UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
|
x |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2013
OR
|
o |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number 000-51442
GENCO SHIPPING & TRADING LIMITED
(Exact name of registrant as specified in its charter)
|
Republic of the Marshall Islands |
|
98-043-9758 |
|
(State or other jurisdiction of |
|
(I.R.S. Employer |
299 Park Avenue, 12th Floor, New York, New York 10171
(Address of principal executive offices) (Zip Code)
(646) 443-8550
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
|
Large accelerated filer o |
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Accelerated filer x |
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|
|
|
|
Non-accelerated filer o |
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Smaller reporting company o |
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(Do not check if a smaller reporting company) |
|
|
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
The number of shares outstanding of each of the issuer’s classes of common stock, as of August 9, 2013: Common stock, $0.01 per share — 44,461,157 shares.
Genco Shipping & Trading Limited
We intend to use our website, www.GencoShipping.com, as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included in our website’s Investor section. Accordingly, investors should monitor the Investor portion of our website, in addition to following our press releases, SEC filings, public conference calls, and webcasts. To subscribe to our e-mail alert service, please submit your e-mail address at the Investor Relations Home page of the Investor section of our website. The information contained in, or that may be accessed through, our website is not incorporated by reference into or a part of this document or any other report or document we file with or furnish to the SEC, and any references to our website are intended to be inactive textual references only.
Genco Shipping & Trading Limited
Condensed Consolidated Balance Sheets as of June 30, 2013 and December 31, 2012
(U.S. Dollars in thousands, except for share and per share data)
(Unaudited)
|
|
|
June 30, 2013 |
|
December 31, |
| ||
|
Assets |
|
|
|
|
| ||
|
Current assets: |
|
|
|
|
| ||
|
Cash and cash equivalents |
|
$ |
69,555 |
|
$ |
72,600 |
|
|
Restricted cash |
|
9,850 |
|
— |
| ||
|
Due from charterers, net of a reserve of $408 and $488, respectively |
|
10,946 |
|
11,714 |
| ||
|
Prepaid expenses and other current assets |
|
21,047 |
|
18,146 |
| ||
|
Total current assets |
|
111,398 |
|
102,460 |
| ||
|
|
|
|
|
|
| ||
|
Noncurrent assets: |
|
|
|
|
| ||
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Vessels, net of accumulated depreciation of $663,055 and $597,214, respectively |
|
2,596,615 |
|
2,662,403 |
| ||
|
Deferred drydock, net of accumulated amortization of $10,403 and $8,086, respectively |
|
10,634 |
|
12,037 |
| ||
|
Other assets, net of accumulated amortization of $16,853 and $13,162, respectively |
|
25,870 |
|
29,561 |
| ||
|
Fixed assets, net of accumulated depreciation and amortization of $3,765 and $3,311, respectively |
|
5,014 |
|
5,258 |
| ||
|
Other noncurrent assets |
|
514 |
|
514 |
| ||
|
Restricted cash |
|
300 |
|
10,150 |
| ||
|
Investments |
|
27,315 |
|
20,988 |
| ||
|
Total noncurrent assets |
|
2,666,262 |
|
2,740,911 |
| ||
|
|
|
|
|
|
| ||
|
Total assets |
|
$ |
2,777,660 |
|
$ |
2,843,371 |
|
|
Liabilities and Equity |
|
|
|
|
| ||
|
Current liabilities: |
|
|
|
|
| ||
|
Accounts payable and accrued expenses |
|
$ |
25,629 |
|
$ |
23,667 |
|
|
Current portion of long-term debt |
|
1,312,189 |
|
— |
| ||
|
Current interest payable |
|
13,199 |
|
— |
| ||
|
Convertible senior note payable |
|
113,306 |
|
— |
| ||
|
Deferred revenue |
|
1,337 |
|
1,324 |
| ||
|
Current portion of lease obligations |
|
444 |
|
682 |
| ||
|
Fair value of derivative instruments |
|
11,370 |
|
7 |
| ||
|
Total current liabilities |
|
1,477,474 |
|
25,680 |
| ||
|
Noncurrent liabilities: |
|
|
|
|
| ||
|
Long-term lease obligations |
|
2,828 |
|
2,465 |
| ||
|
Time charters acquired |
|
185 |
|
418 |
| ||
|
Fair value of derivative instruments |
|
— |
|
16,045 |
| ||
|
Convertible senior note payable |
|
— |
|
110,918 |
| ||
|
Long-term interest payable |
|
— |
|
13,199 |
| ||
|
Long-term debt |
|
102,250 |
|
1,413,439 |
| ||
|
Total noncurrent liabilities |
|
105,263 |
|
1,556,484 |
| ||
|
|
|
|
|
|
| ||
|
Total liabilities |
|
1,582,737 |
|
1,582,164 |
| ||
|
|
|
|
|
|
| ||
|
Commitments and contingencies |
|
|
|
|
| ||
|
Equity: |
|
|
|
|
| ||
|
Genco Shipping & Trading Limited shareholders’ equity: |
|
|
|
|
| ||
|
Common stock, par value $0.01; 100,000,000 shares authorized; issued and outstanding 44,461,157 and 44,270,273 shares at June 30, 2013 and December 31, 2012, respectively |
|
445 |
|
443 |
| ||
|
Additional paid-in capital |
|
855,848 |
|
863,303 |
| ||
|
Accumulated other comprehensive loss |
|
(827 |
) |
(11,841 |
) | ||
|
Retained earnings |
|
120,855 |
|
214,391 |
| ||
|
Total Genco Shipping & Trading Limited shareholders’ equity |
|
976,321 |
|
1,066,296 |
| ||
|
Noncontrolling interest |
|
218,602 |
|
194,911 |
| ||
|
Total equity |
|
1,194,923 |
|
1,261,207 |
| ||
|
|
|
|
|
|
| ||
|
Total liabilities and equity |
|
$ |
2,777,660 |
|
$ |
2,843,371 |
|
See accompanying notes to condensed consolidated financial statements.
Genco Shipping & Trading Limited
Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2013 and 2012
(U.S. Dollars in Thousands, Except for Earnings Per Share and Share Data)
(Unaudited)
|
|
|
For the Three Months |
|
For the Six Months |
| ||||||||
|
|
|
2013 |
|
2012 |
|
2013 |
|
2012 |
| ||||
|
Revenues: |
|
|
|
|
|
|
|
|
| ||||
|
Voyage revenues |
|
$ |
44,941 |
|
$ |
62,112 |
|
$ |
84,617 |
|
$ |
121,137 |
|
|
Service revenues |
|
819 |
|
819 |
|
1,629 |
|
1,638 |
| ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Total revenues |
|
45,760 |
|
62,931 |
|
86,246 |
|
122,775 |
| ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Operating expenses: |
|
|
|
|
|
|
|
|
| ||||
|
Voyage expenses |
|
2,867 |
|
995 |
|
4,139 |
|
2,405 |
| ||||
|
Vessel operating expenses |
|
26,766 |
|
29,516 |
|
53,885 |
|
57,351 |
| ||||
|
General, administrative, and management fees |
|
8,480 |
|
8,362 |
|
16,672 |
|
17,058 |
| ||||
|
Depreciation and amortization |
|
34,722 |
|
34,491 |
|
69,100 |
|
68,916 |
| ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Total operating expenses |
|
72,835 |
|
73,364 |
|
143,796 |
|
145,730 |
| ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Operating loss |
|
(27,075 |
) |
(10,433 |
) |
(57,550 |
) |
(22,955 |
) | ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Other (expense) income: |
|
|
|
|
|
|
|
|
| ||||
|
Other (expense) income |
|
(33 |
) |
20 |
|
(13 |
) |
4 |
| ||||
|
Interest income |
|
16 |
|
148 |
|
34 |
|
303 |
| ||||
|
Interest expense |
|
(21,554 |
) |
(19,884 |
) |
(42,843 |
) |
(43,614 |
) | ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Other expense |
|
(21,571 |
) |
(19,716 |
) |
(42,822 |
) |
(43,307 |
) | ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Loss before income taxes |
|
(48,646 |
) |
(30,149 |
) |
(100,372 |
) |
(66,262 |
) | ||||
|
Income tax expense |
|
(294 |
) |
(343 |
) |
(518 |
) |
(615 |
) | ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Net loss |
|
(48,940 |
) |
(30,492 |
) |
(100,890 |
) |
(66,877 |
) | ||||
|
Less: Net loss attributable to noncontrolling interest |
|
(3,571 |
) |
(2,751 |
) |
(7,358 |
) |
(6,037 |
) | ||||
|
Net loss attributable to Genco Shipping & Trading Limited |
|
$ |
(45,369 |
) |
$ |
(27,741 |
) |
$ |
(93,532 |
) |
$ |
(60,840 |
) |
|
|
|
|
|
|
|
|
|
|
| ||||
|
Net loss per share-basic |
|
$ |
(1.05 |
) |
$ |
(0.65 |
) |
$ |
(2.17 |
) |
$ |
(1.50 |
) |
|
Net loss per share-diluted |
|
$ |
(1.05 |
) |
$ |
(0.65 |
) |
$ |
(2.17 |
) |
$ |
(1.50 |
) |
|
Weighted average common shares outstanding-basic |
|
43,196,895 |
|
42,878,228 |
|
43,179,300 |
|
40,484,409 |
| ||||
|
Weighted average common shares outstanding-diluted |
|
43,196,895 |
|
42,878,228 |
|
43,179,300 |
|
40,484,409 |
| ||||
|
Dividends declared per share |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
See accompanying notes to condensed consolidated financial statements.
Genco Shipping & Trading Limited
Condensed Consolidated Statements of Comprehensive Loss
For the Three and Six Months Ended June 30, 2013 and 2012
(U.S. Dollars in Thousands)
(Unaudited)
|
|
|
For the Three Months Ended |
|
For the Six Months |
| ||||||||
|
|
|
2013 |
|
2012 |
|
2013 |
|
2012 |
| ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Net loss |
|
$ |
(48,940 |
) |
$ |
(30,492 |
) |
$ |
(100,890 |
) |
$ |
(66,877 |
) |
|
|
|
|
|
|
|
|
|
|
| ||||
|
Change in unrealized gain on investments |
|
(3,276 |
) |
(4,896 |
) |
6,327 |
|
2,918 |
| ||||
|
Unrealized gain on cash flow hedges, net |
|
2,386 |
|
2,116 |
|
4,687 |
|
4,869 |
| ||||
|
Other comprehensive (loss) income |
|
(890 |
) |
(2,780 |
) |
11,014 |
|
7,787 |
| ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Comprehensive loss |
|
(49,830 |
) |
(33,272 |
) |
(89,876 |
) |
(59,090 |
) | ||||
|
Less: Comprehensive loss attributable to noncontrolling interest |
|
(3,571 |
) |
(2,751 |
) |
(7,358 |
) |
(6,037 |
) | ||||
|
Comprehensive loss attributable to Genco Shipping & Trading Limited |
|
$ |
(46,259 |
) |
$ |
(30,521 |
) |
$ |
(82,518 |
) |
$ |
(53,053 |
) |
See accompanying notes to condensed consolidated financial statements.
Genco Shipping & Trading Limited
Condensed Consolidated Statements of Equity
For the Six Months Ended June 30, 2013 and 2012
(U.S. Dollars in Thousands)
(Unaudited)
|
|
|
Common |
|
Additional |
|
Accumulated |
|
Retained |
|
Genco |
|
Noncontrolling |
|
Total Equity |
| |||||||
|
Balance — January 1, 2013 |
|
$ |
443 |
|
$ |
863,303 |
|
$ |
(11,841 |
) |
$ |
214,391 |
|
$ |
1,066,296 |
|
$ |
194,911 |
|
$ |
1,261,207 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Net loss |
|
|
|
|
|
|
|
(93,532 |
) |
(93,532 |
) |
(7,358 |
) |
(100,890 |
) | |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Change in unrealized gain on investments |
|
|
|
|
|
6,327 |
|
|
|
6,327 |
|
— |
|
6,327 |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Unrealized gain on cash flow hedges, net |
|
|
|
|
|
4,687 |
|
|
|
4,687 |
|
— |
|
4,687 |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Issuance of 200,634 shares of nonvested stock, less forfeitures of 9,750 shares |
|
2 |
|
(2 |
) |
|
|
|
|
— |
|
— |
|
— |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Nonvested stock amortization |
|
|
|
1,565 |
|
|
|
|
|
1,565 |
|
815 |
|
2,380 |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Issuance of common stock of Baltic Trading Limited |
|
|
|
(8,992 |
) |
|
|
|
|
(8,992 |
) |
30,551 |
|
21,559 |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Cash dividends paid by Baltic Trading Limited |
|
|
|
|
|
|
|
(4 |
) |
(4 |
) |
(343 |
) |
(347 |
) | |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Vesting of restricted shares issued by Baltic Trading Limited |
|
|
|
(26 |
) |
|
|
|
|
(26 |
) |
26 |
|
— |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Balance — June 30, 2013 |
|
$ |
445 |
|
$ |
855,848 |
|
$ |
(827 |
) |
$ |
120,855 |
|
$ |
976,321 |
|
$ |
218,602 |
|
$ |
1,194,923 |
|
|
|
|
Common |
|
Additional |
|
Accumulated |
|
Retained |
|
Genco |
|
Noncontrolling |
|
Total Equity |
| |||||||
|
Balance — January 1, 2012 |
|
$ |
363 |
|
$ |
809,443 |
|
$ |
(17,549 |
) |
$ |
359,349 |
|
$ |
1,151,606 |
|
$ |
210,012 |
|
$ |
1,361,618 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Net loss |
|
|
|
|
|
|
|
(60,840 |
) |
(60,840 |
) |
(6,037 |
) |
(66,877 |
) | |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Change in unrealized gain on investments |
|
|
|
|
|
2,918 |
|
|
|
2,918 |
|
— |
|
2,918 |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Unrealized gain on cash flow hedges, net |
|
|
|
|
|
4,869 |
|
|
|
4,869 |
|
— |
|
4,869 |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Issuance of 7,500,000 shares of common stock |
|
75 |
|
49,799 |
|
|
|
|
|
49,874 |
|
— |
|
49,874 |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Issuance of 15,000 shares of nonvested stock |
|
— |
|
— |
|
|
|
|
|
— |
|
— |
|
— |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Nonvested stock amortization |
|
|
|
2,145 |
|
|
|
|
|
2,145 |
|
974 |
|
3,119 |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Cash dividends paid by Baltic Trading Limited |
|
|
|
|
|
|
|
(24 |
) |
(24 |
) |
(3,036 |
) |
(3,060 |
) | |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Vesting of restricted shares issued by Baltic Trading Limited |
|
|
|
32 |
|
|
|
|
|
32 |
|
(32 |
) |
— |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
|
Balance — June 30, 2012 |
|
$ |
438 |
|
$ |
861,419 |
|
$ |
(9,762 |
) |
$ |
298,485 |
|
$ |
1,150,580 |
|
$ |
201,881 |
|
$ |
1,352,461 |
|
See accompanying notes to condensed consolidated financial statements.
Genco Shipping & Trading Limited
Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2013 and 2012
(U.S. Dollars in Thousands)
(Unaudited)
|
|
|
For the Six Months |
| ||||
|
|
|
2013 |
|
2012 |
| ||
|
Cash flows from operating activities: |
|
|
|
|
| ||
|
Net loss |
|
$ |
(100,890 |
) |
$ |
(66,877 |
) |
|
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: |
|
|
|
|
| ||
|
Depreciation and amortization |
|
69,100 |
|
68,916 |
| ||
|
Amortization of deferred financing costs |
|
3,691 |
|
1,959 |
| ||
|
Amortization of time charters acquired |
|
(233 |
) |
(371 |
) | ||
|
Amortization of discount on Convertible Senior Notes |
|
2,388 |
|
2,188 |
| ||
|
Unrealized loss (gain) on derivative instruments |
|
5 |
|
(46 |
) | ||
|
Amortization of nonvested stock compensation expense |
|
2,380 |
|
3,119 |
| ||
|
Change in assets and liabilities: |
|
|
|
|
| ||
|
Decrease in due from charterers |
|
768 |
|
2,732 |
| ||
|
(Increase) decrease in prepaid expenses and other current assets |
|
(2,901 |
) |
391 |
| ||
|
Increase (decrease) in accounts payable and accrued expenses |
|
1,686 |
|
(3,913 |
) | ||
|
Increase (decrease) in deferred revenue |
|
13 |
|
(960 |
) | ||
|
Increase in lease obligations |
|
125 |
|
607 |
| ||
|
Deferred drydock costs incurred |
|
(1,402 |
) |
(7,187 |
) | ||
|
|
|
|
|
|
| ||
|
Net cash (used in) provided by operating activities |
|
(25,270 |
) |
558 |
| ||
|
Cash flows from investing activities: |
|
|
|
|
| ||
|
Purchase of vessels |
|
(54 |
) |
(814 |
) | ||
|
Purchase of other fixed assets |
|
(195 |
) |
(1,836 |
) | ||
|
|
|
|
|
|
| ||
|
Net cash used in investing activities |
|
(249 |
) |
(2,650 |
) | ||
|
Cash flows from financing activities: |
|
|
|
|
| ||
|
Proceeds on the 2010 Baltic Trading Credit Facility |
|
1,000 |
|
— |
| ||
|
Repayments on the 2007 Credit Facility |
|
— |
|
(12,500 |
) | ||
|
Repayments on the $100 Million Term Loan Facility |
|
— |
|
(3,847 |
) | ||
|
Repayments on the $253 Million Term Loan Facility |
|
— |
|
(10,150 |
) | ||
|
Proceeds from issuance of common stock |
|
— |
|
50,721 |
| ||
|
Payment of common stock issuance costs |
|
— |
|
(847 |
) | ||
|
Proceeds from issuance of common stock by subsidiary |
|
21,838 |
|
— |
| ||
|
Payment of common stock issuance costs by subsidiary |
|
(17 |
) |
— |
| ||
|
Payment of dividend by subsidiary |
|
(347 |
) |
(3,060 |
) | ||
|
Payment of deferred financing costs |
|
— |
|
(175 |
) | ||
|
|
|
|
|
|
| ||
|
Net cash provided by financing activities |
|
22,474 |
|
20,142 |
| ||
|
|
|
|
|
|
| ||
|
Net (decrease) increase in cash and cash equivalents |
|
(3,045 |
) |
18,050 |
| ||
|
|
|
|
|
|
| ||
|
Cash and cash equivalents at beginning of period |
|
72,600 |
|
227,968 |
| ||
|
Cash and cash equivalents at end of period |
|
$ |
69,555 |
|
$ |
246,018 |
|
See accompanying notes to condensed consolidated financial statements.
Genco Shipping & Trading Limited
(U.S. Dollars in Thousands, Except Per Share and Share Data)
Notes to Condensed Consolidated Financial Statements (unaudited)
1 - GENERAL INFORMATION
The accompanying condensed consolidated financial statements include the accounts of Genco Shipping & Trading Limited (“GS&T”), its wholly-owned subsidiaries, and its subsidiary, Baltic Trading Limited (collectively, the “Company”). The Company is engaged in the ocean transportation of drybulk cargoes worldwide through the ownership and operation of drybulk carrier vessels. GS&T is incorporated under the laws of the Marshall Islands and as of June 30, 2013, is the sole owner of all of the outstanding shares of the following subsidiaries: Genco Ship Management LLC; Genco Investments LLC; Genco Management (USA) Limited; Genco RE Investments LLC; and the ship-owning subsidiaries set forth below.
Below is the list of GS&T’s wholly owned ship-owning subsidiaries as of June 30, 2013:
|
Wholly Owned Subsidiaries |
|
Vessels Acquired |
|
Dwt |
|
Delivery Date |
|
Year Built |
|
|
|
|
|
|
|
|
|
|
|
|
|
Genco Reliance Limited |
|
Genco Reliance |
|
29,952 |
|
12/6/04 |
|
1999 |
|
|
Genco Vigour Limited |
|
Genco Vigour |
|
73,941 |
|
12/15/04 |
|
1999 |
|
|
Genco Explorer Limited |
|
Genco Explorer |
|
29,952 |
|
12/17/04 |
|
1999 |
|
|
Genco Carrier Limited |
|
Genco Carrier |
|
47,180 |
|
12/28/04 |
|
1998 |
|
|
Genco Sugar Limited |
|
Genco Sugar |
|
29,952 |
|
12/30/04 |
|
1998 |
|
|
Genco Pioneer Limited |
|
Genco Pioneer |
|
29,952 |
|
1/4/05 |
|
1999 |
|
|
Genco Progress Limited |
|
Genco Progress |
|
29,952 |
|
1/12/05 |
|
1999 |
|
|
Genco Wisdom Limited |
|
Genco Wisdom |
|
47,180 |
|
1/13/05 |
|
1997 |
|
|
Genco Success Limited |
|
Genco Success |
|
47,186 |
|
1/31/05 |
|
1997 |
|
|
Genco Beauty Limited |
|
Genco Beauty |
|
73,941 |
|
2/7/05 |
|
1999 |
|
|
Genco Knight Limited |
|
Genco Knight |
|
73,941 |
|
2/16/05 |
|
1999 |
|
|
Genco Leader Limited |
|
Genco Leader |
|
73,941 |
|
2/16/05 |
|
1999 |
|
|
Genco Marine Limited |
|
Genco Marine |
|
45,222 |
|
3/29/05 |
|
1996 |
|
|
Genco Prosperity Limited |
|
Genco Prosperity |
|
47,180 |
|
4/4/05 |
|
1997 |
|
|
Genco Muse Limited |
|
Genco Muse |
|
48,913 |
|
10/14/05 |
|
2001 |
|
|
Genco Acheron Limited |
|
Genco Acheron |
|
72,495 |
|
11/7/06 |
|
1999 |
|
|
Genco Surprise Limited |
|
Genco Surprise |
|
72,495 |
|
11/17/06 |
|
1998 |
|
|
Genco Augustus Limited |
|
Genco Augustus |
|
180,151 |
|
8/17/07 |
|
2007 |
|
|
Genco Tiberius Limited |
|
Genco Tiberius |
|
175,874 |
|
8/28/07 |
|
2007 |
|
|
Genco London Limited |
|
Genco London |
|
177,833 |
|
9/28/07 |
|
2007 |
|
|
Genco Titus Limited |
|
Genco Titus |
|
177,729 |
|
11/15/07 |
|
2007 |
|
|
Genco Challenger Limited |
|
Genco Challenger |
|
28,428 |
|
12/14/07 |
|
2003 |
|
|
Genco Charger Limited |
|
Genco Charger |
|
28,398 |
|
12/14/07 |
|
2005 |
|
|
Genco Warrior Limited |
|
Genco Warrior |
|
55,435 |
|
12/17/07 |
|
2005 |
|
|
Genco Predator Limited |
|
Genco Predator |
|
55,407 |
|
12/20/07 |
|
2005 |
|
|
Genco Hunter Limited |
|
Genco Hunter |
|
58,729 |
|
12/20/07 |
|
2007 |
|
|
Genco Champion Limited |
|
Genco Champion |
|
28,445 |
|
1/2/08 |
|
2006 |
|
|
Genco Constantine Limited |
|
Genco Constantine |
|
180,183 |
|
2/21/08 |
|
2008 |
|
|
Genco Raptor LLC |
|
Genco Raptor |
|
76,499 |
|
6/23/08 |
|
2007 |
|
|
Genco Cavalier LLC |
|
Genco Cavalier |
|
53,617 |
|
7/17/08 |
|
2007 |
|
|
Genco Thunder LLC |
|
Genco Thunder |
|
76,588 |
|
9/25/08 |
|
2007 |
|
|
Genco Hadrian Limited |
|
Genco Hadrian |
|
169,694 |
|
12/29/08 |
|
2008 |
|
|
Genco Commodus Limited |
|
Genco Commodus |
|
169,025 |
|
7/22/09 |
|
2009 |
|
|
Genco Maximus Limited |
|
Genco Maximus |
|
169,025 |
|
9/18/09 |
|
2009 |
|
|
Genco Claudius Limited |
|
Genco Claudius |
|
169,025 |
|
12/30/09 |
|
2010 |
|
|
Genco Bay Limited |
|
Genco Bay |
|
34,296 |
|
8/24/10 |
|
2010 |
|
|
Genco Ocean Limited |
|
Genco Ocean |
|
34,409 |
|
7/26/10 |
|
2010 |
|
|
Genco Avra Limited |
|
Genco Avra |
|
34,391 |
|
5/12/11 |
|
2011 |
|
|
Genco Mare Limited |
|
Genco Mare |
|
34,428 |
|
7/20/11 |
|
2011 |
|
|
Genco Spirit Limited |
|
Genco Spirit |
|
34,432 |
|
11/10/11 |
|
2011 |
|
|
Genco Aquitaine Limited |
|
Genco Aquitaine |
|
57,981 |
|
8/18/10 |
|
2009 |
|
|
Genco Ardennes Limited |
|
Genco Ardennes |
|
57,981 |
|
8/31/10 |
|
2009 |
|
|
Genco Auvergne Limited |
|
Genco Auvergne |
|
57,981 |
|
8/16/10 |
|
2009 |
|
|
Genco Bourgogne Limited |
|
Genco Bourgogne |
|
57,981 |
|
8/24/10 |
|
2010 |
|
|
Genco Brittany Limited |
|
Genco Brittany |
|
57,981 |
|
9/23/10 |
|
2010 |
|
|
Genco Languedoc Limited |
|
Genco Languedoc |
|
57,981 |
|
9/29/10 |
|
2010 |
|
|
Genco Loire Limited |
|
Genco Loire |
|
53,416 |
|
8/4/10 |
|
2009 |
|
|
Genco Lorraine Limited |
|
Genco Lorraine |
|
53,416 |
|
7/29/10 |
|
2009 |
|
|
Genco Normandy Limited |
|
Genco Normandy |
|
53,596 |
|
8/10/10 |
|
2007 |
|
|
Genco Picardy Limited |
|
Genco Picardy |
|
55,257 |
|
8/16/10 |
|
2005 |
|
|
Genco Provence Limited |
|
Genco Provence |
|
55,317 |
|
8/23/10 |
|
2004 |
|
|
Genco Pyrenees Limited |
|
Genco Pyrenees |
|
57,981 |
|
8/10/10 |
|
2010 |
|
|
Genco Rhone Limited |
|
Genco Rhone |
|
58,018 |
|
3/29/11 |
|
2011 |
|
On May 28, 2013, Baltic Trading closed an equity offering of 6,419,217 shares of common stock at an offering price of $3.60 per share. Baltic Trading received net proceeds of $21,559 after deducting underwriters’ fees and expenses.
Baltic Trading Limited (“Baltic Trading”) was a wholly-owned indirect subsidiary of GS&T until Baltic Trading completed its initial public offering, or IPO, on March 15, 2010. As of June 30, 2013 and December 31, 2012, Genco Investments LLC owned 5,827,471 and 5,699,088 shares of Baltic Trading’s Class B Stock, which represented a 19.68% and 24.78% ownership interest in Baltic Trading, respectively, and 78.61% and 83.17% of the aggregate voting power of Baltic Trading’s outstanding shares of voting stock, respectively. Additionally, pursuant to the subscription agreement between Genco Investments LLC and Baltic Trading, for so long as GS&T directly or indirectly holds at least 10% of the aggregate number of outstanding shares of Baltic Trading’s common stock and Class B stock, Genco Investments LLC will be entitled to receive an additional number of shares of Baltic Trading’s Class B stock equal to 2% of the number of common shares issued in the future, other than shares issued under Baltic Trading’s 2010 Equity Incentive Plan. As such, when Baltic Trading closed the equity offering of 6,419,217 on May 28, 2013 as noted above, GS&T was issued 128,383 shares of Baltic Trading’s Class B Stock which represents 2% of the number of common shares issued.
Below is the list of Baltic Trading’s wholly owned ship-owning subsidiaries as of June 30, 2013:
|
Baltic Trading’s Wholly Owned |
|
Vessel |
|
Dwt |
|
Delivery Date |
|
Year |
|
|
|
|
|
|
|
|
|
|
|
|
|
Baltic Leopard Limited |
|
Baltic Leopard |
|
53,447 |
|
4/8/10 |
|
2009 |
|
|
Baltic Panther Limited |
|
Baltic Panther |
|
53,351 |
|
4/29/10 |
|
2009 |
|
|
Baltic Cougar Limited |
|
Baltic Cougar |
|
53,432 |
|
5/28/10 |
|
2009 |
|
|
Baltic Jaguar Limited |
|
Baltic Jaguar |
|
53,474 |
|
5/14/10 |
|
2009 |
|
|
Baltic Bear Limited |
|
Baltic Bear |
|
177,717 |
|
5/14/10 |
|
2010 |
|
|
Baltic Wolf Limited |
|
Baltic Wolf |
|
177,752 |
|
10/14/10 |
|
2010 |
|
|
Baltic Wind Limited |
|
Baltic Wind |
|
34,409 |
|
8/4/10 |
|
2009 |
|
|
Baltic Cove Limited |
|
Baltic Cove |
|
34,403 |
|
8/23/10 |
|
2010 |
|
|
Baltic Breeze Limited |
|
Baltic Breeze |
|
34,386 |
|
10/12/10 |
|
2010 |
|
|
Baltic Fox Limited |
|
Baltic Fox |
|
31,883 |
|
Q3 2013 (1) |
|
2010 |
|
|
Baltic Hare Limited |
|
Baltic Hare |
|
31,887 |
|
Q3 2013 (1) |
|
2009 |
|
(1) Delivery dates for vessels being delivered in the future are estimates based on guidance received from the sellers.
The Company provides technical services for drybulk vessels purchased by Maritime Equity Partners LLC (“MEP”). Peter C. Georgiopoulos, Chairman of the Board of Directors of GS&T, controls and has a minority interest in MEP. These services include oversight of crew management, insurance, drydocking, ship operations and financial statement preparation, but do not include chartering services. The services are provided for a fee of $750 per ship per day plus reimbursement of out-of-pocket costs. MEP has the right to cancel provision of the services on 60 days’ notice with payment of a one-year termination fee upon a change in control of the Company. The Company may terminate provision of the services at any time on 60 days’ notice.
Given the current drybulk rate environment, the Company may be unable to make required payments under its credit facilities commencing during the quarter ending March 31, 2014. Moreover, once current waivers expire and are re-measured at March 31, 2014, the Company believes it is probable that the Company will not be in compliance with the maximum leverage ratio covenants and the minimum permitted consolidated interest ratio covenants under its credit facilities. The Company is also subject to minimum cash covenants for which compliance is measured at the end of every fiscal quarter. These minimum cash covenants have not been waived, and the Company believes it is probable that the Company will not be in compliance with such covenants at or after March 31, 2014, and the Company may not be in compliance earlier in the event of sustained weakness in the drybulk shipping sector. The Company’s debt facilities are described further in Note 9 — Debt.
The Company is in discussions with its lenders and expects to seek waivers or modifications to its credit agreements, which, if available, may be subject to conditions, and may also seek to refinance indebtedness, raise additional capital through equity or debt offerings or selling assets (including vessels), reduce or delay capital expenditures, or pursue other restructuring options. Absent such waivers or modifications, if the Company does not comply with such payment obligations or these covenants and fails to cure such non-compliance following applicable notice and expiration of applicable cure periods, the Company would be in default of one or more of its credit facilities. If such a default occurs, the Company may also be in default under the Indenture for the 5.00% Convertible Senior Notes, or the 2010 Notes (discussed in Note 10 — Convertible Senior Notes). As a result, some or all of the Company’s indebtedness could be declared immediately due and payable, and alternative sources of financing would need to be sought on terms that may not be favorable to the Company.
In addition, notwithstanding the waiver of certain covenants as described above, for purposes of preparing financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), the Company is required to assess future compliance with the original covenants at all quarterly measurement dates within twelve months from the date of such financial statements. As discussed in its Quarterly Report on Form 10-Q for the period ended March 31, 2013, the Company believes it is probable that the Company will not be in compliance with certain covenants at measurement dates within twelve months of March 31, 2013. Accordingly, the outstanding debt under the 2007 Credit Facility, the $253 Million Term Loan Facility and the $100 Million Term Loan Facility (as defined in Note 9 — Debt) was reclassified as a current liability in the condensed consolidated balance sheet beginning March 31, 2013 and remained classified as a current liability as of June 30, 2013. This reclassification does not affect the existing waivers, although there can be no assurance that the Company could obtain further waivers upon their expiration. If the Company fails to comply with its covenants under its credit facilities, the Company may also be in default under the Indenture for the 2010 Notes and its interest rate swaps. Accordingly, the 2010 Notes and one swap previously classified as a long-term liability were likewise reclassified as current liabilities in the condensed consolidated balance sheet beginning March 31, 2013 and remained classified as a current liability as of June 30, 2013.
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of consolidation
The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. GAAP, which include the accounts of GS&T, its wholly-owned subsidiaries and Baltic Trading, a subsidiary in which the Company owns a majority of the voting interests and exercises control. All intercompany accounts and transactions have been eliminated in consolidation.
Basis of presentation
The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and the rules and regulations of the Securities and Exchange Commission (the “SEC”). In the opinion of management of the Company, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and operating results have been included in the statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2012 (the “2012 10-K”). The results of operations for the three and six month periods ended June 30, 2013 and 2012 are not necessarily indicative of the operating results for the full year.
Vessels, net
Vessels, net is stated at cost less accumulated depreciation. Included in vessel costs are acquisition costs directly attributable to the acquisition of a vessel and expenditures made to prepare the vessel for its initial voyage. The Company also capitalizes interest costs for a vessel under construction as a cost which is directly attributable to the acquisition of a vessel. Vessels are depreciated on a straight-line basis over their estimated useful lives, determined to be 25 years from the date of initial delivery from the shipyard. Depreciation expense for vessels for the three months ended June 30, 2013 and 2012 was $33,102 and $33,094, respectively. Depreciation expense for vessels for the six months ended June 30, 2013 and 2012 was $65,841 and $66,185, respectively.
Depreciation expense is calculated based on cost less the estimated residual scrap value. The costs of significant replacements, renewals and betterments are capitalized and depreciated over the shorter of the vessel’s remaining estimated useful life or the estimated life of the renewal or betterment. Undepreciated cost of any asset component being replaced that was acquired after the initial vessel purchase is written off as a component of vessel operating expense. Expenditures for routine maintenance and repairs are expensed as incurred. Scrap value is estimated by the Company by taking the estimated scrap value of $245/lwt multiplied by the weight of the ship in lightweight tons (lwt).
Deferred revenue
Deferred revenue primarily relates to cash received from charterers prior to it being earned. These amounts are recognized as revenue when earned. Additionally, deferred revenue includes estimated customer claims mainly due to time charter performance issues. As of June 30, 2013 and December 31, 2012, the Company had an accrual of $329 and $407, respectively, related to these estimated customer claims.
Voyage expense recognition
In time charters, spot market-related time charters and pool agreements, operating costs including crew, maintenance and insurance are typically paid by the owner of the vessel and specified voyage costs such as fuel and port charges are paid by the charterer. There are certain other non-specified voyage expenses, such as commissions, which are typically borne by the Company. At the inception of a time charter, the Company records the difference between the cost of bunker fuel delivered by the terminating charterer and the bunker fuel sold to the new charterer as a gain or loss within voyage expenses. These differences in bunkers resulted in net (losses) gains of ($21) and $704 during the three months ended June 30, 2013 and 2012, respectively, and $343 and $1,424 during the six months ended June 30, 2013 and 2012, respectively. Additionally, voyage expenses include the cost of bunkers consumed during short-term time charters pursuant to the terms of the time charter agreement.
Noncontrolling interest
Net loss attributable to noncontrolling interest during the three and six months ended June 30, 2013 and 2012 reflects the noncontrolling interest’s share of the net loss of Baltic Trading, a subsidiary of the Company, which owns and employs drybulk vessels in the spot market or on spot market-related time charters. The spot market represents immediate chartering of a vessel, usually for single voyages. At June 30, 2013, the noncontrolling interest held an 80.32% economic interest in Baltic Trading while only holding 21.39% of the voting power. At December 31, 2012, the noncontrolling interest held a 75.22% economic interest in Baltic Trading while only holding 16.83% of the voting power.
Income taxes
Pursuant to certain agreements, GS&T technically and commercially manages vessels for Baltic Trading, as well as provides technical management of vessels for MEP in exchange for specified fees for these services provided. These services are performed by Genco Management (USA) Limited (“Genco (USA)”), which has elected to be taxed as a corporation for United States federal income tax purposes. As such, Genco (USA) is subject to United States federal income tax on its worldwide net income, including the net income derived from providing these services. Genco (USA) has entered into a cost-sharing agreement with the Company and Genco Ship Management LLC, collectively Manco, pursuant to which Genco (USA) agrees to reimburse Manco for the costs incurred by Genco (USA) for the use of Manco’s personnel and services in connection with the provision of the services for both Baltic Trading and MEP’s vessels.
Total revenue earned for these services during the three months ended June 30, 2013 and 2012 was $1,515 and $1,530, respectively, of which $696 and $711, respectively, were eliminated upon consolidation. After allocation of certain expenses, there was taxable income of $625 associated with these activities for the three months ended June 30, 2013. This resulted in estimated income tax expense of $281 for the three months ended June 30, 2013. After allocation of certain expenses, there was taxable income of $728 associated with these activities for the three months ended June 30, 2012. This resulted in income tax expense of $328 for the three months ended June 30, 2012.
Total revenue earned for these services during the six months ended June 30, 2013 and 2012 was $3,005 and $3,045, respectively, of which $1,376 and $1,407, respectively, were eliminated upon consolidation. After allocation of certain expenses, there was taxable income of $1,217 associated with these activities for the six months ended June 30, 2013. This resulted in estimated income tax expense of $505 for the six months ended June 30, 2013. After allocation of certain expenses, there was taxable income of $1,321 associated with these activities for the six months ended June 30, 2012. This resulted in income tax expense of $593 for the six months ended June 30, 2012.
Baltic Trading is subject to income tax on its United States source income. During the three months ended June 30, 2013 and 2012, Baltic Trading had United States operations which resulted in United States source income of $639 and $755, respectively. Baltic Trading’s United States income tax expense for the three months ended June 30, 2013 and 2012 was $13 and $15, respectively.
During the six months ended June 30, 2013 and 2012, Baltic Trading had United States operations which resulted in United States source income of $639 and $1,121, respectively. Baltic Trading’s United States income tax expense for the six months ended June 30, 2013 and 2012 was $13 and $22, respectively.
Recent accounting pronouncements
In February 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2013-02, “Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income” (“ASU 2013-02”), to improve the transparency of changes in other comprehensive income (loss) (“OCI”) and items reclassified out of accumulated other income (loss) (“AOCI”). The amendments in ASU 2013-02 are required to be applied prospectively and are effective for reporting periods beginning after December 15, 2012. The adoption of ASU 2013-02 will not have any impact on the Company’s consolidated financial statements other than separately disclosing in the footnotes to the consolidated financial statements amounts reclassified out of AOCI
and the individual line items in the consolidated Statement of Operations that are affected. The Company has adopted ASU 2013-02 and the impact of adoption is not material to the Company’s condensed consolidated financial statements. Refer to Note 12 — Other Comprehensive Loss for additional disclosure.
3 - SEGMENT INFORMATION
The Company determines its operating segments based on the information utilized by the chief operating decision maker to assess performance. Based on this information, the Company has two operating segments, GS&T and Baltic Trading. Both GS&T and Baltic Trading are engaged in the ocean transportation of drybulk cargoes worldwide through the ownership and operation of drybulk carrier vessels. GS&T seeks to deploy its vessels on time charters, spot market-related time charters or in vessel pools trading in the spot market and Baltic Trading seeks to deploy its vessel charters in the spot market, which represents immediate chartering of a vessel, usually for single voyages, or employing vessels on spot market-related time charters. Segment results are evaluated based on net (loss) income. The accounting policies applied to the reportable segments are the same as those used in the preparation of the Company’s condensed consolidated financial statements.
The following table presents a reconciliation of total voyage revenue from external (third party) customers for the Company’s two operating segments to total consolidated voyage revenue from external customers for the Company for the three and six months ended June 30, 2013 and 2012.
|
|
|
For the Three Months Ended |
|
For the Six Months Ended |
| ||||||||
|
|
|
2013 |
|
2012 |
|
2013 |
|
2012 |
| ||||
|
Voyage revenue from external customers |
|
|
|
|
|
|
|
|
| ||||
|
GS&T |
|
$ |
38,562 |
|
$ |
54,509 |
|
$ |
72,252 |
|
$ |
107,240 |
|
|
Baltic Trading |
|
6,379 |
|
7,603 |
|
12,365 |
|
13,897 |
| ||||
|
Total operating segments |
|
44,941 |
|
62,112 |
|
84,617 |
|
121,137 |
| ||||
|
Eliminating revenue |
|
— |
|
— |
|
— |
|
— |
| ||||
|
Total consolidated voyage revenue from external customers |
|
$ |
44,941 |
|
$ |
62,112 |
|
$ |
84,617 |
|
$ |
121,137 |
|
The following table presents a reconciliation of total intersegment revenue, which eliminates upon consolidation, for the Company’s two operating segments for the three and six months ended June 30, 2013 and 2012. The intersegment revenue noted in the following table represents revenue earned by GS&T pursuant to the management agreement entered into with Baltic Trading, which includes commercial service fees, technical service fees and sale and purchase fees, if any.
|
|
|
For the Three Months Ended |
|
For the Six Months Ended |
| ||||||||
|
|
|
2013 |
|
2012 |
|
2013 |
|
2012 |
| ||||
|
Intersegment revenue |
|
|
|
|
|
|
|
|
| ||||
|
GS&T |
|
$ |
696 |
|
$ |
711 |
|
$ |
1,376 |
|
$ |
1,407 |
|
|
Baltic Trading |
|
— |
|
— |
|
— |
|
— |
| ||||
|
Total operating segments |
|
696 |
|
711 |
|
1,376 |
|
1,407 |
| ||||
|
Eliminating revenue |
|
(696 |
) |
(711 |
) |
(1,376 |
) |
(1,407 |
) | ||||
|
Total consolidated intersegment revenue |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
The following table presents a reconciliation of total net loss for the Company’s two operating segments to total consolidated net loss for the three and six months ended June 30, 2013 and 2012. The eliminating net loss noted in the following table consists of the elimination of intercompany transactions between GS&T and Baltic Trading, as well as dividends received by GS&T from Baltic Trading for its Class B shares of Baltic Trading.
|
|
|
For the Three Months Ended |
|
For the Six Months Ended |
| ||||||||
|
|
|
2013 |
|
2012 |
|
2013 |
|
2012 |
| ||||
|
Net loss |
|
|
|
|
|
|
|
|
| ||||
|
GS&T |
|
$ |
(44,297 |
) |
$ |
(26,588 |
) |
$ |
(91,145 |
) |
$ |
(57,808 |
) |
|
Baltic Trading |
|
(4,625 |
) |
(3,661 |
) |
(9,708 |
) |
(8,121 |
) | ||||
|
Total operating segments |
|
(48,922 |
) |
(30,249 |
) |
(100,853 |
) |
(65,929 |
) | ||||
|
Eliminating net income |
|
18 |
|
243 |
|
37 |
|
948 |
| ||||
|
Total consolidated net loss |
|
$ |
(48,940 |
) |
$ |
(30,492 |
) |
$ |
(100,890 |
) |
$ |
(66,877 |
) |
The following table presents a reconciliation of total assets for the Company’s two operating segments to total consolidated assets as of June 30, 2013 and December 31, 2012. The eliminating assets noted in the following table consist of the elimination of intercompany transactions resulting from the capitalization of fees paid to GS&T by Baltic Trading as vessel assets, including related accumulated depreciation, as well as the outstanding receivable balance due to GS&T from Baltic Trading as of June 30, 2013 and December 31, 2012.
|
|
|
June 30, 2013 |
|
December 31, |
| ||
|
Total assets |
|
|
|
|
| ||
|
GS&T |
|
$ |
2,402,960 |
|
$ |
2,482,486 |
|
|
Baltic Trading |
|
378,102 |
|
364,370 |
| ||
|
Total operating segments |
|
2,781,062 |
|
2,846,856 |
| ||
|
Eliminating assets |
|
(3,402 |
) |
(3,485 |
) | ||
|
Total consolidated assets |
|
$ |
2,777,660 |
|
$ |
2,843,371 |
|
4 - CASH FLOW INFORMATION
As of June 30, 2013 and December 31, 2012, the Company had four and five interest rate swaps, respectively, which are described and discussed in Note 11 — Interest Rate Swap Agreements. At June 30, 2013, the fair values of the four swaps are in a liability position of $11,370, all of which was classified within current liabilities. At December 31, 2012, the five swaps were in a liability position of $16,052, $7 of which was classified within current liabilities.
For the six months ended June 30, 2013, the Company had non-cash investing activities not included in the Condensed Consolidated Statement of Cash Flows for items included in accounts payable and accrued expenses consisting of $14 for the purchase of other fixed assets. For the six months ended June 30, 2013, the Company had non-cash financing activities not included in the Condensed Consolidated Statement of Cash Flows for items included in accounts payable and accrued expenses consisting of $262 for the payment of common stock issuance costs by its subsidiary. For the six months ended June 30, 2013, the Company had non-cash financing activities not included in the Condensed Consolidated Statement of Cash Flows for items included in current interest payable consisting of $13,199 associated with deferred financing fees.
For the six months ended June 30, 2012, the Company had non-cash investing activities not included in the Condensed Consolidated Statement of Cash Flows for items included in accounts payable and accrued expenses consisting of $12 for the purchase of vessels and $33 for the purchase of other fixed assets.
During the six months ended June 30, 2013 and 2012, cash paid for interest, including bond coupon interest paid, was $37,772 and $41,840, respectively.
During the six months ended June 30, 2013 and 2012, cash paid for estimated income taxes was $493 and $566, respectively.
On May 16, 2013, the Company made grants of nonvested common stock under the Genco Shipping & Trading Limited 2012 Equity Incentive Plan in the amount of 200,634 shares in the aggregate to directors of the Company. The aggregate fair value of such nonvested stock was $315. On May 16, 2013, Baltic Trading made grants of nonvested common stock in the amount of 59,680 shares to directors of Baltic Trading. The aggregate fair value of such nonvested stock was $225.
On May 17, 2012, the Company made grants of nonvested common stock under the Genco Shipping & Trading Limited 2005 Equity Incentive Plan in the amount of 15,000 shares in the aggregate to directors of the Company. These shares vested on May 16, 2013. The aggregate fair value of such nonvested stock was $53. On May 17, 2012, Baltic Trading made grants of nonvested common stock in the amount of 12,500 shares to directors of Baltic Trading. These shares vested on May 16, 2013. The aggregate fair value of such nonvested stock was $48.
5 - VESSEL ACQUISITIONS AND DISPOSITIONS
Refer to Note 1 — General Information for a listing of the vessel delivery dates for the vessels in the Company’s fleet and the estimated delivery dates for vessels that Baltic Trading has entered into agreements to purchase.
Below market time charters, including those acquired during previous periods, were amortized as an increase to voyage revenue in the amount of $100 and $185 for the three months ended June 30, 2013 and 2012, respectively, and $233 and $371 for the six months ended June 30, 2013 and 2012, respectively.
6 - INVESTMENTS
The Company holds an investment in the capital stock of Jinhui Shipping and Transportation Limited (“Jinhui”). Jinhui is a drybulk shipping owner and operator focused on the Supramax segment of drybulk shipping. This investment is designated as Available For Sale (“AFS”) and is reported at fair value, with unrealized gains and losses recorded in shareholders’ equity as a component of AOCI. At June 30, 2013 and December 31, 2012, the Company held 16,335,100 shares of Jinhui capital stock which is recorded at its fair value of $27,315 and $20,988, respectively, based on the closing price on June 28, 2013 and December 28, 2012, respectively.
The Company reviews the investment in Jinhui for other than temporary impairment on a quarterly basis. There were no impairment charges recognized for the three and six months ended June 30, 2013 and 2012.
The unrealized gain on the Jinhui capital stock remains a component of AOCI, since this investment is designated as an AFS security.
Refer to Note 12 — Accumulated Other Comprehensive Loss for a breakdown of the components of AOCI.
7 — NET LOSS PER COMMON SHARE
The computation of basic net loss per share is based on the weighted-average number of common shares outstanding during the year. The computation of diluted net loss per share assumes the vesting of nonvested stock awards (refer to Note 20 — Nonvested Stock Awards), for which the assumed proceeds upon vesting are deemed to be the amount of compensation cost attributable to future services and are not yet recognized using the treasury stock method, to the extent dilutive. Of the 1,229,646 nonvested shares outstanding at June 30, 2013 (refer to Note 20 — Nonvested Stock Awards), all are anti-dilutive. The Company’s diluted net loss per share will also reflect the assumed conversion under the Company’s convertible debt if the impact is dilutive under the “if converted” method. The impact of the shares convertible under the Company’s convertible notes is excluded from the computation of diluted earnings per share when interest expense per common share obtainable upon conversion is greater than basic earnings per share.
The components of the denominator for the calculation of basic net loss per share and diluted net loss per share are as follows:
|
|
|
For the Three Months Ended |
|
For the Six Months Ended |
| ||||
|
|
|
2013 |
|
2012 |
|
2013 |
|
2012 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares outstanding, basic: |
|
|
|
|
|
|
|
|
|
|
Weighted-average common shares outstanding, basic |
|
43,196,895 |
|
42,878,228 |
|
43,179,300 |
|
40,484,409 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares outstanding, diluted: |
|
|
|
|
|
|
|
|
|
|
Weighted-average common shares outstanding, basic |
|
43,196,895 |
|
42,878,228 |
|
43,179,300 |
|
40,484,409 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Dilutive effect of convertible notes |
|
— |
|
— |
|
— |
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
Dilutive effect of restricted stock awards |
|
— |
|
— |
|
— |
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average common shares outstanding, diluted |
|
43,196,895 |
|
42,878,228 |
|
43,179,300 |
|
40,484,409 |
|
The following table sets forth a reconciliation of the net loss attributable to GS&T and the net loss attributable to GS&T for diluted net loss per share under the “if-converted” method:
|
|
|
For the Three Months Ended |
|
For the Six Months Ended |
| ||||||||
|
|
|
2013 |
|
2012 |
|
2013 |
|
2012 |
| ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Net loss attributable to GS&T |
|
$ |
(45,369 |
) |
$ |
(27,741 |
) |
$ |
(93,532 |
) |
$ |
(60,840 |
) |
|
|
|
|
|
|
|
|
|
|
| ||||
|
Interest expense related to convertible notes, if dilutive |
|
— |
|
— |
|
— |
|
— |
| ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Net loss attributable to GS&T for the computation of diluted net loss per share |
|
$ |
(45,369 |
) |
$ |
(27,741 |
) |
$ |
(93,532 |
) |
$ |
(60,840 |
) |
8 - RELATED PARTY TRANSACTIONS
The following represent related party transactions reflected in these condensed consolidated financial statements:
The Company makes available employees performing internal audit services to General Maritime Corporation (“GMC”), where the Company’s Chairman, Peter C. Georgiopoulos, also serves as Chairman of the Board. For the six months ended June 30, 2013 and 2012, the Company invoiced $75 and $98, respectively, to GMC, which includes time associated with such internal audit services and other expenditures. Additionally, during the six months ended June 30, 2013 and 2012, the Company incurred travel and other expenditures totaling $54 and $17, respectively, reimbursable to GMC or its service provider. At June 30, 2013, the amount due to the Company from GMC was $5. At December 31, 2012, the amount due to GMC from the Company was $12.
During the six months ended June 30, 2013 and 2012, the Company incurred legal services aggregating $7 and $3, respectively, from Constantine Georgiopoulos, the father of Peter C. Georgiopoulos, Chairman of the Board. At June 30, 2013 and December 31, 2012, the amount due to Constantine Georgiopoulos was $7 and $0, respectively.
GS&T and Baltic Trading have entered into agreements with Aegean Marine Petroleum Network, Inc. (“Aegean”) to purchase lubricating oils for certain vessels in their fleets. Peter C. Georgiopoulos, Chairman of the Board of the Company, is Chairman of the Board of Aegean. During the six months ended June 30, 2013 and 2012, Aegean supplied lubricating oils to the Company’s vessels aggregating $746 and $761, respectively. At June 30, 2013 and December 31, 2012, $245 and $278 remained outstanding, respectively.
During the six months ended June 30, 2013 and 2012, the Company invoiced MEP for technical services provided and expenses paid on MEP’s behalf aggregating $1,708 and $1,682, respectively. Peter C. Georgiopoulos, Chairman of the Board, controls and has a minority interest in MEP. At June 30, 2013 and December 31, 2012, $4 and $5, respectively, was due to the Company from MEP. Total service revenue earned by the Company for technical service provided to MEP for the six months ended June 30, 2013 and 2012 was $1,629 and $1,638, respectively.
9 - DEBT
Long-term debt consists of the following:
|
|
|
June 30, 2013 |
|
December 31, 2012 |
| ||
|
|
|
|
|
|
| ||
|
2007 Credit Facility |
|
$ |
1,055,912 |
|
$ |
1,055,912 |
|
|
$100 Million Term Loan Facility |
|
75,484 |
|
75,484 |
| ||
|
$253 Million Term Loan Facility |
|
180,793 |
|
180,793 |
| ||
|
2010 Baltic Trading Credit Facility |
|
102,250 |
|
101,250 |
| ||
|
Less: Current portion |
|
(1,312,189 |
) |
— |
| ||
|
|
|
|
|
|
| ||
|
Long-term debt |
|
$ |
102,250 |
|
$ |
1,413,439 |
|
2007 Credit Facility
On July 20, 2007, the Company entered into a credit facility with DnB NOR Bank ASA (as amended, the “2007 Credit Facility”). The maximum amount that may be borrowed under the 2007 Credit Facility at June 30, 2013 is $1,055,912. As of June 30, 2013, the Company has utilized its maximum borrowing capacity under the 2007 Credit Facility.
The maximum leverage ratio covenant and minimum permitted consolidated interest ratio covenants are currently waived for the periods ending on and including December 31, 2013 pursuant to the August 1, 2012 agreements to amend or waive certain provisions of the agreements for the 2007 Credit Facility, $100 Million Term Loan Facility and the $253 Million Term Loan Facility (as defined below) (the “August 2012 Agreements”). Additionally, the collateral maintenance financial covenant is currently waived until the Company can represent that it is in compliance with all of its financial covenants. The Company’s cash dividends and share repurchases have been suspended until the collateral maintenance financial covenant can be satisfied.
The gross interest-bearing debt to total capital covenant ends during the period ending on and including December 31, 2013 pursuant to the August 2012 Agreements. This covenant limits the ratio of the Company’s interest-bearing indebtedness to the sum of
its interest-bearing indebtedness and its consolidated net worth in accordance with U.S. GAAP to 62.5% on the last day of any fiscal quarter during the waiver period.
Additionally, pursuant to the August 2012 Agreements, the total applicable margin over LIBOR payable on the principal amount of debt outstanding increased from 2.0% to 3.0% per annum. The minimum cash balance required was also increased from $500 to $750 per vessel mortgaged under this facility pursuant to the August 2012 Agreements.
Pursuant to the amendment to the 2007 Credit Facility which was entered into on December 21, 2011, the Company was subject to a facility fee of 2.0% per annum on the average daily outstanding principal amount of the loans outstanding, payable quarterly in arrears, which was subject to a reduction to 1.0% if the Company consummated an equity offering resulting in an aggregate amount of $50,000 of gross proceeds. On February 28, 2012, the Company completed an equity offering of 7,500,000 shares which resulted in gross proceeds of $53,250. As such, effective February 28, 2012, the facility fee was reduced to 1.0%.
As of June 30, 2013, the Company believes it is in compliance with all of the financial covenants under its 2007 Credit Facility, as amended. However, the Company believes it is probable that the Company will not be in compliance with certain covenants at measurement dates within the twelve months of March 31, 2013. As such, the debt outstanding under this facility of $1,055,912 was classified as a current liability in the condensed consolidated balance sheet beginning March 31, 2013 and remained classified as a current liability as of June 30, 2013.
At June 30, 2013, there were no letters of credit issued under the 2007 Credit Facility.
$100 Million Term Loan Facility
On August 12, 2010, the Company entered into the $100,000 secured term loan facility (“$100 Million Term Loan Facility”). As of June 30, 2013, the Company has utilized its maximum borrowing capacity of $100,000. The Company has used the $100 Million Term Loan Facility to fund or refund the Company a portion of the purchase price of the acquisition of five vessels from companies within the Metrostar group of companies. As of June 30, 2013, there was no availability under the $100 Million Term Loan Facility.
Pursuant to the amendments to the $100 Million Term Loan Facility that were entered into on December 21, 2011 and the August 2012 Agreements, the maximum leverage ratio covenant and the minimum permitted consolidated interest ratio covenant are currently waived for the periods ending on and including December 31, 2013.
As of June 30, 2013, the Company believes it is in compliance with all of the financial covenants under the $100 Million Term Loan Facility, as amended. However, as of June 30, 2013, the Company believes it is probable that the Company will not be in compliance with certain covenants at measurement dates within the next twelve months. As such, the debt outstanding under this facility of $75,484 was classified as a current liability in the condensed consolidated balance sheet beginning March 31, 2013 and remained classified as a current liability as of June 30, 2013.
$253 Million Term Loan Facility
On August 20, 2010, the Company entered into the $253,000 senior secured term loan facility (“$253 Million Term Loan Facility”). As of June 30, 2013, the Company has utilized its maximum borrowing capacity of $253,000 to fund or refund to the Company a portion of the purchase price of the 13 vessels purchased from Bourbon SA during the third quarter of 2010 and first quarter of 2011. As of June 30, 2013, there was no availability under the $253 Million Term Loan Facility.
Pursuant to the amendments to the $253 Million Term Loan Facility that were entered into on December 21, 2011 and August 2012 Agreements, the maximum leverage ratio covenant and the minimum permitted consolidated interest ratio covenant are currently waived for the periods ending on and including December 31, 2013.
As of June 30, 2013 and December 31, 2012, the Company has deposited $9,750 that has been reflected as restricted cash. Restricted cash will be released only if the underlying collateral is sold or disposed of.
As of June 30, 2013, the Company believes it is in compliance with all of the financial covenants under the $253 Million Term Loan Facility, as amended. However, as of June 30, 2013, the Company believes it is probable that the Company will not be in compliance with certain covenants at measurement dates within the next twelve months. As such, the debt outstanding under this facility of $180,793 was classified as a current liability and the restricted cash related to this facility was classified as a current asset in the condensed consolidated balance sheet beginning March 31, 2013 and remained classified as a current liability and a current asset, respectively, as of June 30, 2013.
2010 Baltic Trading Credit Facility
On April 16, 2010, Baltic Trading entered into a $100,000 senior secured revolving credit facility with Nordea Bank Finland plc, acting through its New York branch (as amended, the “2010 Baltic Trading Credit Facility”). An amendment to the 2010 Baltic Trading Credit Facility was entered into by Baltic Trading effective November 30, 2010. Among other things, this amendment increased the commitment amount of the 2010 Baltic Trading Credit Facility from $100,000 to $150,000. The total available working capital borrowings of $25,000 are subject to the total remaining availability under the 2010 Baltic Trading Credit Facility. Pursuant to the amended 2010 Baltic Trading Credit Facility, the total commitment of $150,000 will be reduced in 11 consecutive semi-annual reduction of $5,000 which commenced on the six month anniversary of the effective date, or May 31, 2011. As of June 30, 2013, $22,750 remained available under the 2010 Credit Facility as the total commitment was reduced to $125,000 on May 31, 2013. Of the $22,750 available under the 2010 Credit Facility, $22,500 was available for working capital borrowings as $1,500 was drawn down during 2010 and $1,000 was drawn down on May 9, 2013 for working capital purposes.
As of June 30, 2013, the Company believes Baltic Trading is in compliance with all of the financial covenants under the 2010 Baltic Trading Credit Facility.
Interest payable
As required under the August 2012 Agreements, lenders under the 2007 Credit Facility will receive a fee equal to 1.25% of the principal amount outstanding following such prepayment, or $13,199, on the earlier date of the maturity date of this facility or the date on which all obligations under this facility have been paid in full. The $13,199 was classified as current liability in the condensed consolidated balance sheet beginning March 31, 2013 and remained classified as a current liability as of June 30, 2013, consistent with the classification of the principal amount of the 2007 Credit Facility.
Interest rates
The following tables sets forth the effective interest rate associated with the interest expense for the Company’s debt facilities noted above, including the rate differential between the pay fixed, receive variable rate on the interest rate swap agreements that were in effect (refer to Note 11 — Interest Rate Swap Agreements), combined, the cost associated with unused commitment fees as well as the facility fee for the 2007 Credit Facility which was reduced from 2.0% to 1.0% on February 28, 2012 as noted above. Additionally, it includes the range of interest rates on the debt, excluding the impact of swaps and unused commitment fees:
|
|
|
For the Three Months Ended June 30, |
|
For the Six Months Ended June 30, |
| ||||
|
|
|
2013 |
|
2012 |
|
2013 |
|
2012 |
|
|
Effective Interest Rate |
|
4.72 |
% |
4.10 |
% |
4.73 |
% |
4.58 |
% |
|
Range of Interest Rates (excluding impact of swaps and unused commitment fees) |
|
3.19% to 4.31 |
% |
3.24% to 3.63 |
% |
3.19% to 4.38 |
% |
3.24% to 4.63 |
% |
10 — CONVERTIBLE SENIOR NOTES
The Company issued $125,000 of 5.0% Convertible Senior Notes on July 27, 2010. The Indenture includes customary agreements and covenants, including with respect to events of default.
The following tables provide additional information about the Company’s 2010 Notes:
|
|
|
June 30, 2013 |
|
December 31, |
| ||
|
Carrying amount of the equity component (additional paid-in capital) |
|
$ |
24,375 |
|
$ |
24,375 |
|
|
Principal amount of the 2010 Notes |
|
125,000 |
|
125,000 |
| ||
|
Unamortized discount of the liability component |
|
11,694 |
|
14,082 |
| ||
|
Net carrying amount of the liability component |
|
113,306 |
|
110,918 |
| ||
|
|
|
For the Three Months Ended |
|
For the Six Months Ended |
| ||||||||
|
|
|
2013 |
|
2012 |
|
2013 |
|
2012 |
| ||||
|
Effective interest rate on liability component |
|
10.0 |
% |
10.0 |
% |
10.0 |
% |
10.0 |
% | ||||
|
Cash interest expense recognized |
|
$ |
1,571 |
|
$ |
1,554 |
|
$ |
3,112 |
|
$ |
3,116 |
|
|
Non-cash interest expense recognized |
|
1,209 |
|
1,097 |
|
2,388 |
|
2,188 |
| ||||
|
Non-cash deferred financing amortization costs included in interest expense |
|
179 |
|
179 |
|
356 |
|
359 |
| ||||
The remaining period over which the unamortized discount will be recognized is 2.13 years. As of June 30, 2013, the if-converted value of the 2010 Notes does not exceed their principal amount.
The Company believes it is probable that the Company will not be in compliance with certain covenants under its credit facilities at measurement dates within the twelve months after March 31, 2013. If such a default occurs, the Company may also be in default under the Indenture for the 2010 Notes. A default would occur under the Indenture, following applicable notice and expiration of applicable cure periods, if the Company fails to pay indebtedness in excess of $50 million at final maturity (or when otherwise due) or if such indebtedness is accelerated. As such, the 2010 Notes were classified as a current liability in the condensed consolidated balance sheet beginning March 31, 2013 and remained classified as a current liability as of June 30, 2013.
11 - INTEREST RATE SWAP AGREEMENTS
As of June 30, 2013 and December 31, 2012, the Company had four and five interest rate swap agreements outstanding, respectively, with DnB Bank ASA to manage interest costs and the risk associated with changing interest rates related to the Company’s 2007 Credit Facility. The total notional principal amount of the swaps at June 30, 2013 and December 31, 2012 was $306,233 and $356,233, respectively, and the swaps have specified rates and durations.
The following table summarizes the interest rate swaps designated as cash flow hedges that were in place as of June 30, 2013 and December 31, 2012:
|
|
|
|
|
|
|
|
|
June 30, 2013 |
|
December 31, |
| ||
|
Interest Rate Swap Detail |
|
Notional |
|
Notional |
| ||||||||
|
Trade |
|
Fixed |
|
Start Date |
|
End date |
|
Amount |
|
Amount |
| ||
|
Date |
|
Rate |
|
of Swap |
|
of Swap |
|
Outstanding |
|
Outstanding |
| ||
|
9/6/05 |
|
4.485 |
% |
9/14/05 |
|
7/29/15 |
|
$ |
106,233 |
|
$ |
106,233 |
|
|
3/29/06 |
|
5.25 |
% |
1/2/07 |
|
1/1/14 |
|
50,000 |
|
50,000 |
| ||
|
3/24/06 |
|
5.075 |
% |
1/2/08 |
|
1/2/13 |
|
— |
|
50,000 |
| ||
|
1/9/09 |
|
2.05 |
% |
1/22/09 |
|
1/22/14 |
|
100,000 |
|
100,000 |
| ||
|
2/11/09 |
|
2.45 |
% |
2/23/09 |
|
2/23/14 |
|
50,000 |
|
50,000 |
| ||
|
|
|
|
|
|
|
|
|
|
|
|
| ||
|
|
|
|
|
|
|
|
|
$ |
306,233 |
|
$ |
356,233 |
|
The following table summarizes the derivative asset and liability balances at June 30, 2013 and December 31, 2012:
|
|
|
Asset Derivatives |
|
Liability Derivatives |
| ||||||||||||
|
|
|
Balance |
|
Fair Value |
|
Balance |
|
Fair Value |
| ||||||||
|
|
|
Sheet |
|
June 30, |
|
December |
|
Sheet |
|
June 30, |
|
December |
| ||||
|
Derivatives designated as hedging instruments |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
Interest rate contracts |
|
Fair value of derivative instruments (Current Assets) |
|
$ |
— |
|
$ |
— |
|
Fair value of derivative instruments (Current Liabilities) |
|
$ |
11,370 |
|
$ |
7 |
|
|
Interest rate contracts |
|
Fair value of derivative instruments (Noncurrent Assets) |
|
— |
|
— |
|
Fair value of derivative instruments (Noncurrent Liabilities) |
|
— |
|
16,045 |
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
Total derivatives designated as hedging instruments |
|
|
|
— |
|
— |
|
|
|
11,370 |
|
16,052 |
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
Total Derivatives |
|
|
|
$ |
— |
|
$ |
— |
|
|
|
$ |
11,370 |
|
$ |
16,052 |
|
As of June 30, 2013, the Company believes it is probable that the Company will not be in compliance with certain covenants under its credit facilities at measurement dates within the next twelve months. If such a default occurs, the Company may also be in
default under the terms of the interest rate swap agreements. Accordingly, one swap previously classified as a long-term liability was classified as a current liability in the condensed consolidated balance sheet beginning March 31, 2013 and remained classified as a current liability as of June 30, 2013.
The following tables present the impact of derivative instruments and their location within the Condensed Consolidated Statement of Operations:
The Effect of Derivative Instruments on the Condensed Consolidated Statement of Operations
For the Three-Month Period Ended June 30, 2013
|
Derivatives in Cash |
|
Amount of |
|
Location of |
|
Amount of |
|
Location of |
|
Amount of |
| |||
|
Relationships |
|
2013 |
|
Portion) |
|
2013 |
|
Portion) |
|
2013 |
| |||
|
Interest rate contracts |
|
$ |
(91 |
) |
Interest Expense |
|
$ |
(2,477 |
) |
Other Income (Expense) |
|
$ |
(2 |
) |
The Effect of Derivative Instruments on the Condensed Consolidated Statement of Operations
For the Three-Month Period Ended June 30, 2012
|
Derivatives in Cash |
|
Amount of |
|
Location of |
|
Amount of |
|
Location of |
|
Amount of |
| |||
|
Relationships |
|
2012 |
|
Portion) |
|
2012 |
|
Portion) |
|
2012 |
| |||
|
Interest rate contracts |
|
$ |
(786 |
) |
Interest Expense |
|
$ |
(2,902 |
) |
Other Income (Expense) |
|
$ |
19 |
|
The Effect of Derivative Instruments on the Condensed Consolidated Statement of Operations
For the Six-Month Period Ended June 30, 2013
|
Derivatives in Cash |
|
Amount of |
|
Location of |
|
Amount of |
|
Location of |
|
Amount of |
| |||
|
Relationships |
|
2013 |
|
Portion) |
|
2013 |
|
Portion) |
|
2013 |
| |||
|
Interest rate contracts |
|
$ |
(229 |
) |
Interest Expense |
|
$ |
(4,916 |
) |
Other Income (Expense) |
|
$ |
(5 |
) |
The Effect of Derivative Instruments on the Condensed Consolidated Statement of Operations
For the Six-Month Period Ended June 30, 2012
|
Derivatives in Cash |
|
Amount of |
|
Location of |
|
Amount of |
|
Location of |
|||