
financial results today for the third quarter and the nine month
period ended September 30, 2018.
RECENT DEVELOPMENTS
Merger Agreement with Navios
Acquisition
On October 8, 2018 Navios Midstream and Navios Maritime
Acquisition Corporation ("Navios Acquisition") (NYSE:NNA)
entered into a definitive merger agreement under which Navios
Acquisition will acquire all of the publicly held units of Navios
Midstream in exchange for shares of Navios
Acquisition.
The conflicts committee of the board of directors of Navios
Midstream negotiated the transaction on behalf of Navios Midstream
and its public unitholders. The transaction was unanimously
approved by the Conflicts Committee, the board of directors of
Navios Midstream and the board of directors of Navios
Acquisition.
The approval and adoption of the merger agreement and the merger
requires approval by a majority of the outstanding Navios Midstream
common units. Navios Acquisition owns a sufficient number of Navios
Midstream common units to approve the merger on behalf of all
Navios Midstream unitholders and has agreed to consent to the
merger. The closing of the merger is subject to customary closing
conditions, including effectiveness of a registration statement on
Form F-4 filed with the U.S. Securities and Exchange Commission on
October 30, 2018 and the mailing of an information statement to
Navios Midstream unitholders.
Cash Distribution
The Board of Directors of Navios Midstream declared a cash
distribution for the third quarter of 2018 of $0.125 per unit. The
cash distribution is payable on November 14, 2018 to unitholders of
record as of November 8, 2018.
Navios Midstream’s ability to make distributions to its
unitholders depends on the performance of its subsidiaries and
their ability to distribute funds to it. The ability of Navios
Midstream’s subsidiaries to make distributions to it may be
restricted by, among other things, the provisions of existing and
future indebtedness, market conditions, applicable partnership and
limited liability company laws and other laws and regulations.
Time charter coverage
Navios Midstream has entered into charter-out
agreements for its vessels, with a remaining average term of 2.6
years, which are expected to provide a stable base of revenue and
distributable cash flow. Navios Midstream has currently contracted
out 100.0% of its available days for 2018 and 50.8% for 2019,
expecting to generate revenues, including the backstop commitment
provided by Navios Acquisition, of approximately $83.4 million and
$44.7 million for 2018 and 2019, respectively. The average expected
daily charter-out rate for the fleet is $39,007 and $40,225 for
2018 and 2019, respectively.
FINANCIAL HIGHLIGHTS
For the following results and the selected financial data
presented herein, Navios Midstream has compiled condensed
consolidated statements of operations for the three and nine months
ended September 30, 2018 and 2017. The information for the
quarterly and nine month periods ended September 30, 2018 and 2017
was derived from the unaudited condensed consolidated financial
statements for the respective periods.
|
(in $‘000 except per unit data) |
|
Three Month
Period ended September 30,
2018 (unaudited) |
|
|
Three Month
Period ended September 30,
2017 (unaudited) |
|
|
Nine Month
Period ended September 30,
2018 (unaudited) |
|
|
Nine Month
Period ended September 30,
2017 (unaudited) |
|
| Revenue |
|
$ |
22,603 |
|
|
$ |
20,742 |
|
|
$ |
63,172 |
|
|
$ |
60,352 |
|
|
EBITDA |
|
$ |
15,562 |
|
|
$ |
14,515 |
|
|
$ |
11,524 |
|
|
$ |
41,627 |
|
|
Adjusted EBITDA |
|
$ |
15,562 |
|
|
$ |
14,515 |
|
|
$ |
43,968 |
(1) |
|
$ |
41,627 |
|
|
Net income/ (loss) |
|
$ |
4,886 |
|
|
$ |
3,870 |
|
|
$ |
(20,396 |
) |
|
$ |
10,332 |
|
|
Adjusted net income |
|
$ |
4,886 |
|
|
$ |
3,870 |
|
|
$ |
12,048 |
(1) |
|
$ |
10,332 |
|
|
Earnings/ (losses) per common unit (basic and diluted) |
|
$ |
0.23 |
|
|
$ |
0.18 |
|
|
$ |
(0.89 |
) |
|
$ |
0.48 |
|
|
Adjusted earnings per common unit (basic and diluted) |
|
$ |
0.23 |
|
|
$ |
0.18 |
|
|
$ |
0.58 |
(1) |
|
$ |
0.48 |
|
|
Operating Surplus |
|
$ |
9,559 |
|
|
$ |
9,094 |
|
|
$ |
26,246 |
|
|
$ |
25,604 |
|
|
Maintenance and replacement capital expenditure reserve |
|
$ |
(2,575 |
) |
|
$ |
(2,461 |
) |
|
$ |
(7,953 |
) |
|
$ |
(7,383 |
) |
(1) Adjusted EBITDA, Adjusted net income and Adjusted
earnings per common unit (basic and diluted) for the nine month
period ended September 30, 2018 exclude loss on sale of vessel
of $32.4 million incurred in the first quarter of 2018.
EBITDA, Adjusted EBITDA, Adjusted net income and Adjusted
earnings per common unit (basic and diluted) are non-GAAP financial
measure and should not be used in isolation or substitution for
Navios Midstream’s results (see Exhibit 2 for reconciliation of
EBITDA and Adjusted EBITDA).
Three month periods ended September 30, 2018
and 2017
Revenue for the three month period ended September 30, 2018
increased by $1.9 million to $22.6 million, as compared
to $20.7 million for the same period in 2017. The increase was
mainly attributable to the increase in available days from 522 in
the three month period ended September 30, 2017 to
548 days in the three month period ended September 30,
2018, due to certain prior period unscheduled off-hires among which
the prolonged drydock of one of our vessels incurred in the three
month period ended September 30, 2017. The TCE rate was
$39,355 for the three month period ended September 30, 2018
and $39,292 for the three month period ended September 30,
2017.
EBITDA increased by approximately $1.0 million to
$15.6 million for the three month period ended
September 30, 2018, as compared to $14.5 million for the
same period in 2017. The increase in EBITDA was mainly due to a:
(a) $1.9 million increase in revenue; and (b) $0.4 million increase
in other income; partially mitigated by a (i) $0.8 million increase
in time charter and voyage expenses; and (ii) $0.4 million increase
in general and administrative expenses.
Net income increased by $1.0 million to
$4.9 million for the three month period ended
September 30, 2018, as compared to $3.9 million for the
same period in 2017. The increase in net income of approximately
$1.0 million was mainly attributable to a: (a) $1.0 million
increase in EBITDA; (b) $0.5 million net decrease in depreciation
and amortization due to the sale of the Shinyo Kannika and the
acquisition of the Nave Galactic in the first quarter of 2018;
partially mitigated by a: (i) $0.4 million increase in interest
expenses and finance cost; and (ii) $0.2 million increase in direct
vessel expenses.
The reserve for estimated maintenance and replacement capital
expenditures for the three month periods ended September 30,
2018 and 2017 was $2.6 million and $2.5 million, respectively
(please see “Disclosure of Non-GAAP Financial Measures” in Exhibit
3).
Navios Midstream generated an Operating Surplus for the three
month period ended September 30, 2018 of $9.6 million.
Operating Surplus is a non-GAAP financial measure used by certain
investors to assist in evaluating a partnership’s ability to make
quarterly cash distributions (please see “Disclosure of Non-GAAP
Financial Measures” in Exhibit 3).
Earnings per common unit for the three month period ended
September 30, 2018 were $0.23.
Nine month periods ended September 30, 2018
and 2017
Revenue for the nine month period ended September 30, 2018
increased by $2.8 million to $63.2 million, as compared to
$60.4 million for the same period in 2017. The increase was
mainly attributable to the increase in available days from 1,525 in
the nine month period ended September 30, 2017 to
1,587 days in the nine month period ended September 30,
2018, due to certain prior period unscheduled off-hires among which
the prolonged drydock of one of our vessels incurred in the three
month period ended September 30, 2017. The TCE rate was
$38,818 for the nine month period ended September 30, 2018 and
$39,043 for the nine month period ended September 30,
2017.
EBITDA for the nine month period ended September 30, 2018,
was affected by a $32.4 million book loss on the sale of the Shinyo
Kannika. Excluding this item, Adjusted EBITDA for the nine month
period ended September 30, 2018, was $44.0 million compared to
$41.6 million for the same period in 2017. The increase in
Adjusted EBITDA by $2.3 million was due to a: (a) $2.8 million
increase in revenue; and (b) $0.9 million increase in other income,
net; partially mitigated by a (i) $0.8 million increase in time
charter and voyage expenses; and (ii) $0.6 million increase in
general and administrative expenses.
Net loss for the nine month period ended
September 30, 2018 amounted to $20.4 million as a result
of the above mentioned $32.4 million loss on sale of vessel.
Excluding this item Adjusted net income was $12.0 million
compared to $10.3 million for the same period in 2017. The
increase of $1.7 million was attributable to a: (a) $2.3 million
increase in Adjusted EBITDA; (b) $1.2 million net decrease in
depreciation and amortization due to the sale of the Shinyo Kannika
and the acquisition of the Nave Galactic in the first quarter of
2018; and (c) $0.2 million increase in interest income; partially
mitigated by a: (i) $1.3 million increase in interest expenses and
finance cost; and (ii) $0.7 million increase in direct vessel
expenses.
The reserve for estimated maintenance and replacement capital
expenditures for the nine month period ended September 30,
2018 and 2017 was $8.0 million and $7.4 million, respectively
(please see “Disclosure of Non-GAAP Financial Measures—4.
Reconciliation of EBITDA and Adjusted EBITDA to Net Cash from
Operating Activities” in Exhibit 3).
Navios Midstream generated an Operating Surplus for the nine
month period ended September 30, 2018 of $26.2 million.
Operating Surplus is a non-GAAP financial measure used by certain
investors to assist in evaluating a partnership’s ability to make
quarterly cash distributions (please see “Disclosure of Non-GAAP
Financial Measures—4. Reconciliation of EBITDA and Adjusted EBITDA
to Net Cash from Operating Activities” in Exhibit 3).
Fleet Employment Profile
The following table reflects certain key
indicators of Navios Midstream’s core fleet performance for the
three and nine month periods ended September 30, 2018 and 2017.
| |
|
Three Month Period
ended September 30, 2018
(unaudited) |
|
|
Three Month Period
ended September 30, 2017
(unaudited) |
|
|
Nine Month Period
ended September 30, 2018
(unaudited) |
|
|
Nine Month Period
ended September 30, 2017
(unaudited) |
|
| FLEET
DATA |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Available days(1) |
|
|
548 |
|
|
|
522 |
|
|
|
1,587 |
|
|
|
1,525 |
|
| Operating days(2) |
|
|
547 |
|
|
|
519 |
|
|
|
1,579 |
|
|
|
1,504 |
|
| Fleet
utilization(3) |
|
|
99.9 |
% |
|
|
99.3 |
% |
|
|
99.5 |
% |
|
|
98.6 |
% |
| Vessels operating at
period end |
|
|
6 |
|
|
|
6 |
|
|
|
6 |
|
|
|
6 |
|
| AVERAGE DAILY
RESULTS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Time Charter Equivalent
per day(4) |
|
$ |
39,355 |
|
|
$ |
39,292 |
|
|
$ |
38,818 |
|
|
$ |
39,043 |
|
| (1) |
|
Available days for the fleet represent total
calendar days the vessels were in Navios Midstream’s possession for
the relevant period after subtracting off-hire days associated with
scheduled repairs, drydock or special surveys. The shipping
industry uses available days to measure the number of days in a
relevant period during which a vessel is capable of generating
revenues. |
| (2) |
|
Operating days is the number of available days in
the relevant period less the aggregate number of days that the
vessels are off-hire due to any reason, including unforeseen
circumstances. The shipping industry uses operating days to measure
the aggregate number of days in a relevant period during which
vessels actually generate revenues. |
| (3) |
|
Fleet utilization is the percentage of time that
Navios Midstream’s vessels were available for revenue generating
available days, and is determined by dividing the number of
operating days during a relevant period by the number of available
days during that period. The shipping industry uses fleet
utilization to measure efficiency in finding employment for vessels
and minimizing the amount of days that its vessels are off-hire for
reasons other than scheduled repairs, drydock or special
surveys. |
| (4) |
|
TCE rates are defined as voyage and time charter
revenues less voyage expenses during a period divided by the number
of available days during the period. The TCE rate is a standard
shipping industry performance measure used primarily to present the
actual daily earnings generated by vessels on various types of
charter contracts for the number of available days of the
fleet. |
| |
|
|
About Navios Maritime Midstream Partners
L.P.
Navios Maritime Midstream Partners L.P. is a
publicly traded master limited partnership which owns and operates
crude oil tankers under long-term employment contracts. For more
information, please visit our website at
www.navios-midstream.com.
Important Information
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities. In connection with
the proposed acquisition of Navios Maritime, on October 30, 2018,
Navios Acquisition filed a registration statement on Form F-4 and a
related prospectus with the Securities and Exchange Commission
pursuant to which shares of common stock and preferred stock of
Navios Acquisition to be issued in the proposed acquisition will be
registered. Investors are urged to read the registration statement
and the related prospectus (including all amendments and
supplements) because they contain important information regarding
the Navios Acquisition shares and the proposed acquisition.
Investors may obtain free copies of the registration statement and
the related prospectus, as well as other filings containing
information about Navios Acquisition and Navios Midstream, without
charge, at the SEC’s Web site (www.sec.gov).
Forward-Looking Statements
This press release contains forward-looking
statements (as defined in Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of
1934, as amended) concerning future events and expectations,
including with respect to Navios Midstream’s future dividends and
Navios Midstream's growth strategy and measures to implement such
strategy; including expected vessel acquisitions and entering into
further employment contracts. Words such as “may,” “expects,”
“intends,” “plans,” “believes,” “anticipates,” “hopes,”
“estimates,” and variations of such words and similar expressions
are intended to identify forward-looking statements. Such
statements include comments regarding expected revenue and
employment contracts, and any potential merger with Navios
Acquisition. These forward-looking statements are based on the
information available to, and the expectations and assumptions
deemed reasonable by, Navios Midstream at the time these statements
were made. Although Navios Midstream believes that the expectations
reflected in such forward-looking statements are reasonable, no
assurance can be given that such expectations will prove to have
been correct. These statements involve known and unknown risks and
are based upon a number of assumptions and estimates that are
inherently subject to significant uncertainties and contingencies,
many of which are beyond the control of Navios Midstream. Actual
results may differ materially from those expressed or implied by
such forward-looking statements. Factors that could cause actual
results to differ materially include, but are not limited to, the
timing and ability to consummate the potential merger with Navios
Acquisition, the impact of any such merger, the creditworthiness of
our charterers and the ability of our contract counterparties to
fulfill their obligations to us, tanker industry trends, including
charter rates and vessel values and factors affecting vessel supply
and demand, the aging of our vessels and resultant increases in
operation and drydocking costs, the loss of any customer or charter
or vessel, our ability to repay outstanding indebtedness, to obtain
additional financing and to obtain replacement charters for our
vessels, in each case, at commercially acceptable rates or at all,
increases in costs and expenses, including but not limited to: crew
wages, insurance, provisions, port expenses, lube oil, bunkers,
repairs, maintenance and general and administrative expenses, the
expected cost of, and our ability to comply with, governmental
regulations and maritime self-regulatory organization standards, as
well as standard regulations imposed by our charterers applicable
to our business, potential liability from litigation and our vessel
operations, including discharge of pollutants, general domestic and
international political conditions, competitive factors in the
market in which Navios Midstream operates; risks associated with
operations outside the United States; and other factors listed
from time to time in Navios Midstream’s filings with the U.S.
Securities and Exchange Commission including its Form 20-Fs and
Form 6-Ks. Navios Midstream expressly disclaims any obligations or
undertaking to release publicly any updates or revisions to any
forward-looking statements contained herein to reflect any change
in Navios Midstream’s expectations with respect thereto or any
change in events, conditions or circumstances on which any
statement is based. Navios Midstream makes no prediction or
statement about the performance of its common units.
Investor Relations Contact
Navios Maritime Midstream Partners L.P. +1 (212) 906
8647Investors@navios-midstream.com
EXHIBIT 1
NAVIOS MARITIME MIDSTREAM
PARTNERS L.P. CONDENSED
CONSOLIDATED BALANCE SHEETS (Expressed in thousands of
U.S. Dollars)
| |
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
September 30,
2018 (unaudited) |
|
|
December 31,
2017 |
|
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
| Current
assets |
|
|
|
|
|
|
|
|
|
|
| Cash and cash
equivalents |
|
|
|
$ |
22,554 |
|
|
$ |
27,086 |
|
| Restricted cash |
|
|
|
|
— |
|
|
|
10,000 |
|
| Accounts receivable,
net |
|
|
|
|
3,905 |
|
|
|
2,357 |
|
| Prepaid expenses and
other current assets |
|
|
|
|
5,126 |
|
|
|
3,022 |
|
| Due from related
parties, current |
|
|
|
|
19,143 |
|
|
|
20,086 |
|
| Total current
assets |
|
|
|
|
50,728 |
|
|
|
62,551 |
|
| Vessels, net |
|
|
|
|
340,149 |
|
|
|
356,220 |
|
| Intangible assets |
|
|
|
|
20,210 |
|
|
|
22,318 |
|
| Deferred dry dock and
special survey costs, net |
|
|
|
|
11,681 |
|
|
|
12,893 |
|
| Due from related
parties, non-current |
|
|
|
|
2,565 |
|
|
|
2,565 |
|
| Total
non-current assets |
|
|
|
|
374,605 |
|
|
|
393,996 |
|
| Total
assets |
|
|
|
$ |
425,333 |
|
|
$ |
456,547 |
|
| LIABILITIES AND
PARTNERS’ CAPITAL |
|
|
|
|
|
|
|
|
|
|
| Current
liabilities |
|
|
|
|
|
|
|
|
|
|
| Accounts payable |
|
|
|
$ |
5,748 |
|
|
$ |
1,999 |
|
| Accrued expenses |
|
|
|
|
918 |
|
|
|
572 |
|
| Deferred revenue |
|
|
|
|
1,698 |
|
|
|
1,731 |
|
| Current portion of
long-term debt, net of deferred finance costs and discount |
|
|
|
|
686 |
|
|
|
675 |
|
| Total current
liabilities |
|
|
|
|
9,050 |
|
|
|
4,977 |
|
| Long-term debt, net of
deferred finance costs and discount |
|
|
|
|
195,321 |
|
|
|
195,839 |
|
| Total
non-current liabilities |
|
|
|
|
195,321 |
|
|
|
195,839 |
|
| Total
liabilities |
|
|
|
$ |
204,371 |
|
|
$ |
200,816 |
|
| Commitments and
contingencies |
|
|
|
|
— |
|
|
|
— |
|
| Total Partners’
capital |
|
|
|
|
|
|
|
|
|
|
| Common Unitholders
(20,947,418 units and 19,354,498 units issued and outstanding at
September 30, 2018 and December 31, 2017,
respectively) |
|
|
|
|
216,660 |
|
|
|
225,742 |
|
| Subordinated Series A
Unitholders (zero units and 1,592,920 units issued and outstanding
at September 30, 2018 and December 31, 2017,
respectively) |
|
|
|
|
— |
|
|
|
24,992 |
|
| General Partner
(427,499 units issued and outstanding at September 30, 2018
and at December 31, 2017, respectively) |
|
|
|
|
4,302 |
|
|
|
4,997 |
|
| Partners’
capital |
|
|
|
|
220,962 |
|
|
|
255,731 |
|
| Total
liabilities and Partners’ capital |
|
|
|
$ |
425,333 |
|
|
$ |
456,547 |
|
NAVIOS MARITIME MIDSTREAM PARTNERS
L.P.UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS
(Expressed in thousands of U.S. Dollars, except
per unit amounts)
| |
|
|
|
Three Month Period
ended September 30, 2018
(unaudited) |
|
|
Three Month Period
ended September 30, 2017
(unaudited) |
|
|
Nine Month Period
ended September 30,
2018 (unaudited) |
|
|
Nine Month Period
ended September 30,
2017 (unaudited) |
|
| Revenue (includes
related party revenue of $7,358 and $17,939 for the three and nine
months ended September 30, 2018, respectively, and $6,017 and
$11,248 for the three and nine months ended September 30,
2017, respectively) |
|
|
|
$ |
22,603 |
|
|
$ |
20,742 |
|
|
$ |
63,172 |
|
|
$ |
60,352 |
|
| Time charter and voyage
expenses |
|
|
|
|
(1,043 |
) |
|
|
(224 |
) |
|
|
(1,582 |
) |
|
|
(793 |
) |
| Direct vessel
expenses |
|
|
|
|
(1,181 |
) |
|
|
(999 |
) |
|
|
(3,426 |
) |
|
|
(2,774 |
) |
| Management fees
(entirely through related party transactions) |
|
|
|
|
(5,244 |
) |
|
|
(5,244 |
) |
|
|
(15,495 |
) |
|
|
(15,561 |
) |
| General and
administrative expenses |
|
|
|
|
(1,111 |
) |
|
|
(753 |
) |
|
|
(2,718 |
) |
|
|
(2,107 |
) |
| Depreciation and
amortization |
|
|
|
|
(5,720 |
) |
|
|
(6,259 |
) |
|
|
(17,608 |
) |
|
|
(18,811 |
) |
| Interest income |
|
|
|
|
43 |
|
|
|
8 |
|
|
|
176 |
|
|
|
19 |
|
| Interest expenses and
finance cost |
|
|
|
|
(3,818 |
) |
|
|
(3,395 |
) |
|
|
(11,062 |
) |
|
|
(9,729 |
) |
| Loss on sale of
asset |
|
|
|
|
— |
|
|
|
— |
|
|
|
(32,444 |
) |
|
|
— |
|
| Other income/
(expense), net |
|
|
|
|
357 |
|
|
|
(6 |
) |
|
|
591 |
|
|
|
(264 |
) |
| Net income/
(loss) |
|
|
|
$ |
4,886 |
|
|
$ |
3,870 |
|
|
$ |
(20,396 |
) |
|
$ |
10,332 |
|
| Earnings/
(losses) attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Common unit
holders |
|
|
|
$ |
4,790 |
|
|
$ |
1,813 |
|
|
$ |
(17,785 |
) |
|
$ |
4,839 |
|
| Subordinated Series A
unit holders |
|
|
|
$ |
— |
|
|
$ |
289 |
|
|
$ |
(2,203 |
) |
|
$ |
771 |
|
| Subordinated unit
holders |
|
|
|
$ |
— |
|
|
$ |
1,692 |
|
|
$ |
— |
|
|
$ |
4,519 |
|
| General Partner |
|
|
|
$ |
96 |
|
|
$ |
76 |
|
|
$ |
(408 |
) |
|
$ |
203 |
|
| Earnings/
(losses) per unit (basic and diluted) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Common unitholders |
|
|
|
$ |
0.23 |
|
|
$ |
0.18 |
|
|
$ |
(0.89 |
) |
|
$ |
0.48 |
|
| Subordinated Series A
unitholders |
|
|
|
$ |
— |
|
|
$ |
0.18 |
|
|
$ |
(2.25 |
) |
|
$ |
0.49 |
|
| Subordinated
unitholders |
|
|
|
$ |
— |
|
|
$ |
0.18 |
|
|
$ |
— |
|
|
$ |
0.49 |
|
| General Partner |
|
|
|
$ |
0.23 |
|
|
$ |
0.18 |
|
|
$ |
(0.95 |
) |
|
$ |
0.47 |
|
NAVIOS MARITIME MIDSTREAM PARTNERS
L.P.UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF
CASH FLOWS (Expressed in thousands of U.S.
Dollars)
| |
|
|
|
Nine Month Period
ended September 30,
2018 (unaudited) |
|
|
Nine Month Period
ended September 30,
2017 (unaudited) |
|
| OPERATING
ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
| Net (loss)/ income |
|
|
|
$ |
(20,396 |
) |
|
$ |
10,332 |
|
| Adjustments to
reconcile net (loss)/ income to net cash provided by
operating
activities: |
|
|
|
|
|
|
|
|
|
|
| Depreciation and
amortization |
|
|
|
|
17,608 |
|
|
|
18,811 |
|
| Amortization of
deferred finance fees |
|
|
|
|
1,030 |
|
|
|
1,040 |
|
| Amortization of drydock
and special survey costs |
|
|
|
|
3,426 |
|
|
|
2,774 |
|
| Loss on sale of
asset |
|
|
|
|
32,444 |
|
|
|
— |
|
| Changes in
operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
| Increase in prepaid
expenses and other current assets |
|
|
|
|
(1,633 |
) |
|
|
(2,178 |
) |
| Payments for
drydocking |
|
|
|
|
(4,069 |
) |
|
|
(5,725 |
) |
| (Increase)/ decrease in
accounts receivable |
|
|
|
|
(1,632 |
) |
|
|
893 |
|
| Increase in due from
related parties, current |
|
|
|
|
(213 |
) |
|
|
(10,364 |
) |
| Increase / (decrease)
in accounts payable |
|
|
|
|
3,421 |
|
|
|
(386 |
) |
| Increase/ (decrease) in
accrued expenses |
|
|
|
|
170 |
|
|
|
(100 |
) |
| Increase in due from
related parties, non-current |
|
|
|
|
— |
|
|
|
(2,565 |
) |
| Decrease in deferred
revenue |
|
|
|
|
(33 |
) |
|
|
(764 |
) |
| Net cash
provided by operating activities |
|
|
|
$ |
30,123 |
|
|
$ |
11,768 |
|
| INVESTING
ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
| Acquisition of
vessels |
|
|
|
|
(44,950 |
) |
|
|
— |
|
| Net proceeds from sale
of assets |
|
|
|
|
16,206 |
|
|
|
— |
|
| Net cash used
in investing activities |
|
|
|
$ |
(28,744 |
) |
|
$ |
— |
|
| FINANCING
ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
| Loan repayment |
|
|
|
|
(1,538 |
) |
|
|
(1,538 |
) |
| Dividend paid |
|
|
|
|
(14,373 |
) |
|
|
(27,080 |
) |
| Proceeds from issuance
of general partner units |
|
|
|
|
— |
|
|
|
84 |
|
| Proceeds from issuance
of common units |
|
|
|
|
— |
|
|
|
4,004 |
|
| Net cash used
in financing activities |
|
|
|
$ |
(15,911 |
) |
|
$ |
(24,530 |
) |
| Net decrease in
cash, cash equivalents and restricted cash |
|
|
|
$ |
(14,532 |
) |
|
$ |
(12,762 |
) |
| Cash and cash
equivalents and restricted cash, beginning of period |
|
|
|
$ |
37,086 |
|
|
$ |
52,791 |
|
| Cash and cash
equivalents and restricted cash, end of period |
|
|
|
$ |
22,554 |
|
|
$ |
40,029 |
|
| Supplemental
disclosures of cash flow information |
|
|
|
|
|
|
|
|
|
|
| Cash interest paid |
|
|
|
$ |
9,955 |
|
|
$ |
8,660 |
|
EXHIBIT 2
|
Owned Vessels as of September 30, 2018 |
Type |
Built |
|
Capacity (DWT) |
|
| Shinyo Kieran |
|
VLCC |
|
2011 |
|
|
297,066 |
|
| Shinyo Saowalak |
|
VLCC |
|
2010 |
|
|
298,000 |
|
| Nave Galactic |
|
VLCC |
|
2009 |
|
|
297,168 |
|
| Nave Celeste |
|
VLCC |
|
2003 |
|
|
298,717 |
|
| Shinyo Ocean |
|
VLCC |
|
2001 |
|
|
281,395 |
|
| C. Dream |
|
VLCC |
|
2000 |
|
|
298,570 |
|
EXHIBIT 3
Disclosure of Non-GAAP Financial
Measures
1. EBITDA
EBITDA is a non-U.S. GAAP financial measure and should not be
used in isolation or as substitution for Navios Midstream’s
results calculated in accordance with U.S. generally accepted
accounting principles (“U.S. GAAP”).
EBITDA represents net (loss)/income before interest and
finance costs, before depreciation and amortization and before
income taxes. Adjusted EBITDA in this document represents
EBITDA excluding loss on sale of vessel, as described under
“Financial Highlights”. Adjusted net (loss)/ income and Adjusted
(losses)/ earnings per unit (basic and diluted) represent Net
(loss)/ income and (losses)/ earnings per unit (basic and diluted),
excluding certain item as described under “Financial Highlights”.
We use Adjusted EBITDA as liquidity measure and reconcile EBITDA
and Adjusted EBITDA to net cash provided by/ (used in) operating
activities, the most comparable U.S. GAAP liquidity measure. EBITDA
in this document is calculated as follows: net cash provided
by/(used in) operating activities adding back, when applicable and
as the case may be, the effect of: (i) net increase/(decrease) in
operating assets; (ii) net (increase)/decrease in operating
liabilities; (iii) net interest cost; (iv) amortization of deferred
finance costs and other related expenses; and (v) gain/ loss on
sale of assets. Navios Midstream believes that EBITDA and Adjusted
EBITDA are each the basis upon which liquidity can be assessed and
present useful information to investors regarding Navios
Midstream’s ability to service and/or incur indebtedness, pay
capital expenditures, meet working capital requirements and pay
dividends. Navios Midstream also believes that EBITDA and
Adjusted EBITDA are used: (i) by potential lenders to evaluate
potential transactions; (ii) to evaluate and price potential
acquisition candidates; and (iii) by securities analysts, investors
and other interested parties in the evaluation of companies in our
industry.
EBITDA and Adjusted EBITDA have limitations as an analytical
tool, and should not be considered in isolation or as a substitute
for the analysis of Navios Midstream’s results as reported under
U.S. GAAP. Some of these limitations are: (i) EBITDA and Adjusted
EBITDA do not reflect changes in, or cash requirements for, working
capital needs; and (ii) although depreciation and amortization are
non-cash charges, the assets being depreciated and amortized may
have to be replaced in the future. EBITDA and Adjusted EBITDA do
not reflect any cash requirements for such capital expenditures.
Because of these limitations, EBITDA and Adjusted EBITDA should not
be considered as a principal indicator of Navios Midstream’s
performance. Furthermore, our calculation of EBITDA and Adjusted
EBITDA may not be comparable to that reported by other companies
due to differences in methods of calculation.
2. Operating Surplus
Operating Surplus represents net income adjusted
for depreciation and amortization expense, non-cash interest
expense and estimated maintenance and replacement capital
expenditures. Maintenance and replacement capital expenditures are
those capital expenditures required to maintain over the long term
the operating capacity of, or the revenue generated by, Navios
Midstream’s capital assets.
Operating Surplus is a quantitative measure used
in the publicly-traded partnership investment community to assist
in evaluating a partnership’s ability to make quarterly cash
distributions. Operating Surplus is not required by accounting
principles generally accepted in the United States and should not
be considered a substitute for net income, cash flow from operating
activities and other operations or cash flow statement data
prepared in accordance with U.S. GAAP or as a measure of
profitability or liquidity.
3. Available Cash
Available Cash generally means for each fiscal
quarter, all cash on hand at the end of the quarter:
- less the amount of cash reserves established by the Board of
Directors to:
- provide for the proper conduct of Navios Midstream’s business
(including reserve for maintenance and replacement capital
expenditures);
- comply with applicable law, any of Navios Midstream’s debt
instruments, or other agreements; or
- provide funds for distributions to the unitholders and to the
general partner for any one or more of the next four quarters;
- plus all cash on hand on the date of determination of available
cash for the quarter resulting from working capital borrowings made
after the end of the quarter. Working capital borrowings are
generally borrowings that are made under any revolving credit or
similar agreement used solely for working capital purposes or to
pay distributions to partners.
Available Cash is a quantitative measure used in
the publicly-traded partnership investment community to assist in
evaluating a partnership’s ability to make quarterly cash
distributions. Available cash is not required by accounting
principles generally accepted in the United States and should not
be considered a substitute for net income, cash flow from operating
activities and other operations or cash flow statement data
prepared in accordance with U.S. GAAP or as a measure of
profitability or liquidity.
4. Reconciliation of
EBITDA and Adjusted EBITDA to Net Cash from Operating
Activities
| |
|
Three Month Period
ended September 30, 2018
($ ‘000) (unaudited) |
|
|
Three Month Period
ended September 30, 2017
($ ‘000) (unaudited) |
|
|
Nine Month Period
ended September 30, 2018
($ ‘000) (unaudited) |
|
|
Nine Month Period
ended September 30, 2017
($ ‘000) (unaudited) |
|
| Net cash provided by
operating activities |
|
$ |
4,007 |
|
|
$ |
3,796 |
|
|
$ |
30,123 |
|
|
$ |
11,768 |
|
| Net increase in
operating assets |
|
|
11,589 |
|
|
|
7,918 |
|
|
|
7,547 |
|
|
|
19,939 |
|
| Net (increase)/
decrease in operating liabilities |
|
|
(3,462 |
) |
|
|
(236 |
) |
|
|
(3,558 |
) |
|
|
1,250 |
|
| Net interest cost |
|
|
3,775 |
|
|
|
3,387 |
|
|
|
10,886 |
|
|
|
9,710 |
|
| Amortization of
deferred finance cost and bond premium |
|
|
(347 |
) |
|
|
(350 |
) |
|
|
(1,030 |
) |
|
|
(1,040 |
) |
| Loss on sale of
vessel |
|
|
— |
|
|
|
— |
|
|
|
(32,444 |
) |
|
|
— |
|
|
EBITDA |
|
$ |
15,562 |
|
|
$ |
14,515 |
|
|
$ |
11,524 |
|
|
$ |
41,627 |
|
| Loss on sale of
vessel |
|
|
— |
|
|
|
— |
|
|
|
32,444 |
|
|
|
— |
|
|
Adjusted EBITDA |
|
$ |
15,562 |
|
|
$ |
14,515 |
|
|
$ |
43,968 |
|
|
$ |
41,627 |
|
| Cash interest paid |
|
$ |
(3,472 |
) |
|
$ |
(2,968 |
) |
|
$ |
(9,955 |
) |
|
$ |
(8,660 |
) |
| Cash interest
income |
|
$ |
44 |
|
|
$ |
8 |
|
|
$ |
186 |
|
|
$ |
20 |
|
| Maintenance and
replacement capital expenditures |
|
$ |
(2,575 |
) |
|
$ |
(2,461 |
) |
|
$ |
(7,953 |
) |
|
$ |
(7,383 |
) |
| Operating
Surplus |
|
$ |
9,559 |
|
|
$ |
9,094 |
|
|
$ |
26,246 |
|
|
$ |
25,604 |
|
| Cash distribution paid
relating to the first six months |
|
|
— |
|
|
|
— |
|
|
|
(5,343 |
) |
|
|
(18,053 |
) |
| Cash reserves |
|
|
(6,887 |
) |
|
|
(63 |
) |
|
|
(18,231 |
) |
|
|
1,480 |
|
| Available cash
for distribution |
|
$ |
2,672 |
|
|
$ |
9,031 |
|
|
$ |
2,672 |
|
|
$ |
9,031 |
|
| |
|
|
|
|
| |
|
Three Month Period
ended September 30, 2018 ($
‘000) (unaudited) |
|
|
Three Month Period
ended September 30, 2017 ($
‘000) (unaudited) |
|
|
Nine Month Period
ended September 30, 2018 ($
‘000) (unaudited) |
|
|
Nine Month Period
ended September 30, 2017 ($
‘000) (unaudited) |
|
| Net cash provided by
operating activities |
|
$ |
4,007 |
|
|
$ |
3,796 |
|
|
$ |
30,123 |
|
|
$ |
11,768 |
|
| Net cash used in
investing activities |
|
$ |
— |
|
|
$ |
— |
|
|
$ |
(28,744 |
) |
|
$ |
— |
|
| Net cash used in
financing activities |
|
$ |
(3,184 |
) |
|
$ |
(9,544 |
) |
|
$ |
(15,911 |
) |
|
$ |
(24,530 |
) |
NAVIOS MARITIME MIDSTREAM PARTNE (NYSE:NAP)
과거 데이터 주식 차트
부터 10월(10) 2024 으로 11월(11) 2024
NAVIOS MARITIME MIDSTREAM PARTNE (NYSE:NAP)
과거 데이터 주식 차트
부터 11월(11) 2023 으로 11월(11) 2024
