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TOP Ships Reports Second Quarter and First Half 2009 Financial Results
 

ATHENS, Greece, Aug. 10 /PRNewswire-FirstCall/ -- TOP Ships Inc. (Nasdaq: TOPS) today announced its operating results for the second quarter and first half of 2009.

For the three months ended June 30, 2009, the Company reported a net loss of $15,949,000, or $0.58 per share, compared with a net loss of $5,589,000, or $0.22 per share, for the second quarter of 2008. The results for the second quarter of 2009 include net expenses of $11,786,000 relating to the termination of leases. Excluding these expenses, the net loss becomes $4,163,000, or $0.15 per share. Second quarter operating loss was $11,502,000 for 2009, compared with operating income of $7,078,000 for the corresponding period in 2008. Excluding net expenses of $11,786,000 relating to the termination of leases, operating loss turns into an operating income of $284,000. Revenues for the second quarter of 2009 were $28,636,000, compared to $76,687,000 recorded in the second quarter of 2008.

For the six months ended June 30, 2009, the Company reported a net loss of $14,579,000, or $0.53 per share, compared with a net loss of $24,430,000, or $1.07 per share, for the first half of 2008. Excluding the net expenses of $11,786,000, relating to the termination of leases, the net loss becomes $2,793,000, or $0.10 per share. For the six months ended June 30, 2009, operating loss was $9,145,000 compared with operating income of $4,644,000 for the first half of 2008. Excluding net expenses of $11,786,000 relating to the termination of leases, operating loss turns into an operating income of $2,641,000. Revenues for the six-month period ended June 30, 2009 were $58,429,000, compared to $149,324,000 recorded in the first half of 2008.

Evangelos J. Pistiolis, President and Chief Executive Officer of TOP Ships Inc., commented: "Despite our negative results, we are happy to report that we have concluded two very important milestones in the history of our company: the termination of our last leases involving five old vessels and the completion of our newbuilding program in a very tough financial environment.

In the current shipping and general economic environment, we believe that we are better positioned than many other companies in the industry, and we want to convey to the market the current positive characteristics of TOP Ships, which in nutshell are the following:

  • No capital commitments.
  • Cash flow from operations is expected to be positive for the full second half of 2009 and for the full year of 2010.
  • Very young fleet. Our owned fleet is made up of 13 vessels; eight product tankers with an average age of less than two years and five dry bulk vessels with an average age of 8.4 years
  • 80% of our total ship days until the end of 2011 are under fixed employment, and the gross revenue of these charters totals approximately $200 million. Looking further ahead, 73% of our total ship days until the end of 2012 are under fixed employment, and the gross revenue of these charters totals approximately $250 million.

I would like to stress that our banks have been very supportive to our plans and actions since the beginning of the year, which can be proven from the fact that we have received waivers from all five banks in relation to certain covenant breaches that occurred on December 31, 2008."

The following indicators serve to highlight the operational performance of the Company's current fleet during the second quarter and six-month periods ended June 30, 2009 and 2008:

    Current Fleet Data

                                     Three Months Ended - Six Months Ended -
                                            March 31,        March 31,
                                          2008     2009    2008    2009
    Total calendar days for fleet (1)    1,092    1,469   2,028   2,646
    Total available days for fleet (2)   1,046    1,350   1,970   2,456
    Total operating days for fleet (3)   1,036    1,327   1,925   2,388
    Fleet utilization (4)                 99.0%    98.3%   97.7%   97.2%


    (1) We define calendar days as the total days the vessels were in our
    possession for the relevant period. Calendar days are an indicator of the
    size of our fleet over a period and affect both the amount of revenues
    and expenses that we record during a period.
    (2) We define available days as the number of calendar days less the
    aggregate number of days that our vessels are off-hire due to scheduled
    repairs or scheduled repairs under guarantee, vessel upgrades or special
    surveys and the aggregate amount of time that we spend positioning our
    vessels. Companies in the shipping industry generally use available days
    to measure the number of days in a period during which vessels should be
    capable of generating revenues. In all prior filings and reports,
    available days has never been used. We have decided to add available days
    and adjust the calculation method of utilization in order to be more
    comparative with most shipping companies that calculate utilization using
    available days divided by operating days.
    (3) We define operating days as the number of our available days in a
    period less the aggregate number of days that our vessels are off-hire
    due to unforeseen circumstances. The shipping industry uses operating
    days to measure the aggregate number of days in a period during which the
    vessels actually generate revenues.
    (4) We calculate fleet utilization by dividing the number of our
    operating days during a period by the number of our available days during
    the period. The shipping industry uses fleet utilization to measure a
    company's efficiency in finding suitable employment for its vessels and
    minimizing the number of days that its vessels are off-hire for reasons
    other than scheduled repairs or repairs under guarantee, vessel upgrades,
    special or intermediate surveys and vessel positioning. In all prior
    filings and reports, utilization was calculated by dividing operating days
    to calendar days. We have decided to change the calculation method in
    order to be more comparative with most shipping companies, which calculate
    utilization using available days divided by operating days.

The following table presents the Company's owned fleet list and employment as of the date of this release:

                                                               Profit Sharing
                          Year   Charter            Daily Base  Above Base
                   Dwt    Built   Type     Expiry     Rate      Rate (2009)
                   ---    -----   ----     ------     ----      -----------
    Eight Tanker
     Vessels

    Dauntless    46,168   1999  Time      Q1/2010    $16,250   100% first
                                Charter                        $1,000 + 50%
                                                               thereafter

    Ioannis P.   46,346   2003  Time      Q4/2010    $18,000   100% first
                                Charter                        $1,000 + 50%
                                                               thereafter

    Miss         50,000   2009  Bareboat  Q1-2/2019  $14,400   None
     Marilena                   Charter

    Lichtenstein 50,000   2009  Bareboat  Q1-2/2019  $14,550   None
                                Charter

    Ionian Wave  50,000   2009  Bareboat  Q1-2/2016  $14,300   None
                                Charter

    Thyrrhenian
     Wave        50,000   2009  Bareboat  Q1-2/2016  $14,300   None
                                Charter

    Britto       50,000   2009  Bareboat  Q1-2/2019  $14,550   None
                                Charter

    Hongbo       50,000   2009  Bareboat  Q1-2/2019  $14,550   None
                                Charter

    Total Tanker
     dwt        392,514

    Five Drybulk
     Vessels

    Cyclades     75,681   2000  Time      Q2/2011    $54,250   None
                                Charter

    Amalfi       45,526   2000  Time      Q3/2009    $16,000   None
                                Charter

    Papillon     51,200   2002  Bareboat  Q2/2012    $24,000   None
     (ex Voc                    Charter
     Gallant)*

    Pepito       75,928   2001  Time      Q2/2013    $41,000   None
                                Charter

    Astrale      75,933   2000  Time      Q2/2011    $18,000   None
                                Charter

    Total
     Drybulk
     dwt        324,268

    TOTAL DWT   716,782


    * During August 2009, the bareboat charterer of the M/V Papillon
    (ex VOC Gallant) notified the Company of its intention to pay a reduced
    charterhire rate of $18,000 per day for the month of August, rather than
    $24,000 per day on a bareboat basis as is set forth in the charterparty.
    As a result, the Company believes that such charterer is in breach of the
    charterparty agreement, and commenced arbitration proceedings against such
    charterer to recover amounts owed.

Liquidity and Capital Resources

As of June 30, 2009, TOP Ships had total indebtedness under senior secured credit facilities of $404.7 million with its lenders, the Royal Bank of Scotland ("RBS"), HSH Nordbank ("HSH"), DVB Bank ("DVB"), Alpha Bank ("ALPHA") and Emporiki Bank ("EMPORIKI"), maturing from 2013 through 2019.

Loan Covenants and Discussions with Banks

As of the date of this release, we have received waivers and signed amendments to our loan agreements with all five of our lenders in relation to loan covenant breaches that took place as of December 31, 2008. The only outstanding amendments are in relation to: (i) the bulker financing with DVB, which agreement has been in effect since April 2009, although the legal documentation has been delayed and (ii) HSH financings, for which we have not yet managed to lower the adjusted net worth covenant below $125 million.

As of June 30, 2009, we were in breach of other covenants not previously waived, which relate to minimum liquidity, adjusted net worth and asset values of product tankers with certain banks. As of the date of this release, we have received waivers and amended certain loan agreements with RBS and DVB, and we are currently in negotiations with other lenders in relation to remaining breaches.

We expect that our lenders will not demand payment of our loans before their maturity, provided that we pay loan installments and accumulated or accrued interest as they fall due under the existing credit facilities.

If the Company is not able to obtain covenant waivers or modifications for current covenant breaches or for covenant breaches that may occur in future reporting periods, its lenders may require the Company to post additional collateral, enhance its equity and liquidity, increase its interest payments or pay down its indebtedness to a level where it is in compliance with its loan covenants, sell vessels, or they may accelerate its indebtedness, which would impair the Company's ability to continue to conduct its business. In order to further enhance its liquidity, the Company may find it necessary to sell vessels at a time when vessel prices are low, in which case it will recognize losses and a reduction in its earnings, which could affect its ability to raise additional capital necessary to comply with its loan covenants and/or the additional lender requirements described above.

On July 27, 2009, we entered into an unsecured bridge loan financing facility with an unrelated party in order to cover working capital requirements. The loan is of a principal amount of Euros 2.5 million (approximately $3.5 million at a conversion rate of $1.4 to 1 Euro) and has a term of three months.

On July 31, 2009, we received waivers and amended our term loan with RBS. On the same date, we amended our $80 million product tanker facility with DVB in order to reduce the minimum liquidity required from $20 million to $5 million and to take account of a bridge loan of $12.5 million, also from DVB, used in the financing of the delivery installment of the Hongbo. The bridge loan has a term of one year and carries a margin of 6.0%. In connection with this amendment and bridge loan, we issued 12,512,400 of our common shares to Hongbo Shipping Company Limited, who pledged these shares in favor of DVB. This pledge was granted as security and must remain in an amount equal to 180% of the outstanding bridge loan, which amount will be tested at the end of each fiscal quarter.

On August 5, 2009, we amended our loan with Emporiki and received waivers until March 31, 2010 for breaches of the asset maintenance clause and minimum leverage ratio, which is defined as Total Liabilities divided by Total Assets adjusted to the fair market value of vessels. These breaches occurred in December 31, 2008.

Conference Call and Webcast

TOP Ships' management team will host a conference call to review the results and discuss other corporate news and its outlook on Tuesday, August 11, 2009, at 10:00 AM ET.

Those interested in listening to the live webcast may do so by going to the Company's website athttp://www.topships.org, or by going tohttp://www.investorcalendar.com.

The telephonic replay of the conference call will be available by dialling 1-877 660-6853 (from the US and Canada) or +1 201 612 7415 (from outside the US and Canada) and by entering account number 286 and conference ID number 330236. An online archive will also be available immediately following the call at the sites noted above. Both are available for one week, through August 17, 2009.

About TOP Ships Inc.

TOP Ships Inc., formerly known as TOP Tankers Inc., is an international provider of worldwide seaborne crude oil and petroleum products and drybulk transportation services. The Company operates a combined tanker and drybulk fleet as follows:

  • A fleet of eight double-hull Handymax tankers, with a total carrying capacity of approximately 0.4 million dwt, of which 76% are sister ships. Two of the Company's Handymaxes are on time charter contracts with an average term of one year with both of the time charters including profit sharing agreements above their base rates. Six of the Company's Handymax tankers are fixed on a bareboat charter basis with an average term of 8.7 years.
  • A fleet of five drybulk vessels with a total carrying capacity of approximately 0.3 million dwt, of which 47% are sister ships. All of the Company's drybulk vessels have fixed rate employment contracts for an average period of 26 months.

Forward-Looking Statements

Matters discussed in this press release may constitute forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides safe harbor protections for forward-looking statements in order to encourage companies to provide prospective information about their business. Forward- looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts.

The Company desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbor legislation. The words "believe," "anticipate," "intends," "estimate," "forecast," "project," "plan," "potential," "will," "may," "should," "expect" "pending" and similar expressions identify forward-looking statements. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, our management's examination of historical operating trends, data contained in our records and other data available from third parties. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, we cannot assure you that we will achieve or accomplish these expectations, beliefs or projections.

In addition to these important factors, other important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the strength of world economies and currencies, general market conditions, including fluctuations in charter rates and vessel values, failure of a seller to deliver one or more vessels or of a buyer to accept delivery of one or more vessels, inability to procure acquisition financing, default by one or more charterers of our ships, changes in the demand for crude oil and petroleum products, changes in demand for dry bulk shipping capacity, changes in our operating expenses, including bunker prices, drydocking and insurance costs, the market for our vessels, availability of financing and refinancing, changes in governmental rules and regulations or actions taken by regulatory authorities, potential liability from pending or future litigation, general domestic and international political conditions, potential disruption of shipping routes due to accidents or political events, vessels breakdowns and instances of off-hires and other factors. Please see our filings with the Securities and Exchange Commission for a more complete discussion of these and other risks and uncertainties.

    Contact:  Michael Mason (investors)     Alexandros Tsirikos, CFO
              Allen & Caron Inc             TOP Ships Inc.
              212 691 8087                  011 30 210 812 8180
              michaelm@allencaron.com       atsirikos@topships.org



TABLES FOLLOW

    TOP SHIPS INC.

    CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
    (Expressed in thousands of U.S. Dollars - except for share and per share
     data)

                            Three Months Ended         Six Months Ended
                                 June 30,                  June 30,
                                 ---------                 ---------
                              2008        2009          2008        2009
                              ----        ----          ----        ----
                           (Unaudited) (Unaudited)   (Unaudited)  (Unaudited)
    REVENUES:

      Revenues               $76,687     $28,636      $149,324     $58,429

    EXPENSES:

      Voyage expenses         13,293       1,435        23,617       2,585
      Charter hire
       expense                15,854       5,019        33,842      10,806
      Amortization of
       deferred gain on
       sale and leaseback
       of vessels and
       write-off of
       seller's credit        (1,406)     (6,942)       (2,703)     (7,750)
      Lease termination
       expense                     -      15,385             -      15,385
      Other vessel
       operating expenses     18,585       9,506        44,427      18,159
      Dry-docking costs        4,983       2,939         9,032       4,202
      Depreciation            10,442       7,969        20,952      14,309
      Sub-manager fees           359         140           731         283
      General and
       administrative
       expenses                7,098       4,669        14,431       9,586
      Foreign currency
       (gains) / losses,
       net                        19          18           551           9
      (Gain) / loss on sale of
       vessels                   382           -          (200)          -
                                 ---         ---          ----         ---

      Operating income (loss)  7,078     (11,502)        4,644      (9,145)

    OTHER INCOME (EXPENSES):

      Interest and
       finance costs         (10,154)     (3,493)      (18,137)     (5,764)
      Gain / (loss) on
       financial
       instruments            (2,785)       (941)      (11,607)        264
      Interest income            233          19           663         208
      Other, net                  39         (32)            7        (142)
                                 ---         ---           ---        ----

        Total other
         expenses, net       (12,667)     (4,447)      (29,074)     (5,434)

    Net Loss                 $(5,589)   $(15,949)     $(24,430)   $(14,579)
                             =======    ========      ========    ========

    Earnings (loss) per
     share, basic
     and diluted              $(0.22)     $(0.58)       $(1.07)     $(0.53)
                              ======      ======        ======      ======

    Weighted average
     common shares
     outstanding, basic
     and diluted          25,182,389  27,476,436    22,738,815  27,509,700
                          ==========  ==========    ==========  ==========



    TOP SHIPS INC.

    CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)
    (Expressed in thousands of U.S. Dollars - except for share and per
     share data)

                                                 December 31,  June 30,
                                                      2008      2009
                                                      ----      ----
    ASSETS                                        (Unaudited)(Unaudited)
    ------
    CASH AND CASH EQUIVALENTS                       $46,242       $0
    ADVANCES FOR VESSELS ACQUISITIONS / UNDER
     CONSTRUCTION                                   159,971   35,257
    VESSELS, NET                                    414,515  647,160
    RESTRICTED CASH                                  52,575   22,842
    OTHER ASSETS                                     25,072   14,178
                                                    -------  -------

            Total assets                           $698,375 $719,437
                                                   ======== ========

    LIABILITIES AND STOCKHOLDERS' EQUITY
    ------------------------------------

    FINANCIAL INSTRUMENTS                            16,438   14,293
    FAIR VALUE OF BELOW MARKET TIME CHARTER           3,911        -
    BANK DEBT                                       342,479  404,675
    DEFERRED GAIN ON SALE AND LEASEBACK OF VESSELS   15,479       49
    OTHER LIABILITIES                                28,017   22,707
                                                    -------  -------

    Total liabilities                               406,324  441,724

    COMMITMENTS AND CONTINGENCIES

    STOCKHOLDERS' EQUITY                            292,051  277,713

            Total liabilities and stockholders'
             equity                                $698,375 $719,437
                                                   ======== ========


    TOP SHIPS INC.

    CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
    (Expressed in thousands of U.S. Dollars)
                                                            Six Months Ended
                                                                 June 30,
                                                                 -------
                                                             2008      2009
                                                             ----      ----
                                                        (Unaudited)(Unaudited)
    Cash Flows from (used in) Operating Activities:

      Net income (loss)                                  $(24,430) $(14,579)
      Adjustments to reconcile net loss to net cash
       used in operating activities:
        Depreciation and amortization                      25,401    15,351
        Stock-based compensation expense                      948     1,035
        Change in fair value of financial instruments      11,160    (2,145)
        Financial instrument termination payments          (3,300)        -
        Amortization of deferred gain on sale and
         leaseback of vessels and write-off of seller's
         credit                                            (2,703)   (7,750)
        Amortization of fair value below market time
         charter                                          (10,953)   (3,911)
        Loss on sale of other fixed assets                     25        93
        Gain on sale of vessels                              (200)        -
      Changed in operating assets and liabilities             507     1,531
                                                           ------   -------
    Net Cash from (used in) Operating Activities           (3,545)  (10,375)

    Cash Flows from (used in) Investing Activities:

      Principal payments received under capital lease       5,500         -
      Principal payments paid under capital lease         (68,828)        -
      Advances for vessels acquisition / under
       construction                                       (37,070)  (19,573)
      Vessel acquisitions and improvements               (118,142) (102,102)
      Insurance claims recoveries                           1,297       151
      Increase in restricted cash                          (3,500)        -
      Decrease in restricted cash                               -    29,733
      Net proceeds from sale of vessels                   140,259         -
      Net proceeds from sale of other fixed assets             49       197
      Acquisition of other fixed assets                      (601)     (399)
                                                             ----      ----

    Net Cash used in Investing Activities                 (81,036)  (91,993)

    Cash Flows from (used in) Financing Activities:

      Proceeds from long-term debt                        158,078    92,660
      Payments of long-term debt                         (125,384)  (30,144)
      Financial instrument upfront receipt                  1,500         -
      Financial instrument termination payments                 -    (5,000)
      Issuance of common stock, net of issuance costs      50,601       (62)
      Cancellation of fractional shares                        (2)        -
      Repurchase and cancellation of common stock               -      (732)
      Payment of financing costs                           (1,417)     (596)
                                                           ------      ----
    Net Cash from Financing Activities                     83,376    56,126

    Net increase (decrease) in cash and cash equivalents   (1,205)  (46,242)

    Cash and cash equivalents at beginning of period       26,012    46,242
                                                           ------    ------

    Cash and cash equivalents at end of period            $24,807        $0
                                                          =======       ===

    SUPPLEMENTAL CASH FLOW INFORMATION

      Interest paid                                       $12,834    $7,646
                                                          =======    ======

    NON-CASH TRANSACTIONS

      Fair value below market time charter                $12,647        $-
                                                          =======       ===
      Amounts owed for capital expenditures                  $364      $343
                                                             ====      ====



SOURCE TOP Ships Inc.