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Global Ship Lease sees Q3 profit quadruple

Global Ship Lease, an owner of containerships, announced its unaudited results for the three and nine month periods ended September 30, 2021.

Third Quarter 2021 and Year To Date Highlights

– Reported operating revenue of $138.6 million for the third quarter 2021. Operating revenue for the nine months ended September 30, 2021 was $294.4 million.

– Reported net income available to common shareholders of $62.9 million for the third quarter 2021 after a prepayment fee of $0.2 million on the repayment of the Hayfin Facility, giving normalized net income(3) for the quarter of $63.1 million.

– For the nine months ended September 30, 2021, net income available to common shareholders was $97.1 million, after $5.8 million premium paid on the full optional redemption of our outstanding 9.875% Senior Secured Notes due 2022 (“2022 Notes”) on January 20, 2021, associated non-cash write offs of deferred financing charges of $3.7 million and of original issue discount of $1.1 million, a non-cash charge of $1.3 million for accelerated stock based compensation expense, a prepayment fee of $1.6 million on the partial repayment of the Blue Ocean Junior Credit Facility, a prepayment fee of $1.4 million on the completion of the refinancing of the Odyssia Credit Facilities, a prepayment fee of $0.2 million on the repayment of Hayfin Facility and a $7.8 million net gain from the sale of La Tour, giving normalized net income (3) for the nine months of $104.6 million.

– Generated $72.7 million of Adjusted EBITDA(3) for the third quarter 2021. Adjusted EBITDA(3) for the nine months ended September 30, 2021 was $166.5 million.

– Earnings per share for the third quarter of 2021, as reported, was $1.73. Normalized earnings per share (3) for the third quarter of 2021 was $1.74. Earnings per share for the nine months ended September 30, 2021, as reported, was $2.80. Normalized earnings per share (3) for the nine months ended September 30, 2021 was $3.01.

– Declared a dividend of $0.25 per Class A common share for the third quarter of 2021 to be paid on December 2, 2021 to common shareholders of record as of November 22, 2021. Paid a dividend of $0.25 per Class A common share for the second quarter 2021 on September 3, 2021 to common shareholders of record as of August 23, 2021.

– During the third quarter 2021, raised $16.9 million net proceeds under the ATM program for the 8.75% Series B Preferred Shares (“Series B Preferred Shares”). During the period from October 1, 2021 through November 9, 2021, a further $0.03 million net proceeds was raised under this ATM program and since the inception of this ATM program in December 2019, a total of $71.4 million net proceeds has been raised, providing non-dilutive funding and facilitating both growth and the refinancing of more expensive debt. As of September 30, 2021, we had 43,579 Series B Preferred Shares outstanding.

– On June 8, 2021, announced the agreement to purchase 12 containerships from Borealis Finance LLC (the “Borealis Fleet”), with an average size of approximately 3,000 TEU and a weighted average age of 11 years for an aggregate purchase price of $233.9 million. All of these vessels were delivered in July 2021.

– The total outstanding on our Senior Unsecured Notes due 2024 (the “2024 Notes”) as at September 30, 2021 was $117.5 million, which includes the issuance in July 2021 of $35.0 million aggregate principal amount of the 2024 Notes to the sellers of the Borealis Fleet, as part of the consideration. Since the inception of the ATM program for the 2024 Notes in November 2019, a total of $50.9 million net proceeds has been raised. We did not sell any 2024 Notes under our ATM program in the third quarter of 2021.

– On June 16, 2021, announced the agreement to purchase four 5,470 TEU ultra-high reefer capacity Panamax containerships with an average age of approximately 11 years for an aggregate purchase price of $148.0 million. Three of these vessels were delivered to us in September 2021 and the remaining vessel was delivered on October 13, 2021. All 23 ships acquired year-to-date have now been delivered and are on charter.

– On August 20, 2021, S&P upgraded the Corporate Family Rating to BB- from B+.

– On August 27, 2021, entered into a term loan facility of $12.0 million with Sinopac Capital International (HK) Limited to refinance the Hayfin Facility, which was the last facility maturing in 2022. There are now no material debt maturities until May 2024.

– On September 1, 2021, announced the purchase and retirement of 521,650 shares for $10.0 million, reducing our issued and outstanding shares to 36,216,803 as of that date.

– Between January 1 and November 9, 2021, including the charters on the 23 ships purchased year to date, added 48 charters (including extensions), representing approximately $1.25 billion of contracted revenues and $929.0 million of expected aggregate Adjusted EBITDA(3), calculated on the basis of the median firm periods of the respective charters. 25 charters were for 1,100 – 3,500 TEU feeder ships, nine were for 4,250 – 5,470 TEU Panamax ships, and 14 were for 5,900 – 6,800 TEU Post-Panamaxes. Charter durations ranged from approximately 21 months to five years, with shorter durations for the smaller ships and longer durations for the larger ships. Rates were up significantly against those previously contracted.

George Youroukos, Executive Chairman of Global Ship Lease, stated, “Driven by the continued strength of underlying containerized freight volumes, supply chain congestion that shows little sign of near-term resolution, and the heightened competition between the liner companies to secure containership capacity, the demand for high-quality mid-sized and smaller containerships like those in the GSL fleet is as strong as it has ever been. With few new vessels delivering in our target size segments through at least 2023/2024, liner companies have been willing to pay attractive charter rates well above those available in the market in recent years. Moreover, liners have been eager to secure that capacity for extended durations spanning multiple years, significantly longer than has been the case historically and well aligned with GSL’s strategic preference to lock in value over time and provide forward visibility on cash flows while reinforcing our long-term relationships with our customers. As the factors driving both the demand for containerships and the limitations to supply growth appear to be increasingly durable, particularly as forthcoming environmental regulations in 2023 are expected to reduce the operating speed and thus the effective capacity of the global fleet, we are confident that the conditions are in place to sustain this tight containership market for some time to come.”

“We have taken numerous steps to translate this extraordinary market environment into sustainable, long-term benefits for GSL, adding 48 charters in the year-to-date for incremental contracted revenues of $1.25 billion of contracted revenues and almost $930 million of expected Adjusted EBITDA(3) over durations ranging from 21 months to five years. Notably, we have grown our fleet by more than 50% while maintaining strict pricing discipline and selectivity in regards to vessel specifications, condition, and chartering prospects. All of the vessels that we agreed to acquire earlier in the year have now been delivered with attractive charters in place and are set to provide full earnings contribution from mid October, when the twenty-third vessel was delivered. The economics of the twelve-ship deal we announced in June are even stronger than originally anticipated, with five of the nearer-term availability ships now forward fixed, at superior rates, on charters agreed since the transaction closed. Moving forward, our long-term contracted cashflows from a diversified group of strong liner counterparties put us in an excellent position to maintain strategic discipline and selectivity in regards to additional growth opportunities, all the while providing an attractive and well supported dividend for our shareholders.”

Ian Webber, Chief Executive Officer of Global Ship Lease, commented, “As we have expanded our portfolio of long-term contracted cashflows with our liner company customers who themselves have rapidly improving balance sheets, we have repeatedly found opportunities to improve our own balance sheet in ways that will benefit GSL for the long term. In the year-to-date, we have refinanced $383.1 million of debt, reducing our blended cost of debt from 6.3% to 4.9%, while eliminating all debt maturities until May 2024. This significant progress was acknowledged most recently by S&P’s upgrade of GSL’s Corporate Family Rating to BB- from B+, unlocking still further opportunities to sustain the virtuous cycle of balance sheet enhancement and reduction in the cost of debt that we have achieved since our strategic combination with Poseidon in 2018. In the third quarter, we opportunistically repurchased and retired 521,650 of our common shares at an attractive price, for total consideration of $10 million. At the same time, our Executive Chairman purchased a further 521,650 common shares for $10 million. In this highly supportive environment, we aim to continue pursuing a range of value-creative opportunities to strengthen our balance sheet, enhance our financial and strategic flexibility, and ensure that we achieve the greatest possible long-term benefit for our shareholders.”

SELECTED FINANCIAL DATA – UNAUDITED

(thousands of U.S. dollars)

Three Three Nine Nine
months
ended
months
ended
months
ended
months
ended
September
30, 2021
September
30, 2020
September
30, 2021
September
30, 2020
Operating Revenue (1) 138,574 70,520 294,425 212,843
Operating Income 79,644 28,834 155,320 78,912
Net Income (2) 62,913 13,590 97,137 26,816
Adjusted EBITDA (3) 72,740 41,525 166,492 124,515
Normalized Net Income (3) 63,088 13,834 104,586 38,254

(1) Operating Revenue is net of address commissions which represents a discount provided directly to a charterer based on a fixed percentage of the agreed upon charter rate and includes the amortization of intangible liabilities. Brokerage commissions are included in “Time charter and voyage expenses”.

(2) Net Income available to common shareholders.

(3) Adjusted EBITDA, Normalized Net Income and Normalized Earnings Per Share are non-U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) financial measures, as explained further in this press release, and are considered by Global Ship Lease to be a useful measure of its performance. For reconciliations of these non-U.S. GAAP financial measure to net income or earnings per share as reported, the most directly comparable U.S. GAAP financial measures, please see “Reconciliation of Non-U.S. GAAP Financial Measures” below.

Revenue and Utilization

Revenue from fixed-rate, mainly long-term, time-charters was $138.6 million in the three months ended September 30, 2021, up $68.1 million (or 96.6%) on revenue of $70.5 million for the prior year period. The period-on-period increase in revenue was principally due to (i) a 34.1% increase in ownership days, due to a net increase of 22 vessels since October 1, 2020, of which 16 were delivered during the third quarter 2021, resulting in 5,334 ownership days in the quarter, compared to 3,977 in the third quarter 2020, (ii) increased revenue on charter renewals at higher rates on multiple vessels since October 1, 2020 (iii) $24.2 million credit from amortization of intangible liabilities arising on below-market charters attached to vessel additions in the third quarter 2021, (iv) $8.5 million due to the modification of time charter contracts with a direct continuation at a different rate with the same charterer and, (v) less idle time, down to 13 days in the third quarter 2021 from 62 in the third quarter 2020 offset by an increase in unplanned offhire days from 20 in the third quarter of 2020 to 137 days in the same quarter of 2021 and an increase in planned offhire days from 125 in the third quarter of 2020 to 190 in the same quarter of 2021. The 137 days of unplanned offhire in the third quarter of 2021 includes two incidents totaling 78 days and 26 days for deviations due to Covid for crew changes on five vessels. The 190 days of planned offhire for drydockings in the third quarter 2021 were attributable to five regulatory drydockings. In the comparative period of 2020, the 125 days of offhire for drydockings were mainly attributable to three drydockings; two for extended scrubber installation and one for regulatory reasons that completed during the quarter. Utilization for the third quarter of 2021 was 93.6% compared to utilization of 94.8% in the same period of the prior year.

For the nine months ended September 30, 2021, revenue was $294.4 million, up $81.6 million (or 38.3%) on revenue of $212.8 million in the comparative period, mainly due to the factors noted above.

The table below shows fleet utilization for the three and nine months ended September 30, 2021 and 2020, and for the years ended December 31, 2020, 2019, 2018 and 2017.

Three months ended Nine months ended
September 30, September 30, September 30, September 30, Dec 31, Dec 31, Dec 31, Dec 31,
Days 2021 2020 2021 2020 2020 2019 2018 2017
Ownership days 5,334 3,977 13,459 12,088 16,044 14,326 7,675 6,570
Planned offhire – scheduled drydock (190) (125) (385) (559) (687) (537) (34) (62)
Unplanned offhire (137) (20) (198) (79) (95) (105) (17) (40)
Idle time (13) (62) (40) (312) (338) (164) (47)
Operating days 4,994 3,770 12,836 11,138 14,924 13,520 7,577 6,468
Utilization 93.6% 94.8% 95.4% 92.1% 93.0% 94.4% 98.7% 98.4%

Four drydockings for regulatory requirements were completed in the quarter and, as of September 30, 2021, one such drydocking was in progress. In the remaining quarter of 2021, we anticipate nine further drydockings, six scheduled and three brought forward for commercial reasons.

Vessel Operating Expenses

Vessel operating expenses, which primarily include costs of crew, lubricating oil, repairs, maintenance, insurance and technical management fees, were up 35.0% to $34.3 million for the third quarter 2021, compared to $25.4 million in the comparative period. The increase of $8.9 million was mainly due to 1,357 or 34.1% net additional ownership days in the third quarter 2021 as the result of the net increase of 22 vessels since October 1, 2020, of which 16 were delivered during the third quarter 2021. The average cost per ownership day in the quarter was $6,428, compared to $6,397 for the prior year period, up $31 per day, or 0.5%.

For the nine months ended September 30, 2021, vessel operating expenses were $86.7 million, or an average of $6,441 per day, compared to $75.1 million in the comparative period, or $6,215 per day, an increase of $226 per ownership day, or 3.6%.

Time Charter and Voyage Expenses

Time charter and voyage expenses comprise mainly commission paid to ship brokers, the cost of bunker fuel for owner’s account when a ship is off-hire or idle and miscellaneous owner’s costs associated with a ship’s voyage. Time charter and voyage expenses were $4.4 million for the third quarter 2021, compared to $2.5 million in the third quarter of 2020. The increase was mainly due to the net increase of 22 vessels since October 1, 2020, of which 16 were delivered during the third quarter 2021, plus the increase in unplanned off hire days resulting in higher costs for bunker fuel for owner’s account.

For the nine months ended September 30, 2021, time charter and voyage expenses were $8.3 million, or an average of $617 per day, compared to $8.7 million in the comparative period, or $721 per day, a decrease of $104 per ownership day, or 14.4%.

Depreciation and Amortization

Depreciation and amortization for the third quarter 2021 was $16.8 million, compared to $11.8 million in the third quarter of 2020. The increase was mainly due to the net increase of 22 vessels since October 1, 2020, of which 16 were delivered during the third quarter 2021 and the 10 drydockings that have been completed since October 1, 2020, including four drydockings for vessels acquired in 2021.

Depreciation for the nine months ended September 30, 2021 was $42.3 million, compared to $35.0 million in the comparative period, with the increase being due mainly to the reasons noted above.

Gain on sale of vessel and impairment of vessels

The 2001-built, 2,272 TEU containership, La Tour, was sold on June 30, 2021 for net proceeds of $16.5 million resulting in a gain of $7.8 million. As of March 31, 2020, we had an expectation that the 1999-built, 2,200 TEU feeder ships, GSL Matisse and Utrillo, would be sold before the end of their previously estimated useful life, and as a result performed an impairment test of these two asset groups and an impairment charge of $7.6 million was recognized. An additional impairment charge of $0.9 million was recognized on these two vessels in the three months ended June 30, 2020 for a total of $8.5 million in the nine month period ended September 30, 2020. The two vessels were sold in July 2020.

General and Administrative Expenses

General and administrative expenses were $3.4 million in the third quarter 2021, compared to $1.6 million in the third quarter of 2020. The increase was mainly due to social tax costs related to vesting of stock awards and increased levels of activity. The average general and administrative expense per ownership day for the third quarter 2021 was $642, compared to $407 in the comparative period, an increase of $235 or 57.7%.

For the nine months ended September 30, 2021, general and administrative expenses were $9.6 million, compared to $6.4 million in the comparative period mainly due to the non-cash effect of accelerated stock based compensation expense recognized in the first quarter of 2021. The average general and administrative expense per ownership day for the nine-month period ended September 30, 2021 was $710, compared to $528 in the comparative period, an increase of $182 or 34.5%.

Adjusted EBITDA

Adjusted EBITDA was $72.7 million for the third quarter 2021, up from $41.5 million for the third quarter of 2020, with the net increase being mainly due to the increased operating days and a net increase of 22 vessels since October 1, 2020.

Adjusted EBITDA for the nine months ended September 30, 2021 was $166.5 million, compared to $124.5 million for the comparative period, with the increase being due to the reason noted above.

Interest Expense and Interest Income

Debt as at September 30, 2021 totaled $1,093.4 million, comprising $820.0 million secured debt collateralized by vessels, $155.9 million from sale and leaseback financing transactions and $117.5 million of unsecured indebtedness on our 2024 Notes. As of September 30, 2021, none of our vessels were unencumbered.

Debt at September 30, 2020 totaled $830.3 million, comprising $265.1 million of indebtedness on our 2022 Notes and $4.7 million of indebtedness under a secured term loan, both cross collateralized by 16 vessels in the legacy GSL fleet, $501.5 million other secured debt collateralized by our other vessels, and $59.0 million of unsecured indebtedness on our 2024 Notes. As of September 30, 2020, five of our vessels were unencumbered.

Interest and other finance expenses for the third quarter 2021 were $15.0 million, the same as in the comparative period. The effect of full repayment of our higher interest rate 2022 Notes in January 2021 and the partial repayment of our higher interest rate Blue Ocean Junior Credit Facility in February 2021 was offset by the interest on new loans with Hamburg Commercial Bank AG (“HCOB”) and new sale and leaseback agreements with Neptune Maritime Leasing (“Neptune”) and with CMB Financial Leasing Co. Ltd. (“CMBFL”), all for vessel additions.

Interest and other finance expenses for the nine months ended September 30, 2021 were $54.3 million, an increase of $3.8 million, or 7.5%, on the interest and other finance expenses for the comparative period, of $50.5 million. The increase was mainly due to $5.8 million premium paid on the redemption in full of our 2022 Notes in January 2021 compared to $2.3 million premium paid on the redemption $46.0 million of the 2022 Notes in March 2020, the non-cash write off of deferred financing charges of $3.7 million and of original issue discount of $1.1 million associated with the redemption of the 2022 Notes, the prepayment fee of $1.6 million paid on the partial repayment of our Blue Ocean Junior Credit Facility, the prepayment fee of $1.4 million paid on the repayment and completion of the refinancing of our Odyssia Credit Facilities and interest on new loans with HCOB and new sale and leaseback agreements with Neptune and CMBFL, all for vessel additions, offset by a decrease in LIBOR.

Interest income for the third quarter 2021 was $0.01 million, compared to $0.1 million for the third quarter of 2020.

Interest income for the nine months period ended September 30, 2021 was $0.4 million, compared to $0.9 million for the comparative period.

Other Income, Net

Other income, net was $0.8 million in the three months ended September 30, 2021, compared to income of $0.7 million in the third quarter of 2020.

Other income, net was $1.7 million in the nine months period ended September 30, 2021, compared to income of $0.4 million in the comparative period.

Taxation

Taxation for the three months ended September 30, 2021 was a credit of $0.06 million, compared to a credit of $0,05 million in the third quarter of 2020.

Taxation for the nine months ended September 30, 2021 was a credit of $0.06 million, compared to a credit of $0.05 million in the nine months ended September 30, 2020.

Earnings Allocated to Preferred Shares

Our Series B Preferred Shares carry a coupon of 8.75%, the cost of which for the third quarter 2021 was $2.4 million, compared to $1.0 million for the third quarter of 2020. The increase was due to additional Series B Preferred Shares issued under our ATM program since October 1, 2020. The cost was $5.9 million in the nine months ended September 30, 2021, compared to $2.7 million for the comparative period.

Net Income Available to Common Shareholders

Net income available to common shareholders for the three months ended September 30, 2021 was $62.9 million, including the prepayment fee of $0.2 million on the completion of the refinancing of our Hayfin Credit Facility. Net income available to common shareholders for the prior period was $13.6 million including $0.2 million loss from the sale of GSL Matisse and Utrillo. Earnings per share for the three months ended September 30, 2021 was $1.73. Earnings per share for the comparative period was $0.44.

Net income available to common shareholders for the nine months ended September 30, 2021 was $97.1 million, including the $7.8 million net gain on the sale of La Tour, the prepayment fee of $1.6 million on the partial repayment of our Blue Ocean Junior Credit Facility, the prepayment fee of $1.4 million on the completion of the refinancing of our Odyssia Credit Facilities, the prepayment fee of $0.2 million on the repayment of our Hayfin Credit Facility, the non-cash effect of $1.3 million for accelerated stock based compensation expense due to vesting and new awards of fully vested incentive shares, $5.8 million premium paid on the redemption in full of our 2022 Notes in January 2021, and associated accelerated amortization of $3.7 million deferred financing charges and $1.1 million original issue discount. Net income available to common shareholders for the prior period was $26.8 million, after a non-cash impairment charge of $8.5 million, $0.2 million loss on sale of two ships, $2.3 million premium paid on the redemption of $46.0 million of our 2022 Notes in February 2020 and $0.4 million new awards of fully vested incentive shares. Earnings per share for the nine months ended September 30, 2021 was $2.80. Earnings per share for the comparative period was $0.88.

Normalized net income (a non-GAAP financial measure) for the three months ended September 30, 2021, was $63.1 million, before the prepayment fee of $0.2 million paid on the repayment of our Hayfin Credit Facility. Normalized earnings per share for the three months ended September 30, 2021 was $1.74. Normalized net income for the three months ended September 30, 2020, was $13.8 million, before the $0.2 million loss on sale of two ships. Normalized earnings per share for the three months ended September 30, 2020 was $0.45.

Normalized net income for the nine months period ended September 30, 2021 was $104.6 million before the $7.8 million net gain on the sale of La Tour, the prepayment fee of $1.6 million on the partial repayment of our Blue Ocean Junior Credit Facility, the prepayment fee of $1.4 million on the completion of the refinancing of our Odyssia Credit Facilities, the prepayment fee of $0.2 million on the repayment of our Hayfin Credit Facility, the non-cash effect of $1.3 million for accelerated stock based compensation expense, $5.8 million premium paid on the redemption in full of our 2022 Notes in January 2021, the associated accelerated amortization of $3.7 million deferred financing charges and $1.1 million original issue discount. Normalized earnings per share for the nine months ended September 30, 2021 was $3.01. Normalized net income in the comparative period was $38.3 million, before the non-cash impairment charge of $8.5 million, $2.3 million premium paid on the redemption of 2022 Notes, $0.2 million of loss on sale of the two ships and $0.4 million new awards of fully vested incentive shares. Normalized earnings per share for the nine months ended September 30, 2020 was $1.25.

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