SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
Dated:
January 21, 2011
Commission File No. 001-33811
NAVIOS MARITIME PARTNERS L.P.
85 Akti Miaouli Street, Piraeus, Greece 185 38
(Address of Principal Executive Offices)
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form
20-F or Form 40-F:
Form 20-F þ Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(1):
Yes o No þ
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7):
Yes o No þ
Indicate by check mark whether the registrant by furnishing the information contained in this Form
is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes o No þ
On
January 21, 2011, Navios Maritime Partners L.P. (“Navios”)
issued a press release announcing its cash distribution for the
quarter ended December 31, 2010. As of December 31, 2010, there were
outstanding: 41,779,404 common units,
7,621,843 subordinated units, 1,000,000 subordinated Series A units
and 1,028,599 general partnership units. A
copy of the press release is furnished as Exhibit 99.1 to this Report
and is incorporated herein by reference.
On
January 24, 2011, Navios issued a press release announcing its financial results for
the fourth quarter and year ended December 31, 2010. A copy of the press release is
furnished as Exhibit 99.2 to this Report and is incorporated herein by reference.
The
information contained in this Report is hereby incorporated by
reference into the Registration Statements on Form F-3, File Nos. 333-157000 and 333-170284.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
| NAVIOS MARITIME PARTNERS L.P. |
||||
| By: | /s/ Angeliki Frangou | |||
| Angeliki Frangou | ||||
| Chief Executive Officer Date: January 24, 2011 |
||||
EXHIBIT INDEX
| Exhibit No. | Exhibit | |
99.1
|
Press Release dated January 21, 2011 | |
99.2
|
Press Release dated January 24, 2011 | |
Exhibit 99.1
Navios Maritime Partners L.P.
Increases Cash Distribution by 2.4% to $0.43 per Unit
Increases Cash Distribution by 2.4% to $0.43 per Unit
PIRAEUS, GREECE — January 21, 2011 — Navios Maritime Partners L.P. (“Navios Partners”) (NYSE:
NMM) announced today that its Board of Directors has declared a cash distribution of $0.43 per unit
for the quarter ended December 31, 2010. This distribution represents a 2.4% increase over the
prior quarter’s distribution of $0.42 per unit and an annualized distribution of $1.72 per unit.
The cash distribution will be payable on February 14, 2011 to unit holders of record as of February
9, 2011.
About Navios Maritime Partners L.P.
Navios Partners (NYSE:NMM) is a publicly traded master limited partnership which owns and operates
dry cargo vessels. For more information, please visit our website at www.navios-mlp.com.
Forward Looking Statements
This press release contains forward-looking statements (as defined in Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended)
concerning future events and Navios Partners’ growth strategy and measures to implement such
strategy; including expected vessel acquisitions and entering into further time charters. Words
such as “may,” “expects,” “intends,” “plans,” “believes,” “anticipates,” “hopes,” “estimates,” and
variations of such words and similar expressions are intended to identify forward-looking
statements. Such statements include comments regarding expected revenue and time charters. Although
the Navios Partners believes that the expectations reflected in such forward-looking statements are
reasonable, no assurance can be given that such expectations will prove to have been correct. These
statements involve known and unknown risks and are based upon a number of assumptions and estimates
which are inherently subject to significant uncertainties and contingencies, many of which are
beyond the control of Navios Partners. Actual results may differ materially from those expressed or
implied by such forward-looking statements. Factors that could cause actual results to differ
materially include, but are not limited to changes in the demand for dry bulk vessels, competitive
factors in the market in which Navios Partners operates; risks associated with operations outside
the United States; and other factors listed from time to time in the Navios Partners’ filings with
the Securities and Exchange Commission. Navios Partners expressly disclaims any obligations or
undertaking to release publicly any updates or revisions to any forward-looking statements
contained herein to reflect any change in Navios Partners’ expectations with respect thereto or any
change in events, conditions or circumstances on which any statement is based.
Public & Investor Relations Contact:
Navios Maritime Partners L.P.
Investors@navios-mlp.com
+1 (212) 906 8645
Navios Maritime Partners L.P.
Investors@navios-mlp.com
+1 (212) 906 8645
Exhibit 99.2
Navios Maritime Partners L.P.
Reports Financial Results for the Fourth Quarter and Year Ended December 31, 2010
Reports Financial Results for the Fourth Quarter and Year Ended December 31, 2010
| • | 2.4% increase in cash distribution to $0.43 per unit for Q4 2010 | ||
| • | 67.3% increase in quarterly Net Income to $18.4 million | ||
| • | 89.5% increase in quarterly Operating Surplus to $27.1 million | ||
| • | 80.9% increase in quarterly Adjusted EBITDA to $32.2 million |
PIRAEUS, GREECE, January 24, 2011 — Navios Maritime Partners L.P. (“Navios Partners”) (NYSE:
NMM), an owner and operator of dry cargo vessels, today reported its financial results for the
fourth quarter and year ended December 31, 2010.
Ms. Angeliki Frangou, Chairman and Chief Executive Officer of Navios Partners, stated: “We are
pleased to increase our cash distribution per unit for the fourth quarter. This is the third
increase in the last four quarters, and the $0.43 per unit distribution represents an increase of
approximately 5% over the fourth quarter of 2009.”
Ms. Frangou continued, “Overall, 2010 was a good year for Navios Partners. We grew the asset
base substantially by adding 5 new vessels, all with long-term charters. At the same time, we
reduced our leverage ratios. As we look forward, we believe that Navios Partners is well positioned
for growth, and we will continue to pursue opportunities with the goal of growing our asset base,
cash flow and distribution.”
RECENT DEVELOPMENTS
Increase in Cash Distributions
The Board of Directors of Navios Partners declared a cash distribution for the fourth quarter
of 2010 of $0.43 per unit. This represents an increase of 2.4% from the cash distribution of $0.42
per unit declared for the third quarter of 2010. The distribution is payable on February 14, 2011
to holders of record on February 9, 2011.
Vessel Acquisitions
On November 15, 2010, Navios Partners purchased from Navios Maritime Holdings Inc. (“Navios
Holdings”) two vessels with attached charter-out agreements: the Navios Melodia, a 179,132 dwt
Capesize vessel built in 2010, for a price of $78.8 million, and the Navios Fulvia, a 179,263 dwt
Capesize vessel built in 2010, for a price of $98.2 million. The Navios Melodia has been
chartered-out at a net rate of $29,356 per day until September 2022, contributing an annualized
EBITDA of approximately $8.4 million. Navios Fulvia has been chartered-out at a net rate of $50,588
per day until September 2015, contributing an annualized EBITDA of approximately $16.0 million.
Following the acquisitions of the Navios Melodia and Navios Fulvia, Navios Partners’
operational fleet consists of 16 drybulk vessels comprised of one Ultra-Handymax, five Capesize and
ten Panamax vessels. The fleet has a total capacity of approximately 1.7 million dwt and an
average age of approximately 5.0 years.
Credit Facility
1
On December 15, 2010, Navios Partners entered into an amendment to its existing credit
facility (“Credit Facility”) and borrowed an additional $50.0 million under a new tranche to
partially finance the acquisitions of the Navios Melodia and Navios Fulvia. The amendment provides
for, among other things, a new interest rate margin ranging from 1.65% to 1.95% depending on the
applicable loan to value ratio, improved amortization profile with a repayment schedule that begins
in February 2011 and reduction of minimum liquidity by approximately $20.0 million.
Long-Term and Insured Cash Flow
Navios Partners has entered into long-term time charter-out agreements for all 16 vessels with
a remaining average term of 4.6 years, providing a stable base of revenue and distributable cash
flow. Navios Partners has currently contracted out 100.0% for 2011, 94.7% for 2012 and 75.1% for
2013, generating revenues of approximately $176.6 million, $170.1 million and $133.9 million,
respectively. The average contractual daily charter-out rate for the fleet is $30,248, $30,669 and
$32,560 for 2011, 2012 and 2013, respectively. The average daily charter-in rate for the active
long-term charter-in vessels for 2011 is $13,513.
Navios Partners’ charter-out contracts are insured by an AA+ rated European Union governmental
agency.
FINANCIAL HIGHLIGHTS
For the following results and the selected financial data presented herein, Navios Partners
has compiled consolidated statement of operations for the three month period and the year ended
December 31, 2010 and 2009. The quarterly 2010 and 2009 information was derived from the unaudited
condensed consolidated financial statements for the respective periods. Adjusted EBITDA and
Operating Surplus are non-US GAAP financial measures and should not be used in isolation or
substitution for Navios Partners’ results.
| Three Month | Three Month | |||||||||||||||
| Period ended | Period ended | Year ended | Year ended | |||||||||||||
| December 31, | December 31, | December 31, | December 31, | |||||||||||||
| 2010 | 2009 | 2010 | 2009 | |||||||||||||
| (in $ ‘000 except per unit data) | (unaudited) | (unaudited) | (unaudited) | (unaudited) | ||||||||||||
Revenues |
$ | 42,489 | $ | 25,615 | $ | 143,231 | $ | 92,643 | ||||||||
Adjusted EBITDA (1) |
$ | 32,220 | $ | 17,792 | $ | 107,120 | $ | 64,483 | ||||||||
Net income |
$ | 18,397 | $ | 10,982 | $ | 60,511 | $ | 34,322 | ||||||||
Earnings per Common unit (basic and
diluted) |
0.38 | 0.39 | 1.51 | 1.47 | ||||||||||||
Operating Surplus |
$ | 27,050 | $ | 14,274 | $ | 87,653 | $ | 49,186 | ||||||||
Maintenance and Replacement Capital
expenditure reserve |
$ | 4,000 | $ | 2,096 | $ | 14,670 | $ | 7,968 | ||||||||
| (1) | Adjusted EBITDA for the year ended December 31, 2009 represents net income before interest, depreciation and amortization and before non-cash consideration for the release of the obligation to acquire the Navios Bonavis. |
Three month periods ended December 31, 2010 and 2009
Time charter and voyage revenues for the three month period ended December 31, 2010 increased
by $16.9 million or 66.0% to $42.5 million, as compared to $25.6 million for the same period in
2009. The increase was mainly attributable to the acquisitions of the Navios Apollon on October 29,
2009, the Navios Hyperion on January 8, 2010, the Navios Aurora II on March 18, 2010, the Navios
Pollux on May 21, 2010 and the Navios Melodia and Navios Fulvia on November 15, 2010. As a result
of the vessel acquisitions, available days of the fleet increased to 1,381 days for the three month
period ended December 31, 2010, as compared to 983 days for the same period in 2009.
Adjusted EBITDA increased by $14.4 million or 80.9% to $32.2 million for the three month
period ended December 31, 2010 as compared to $17.8 million for the same period of 2009. This $14.4
million increase in EBITDA was due to: (a) a $16.9 million increase in revenue as a result of the
acquisitions of the Navios
2
Apollon in October 2009, the Navios Hyperion in January 2010, the Navios Aurora II in March 2010,
the Navios Pollux in May 2010, and the Navios Melodia and Navios Fulvia in November 2010; and (b) a
$0.6 million decrease in time charter and voyage expenses, mainly as a result of the exercise of
the purchase option of the Navios Sagittarius which became part of the owned fleet on January 12,
2010. The above increase was partially offset by a $2.6 million increase in management fees and a
$0.5 million increase in general and administrative expenses as a result of the increased number of
vessels in Navios Partners’ fleet.
The reserve for estimated maintenance and replacement capital expenditures for the three month
periods ended December 31, 2010 and 2009 was $4.0 million and $2.1 million, respectively (please
see Reconciliation of Non-GAAP Financial Measures in Exhibit 3). Expansion capital expenditures for
each of the three month periods ended December 31, 2010 and 2009 was $162.0 million and $34.5
million, respectively.
Navios Partners generated an Operating Surplus for the three month period ended December 31,
2010 of $27.1 million, as compared to $14.3 million for the three month period ended December 31,
2009. Operating Surplus is a non-GAAP financial measure used by certain investors to measure the
financial performance of Navios Partners and other master limited partnerships (please see
Reconciliation of Non-GAAP Financial Measures in Exhibit 3).
Net income for the three months ended December 31, 2010 amounted to $18.4 million compared to
$11.0 million for the three months ended December 31, 2009. The increase in net income by $7.4
million was due to: (a) a $14.4 million increase in Adjusted EBITDA; (b) a $0.3 million increase in
interest income; and (c) a $0.2 million decrease in interest expense, and was partially offset by a
$7.6 million increase in depreciation and amortization expense due to the acquisition of the Navios
Sagittarius, the Navios Apollon, the Navios Hyperion, the Navios Aurora II, the Navios Pollux, the
Navios Melodia and the Navios Fulvia and the favorable lease terms recognized in relation to these
acquisitions.
Years ended December 31, 2010 and 2009
Time charter and voyage revenues for the year ended December 31, 2010 increased by $50.6
million or 54.6% to $143.2 million as compared to $92.6 million for the same period in 2009. The
increase was mainly attributable to the acquisition of the rights to the Navios Sagittarius in June
2009 and the acquisition of the Navios Apollon on October 29, 2009, the Navios Hyperion on January
8, 2010, the Navios Aurora II on March 18, 2010, the Navios Pollux on May 21, 2010 and the Navios
Melodia and Navios Fulvia on November 15, 2010. As a result of the vessels’ acquisitions, available
days of the fleet increased to 4,879 days for the year ended December 31, 2010, as compared to
3,553 days for the same period in 2009.
Adjusted EBITDA increased by $42.6 million or 66.0% to $107.1 million for the year ended
December 31, 2010, as compared to $64.5 million for the same period of 2009. This $42.6 million
increase in Adjusted EBITDA was due to: (a) a $50.6 million increase in revenue as a result of the
acquisition of the rights to the Navios Sagittarius in June 2009 and the acquisition of the Navios
Apollon in October 2009, the Navios Hyperion in January 2010, the Navios Aurora II in March 2010,
the Navios Pollux in May 2010 and the Navios Melodia and the Navios Fulvia in November 2010; and
(b) a $1.9 million decrease in time charter and voyage expenses as a result of the exercise of the
purchase option of the Navios Sagittarius which became part of the owned fleet on January 12, 2010.
The above increase was partially offset by: (a) a $8.7 million increase in management fees as a
result of the increased number of vessels in Navios Partners’ fleet; and (b) a $1.1 million
increase in general and administrative expenses.
The reserve for estimated maintenance and replacement capital expenditures for the years ended
December 31, 2010 and 2009 was $14.7 million and $8.0 million, respectively. Expansion capital
expenditures for the year ended December 31, 2010 and 2009 was $447.8 million and $69.1 million,
respectively.
Navios Partners generated an Operating Surplus for the year ended December 31, 2010 of $87.6
million in
3
comparison with $49.2 million for the year ended December 31, 2009. Operating Surplus is a
non-GAAP financial measure used by certain investors to measure the financial performance of Navios
Partners and other master limited partnerships.
Net income for the year ended December 31, 2010 amounted to $60.5 million compared to $34.3
million for the year ended December 31, 2009. The increase in net income by $26.2 million was due
to: (a) a $42.6 million increase in Adjusted EBITDA; (b) a $6.1 million non-cash compensation
expense incurred during the year ended December 31, 2009; (c) a $1.7 million decrease in interest
expense; (d) a $0.8 million increase in interest income; and (e) a $0.3 million decrease in direct
vessel expenses. The overall increase of $51.5 million was partially offset by a $25.3 million
increase in depreciation and amortization expense due to the acquisition of the Navios Sagittarius,
the Navios Apollon, the Navios Hyperion, the Navios Aurora II, the Navios Pollux, the Navios
Melodia and the Navios Fulvia and the favorable lease terms that were recognized in relation to
these acquisitions.
Fleet Employment Profile
The following table reflects certain key indicators indicative of the performance of Navios
Partners and its core fleet performance for the three month period and the year ended December 31,
2010 and 2009.
| Three Month | Three Month | |||||||||||||||
| Period ended | Period ended | Year ended | Year ended | |||||||||||||
| December 31, | December 31, | December 31, | December 31, | |||||||||||||
| 2010 | 2009 | 2010 | 2009 | |||||||||||||
| (unaudited) | (unaudited) | (unaudited) | (unaudited) | |||||||||||||
Available Days (1) |
1,381 | 983 | 4,879 | 3,553 | ||||||||||||
Operating Days (2) |
1,378 | 983 | 4,865 | 3,552 | ||||||||||||
Fleet Utilization (3) |
99.8 | % | 100.0 | % | 99.7 | % | 100.0 | % | ||||||||
Time Charter Equivalent (per day) |
$ | 30,767 | $ | 26,046 | $ | 29,358 | $ | 26,071 | ||||||||
Vessels operating at period end |
16 | 11 | 16 | 11 | ||||||||||||
| (1) | Available days for the fleet represent total calendar days the vessels were in our possession for the relevant period after subtracting off-hire days associated with major repairs, drydockings or special surveys. The shipping industry uses available days to measure the number of days in a relevant period during which a vessel is capable of generating revenues. | |
| (2) | Operating days is the number of available days in the relevant period less the aggregate number of days that the vessels are off-hire due to any reason, including unforeseen circumstances. The shipping industry uses operating days to measure the aggregate number of days in a relevant period during which vessels actually generate revenues. | |
| (3) | Fleet utilization is the percentage of time that our vessels were available for revenue generating available days, and is determined by dividing the number of operating days during a relevant period by the number of available days during that period. The shipping industry uses fleet utilization to measure efficiency in finding employment for vessels. |
4
Conference Call details:
Navios Partners’ management will host a conference call today, Monday, January 24, 2011 to
discuss the results for the fourth quarter and year ended December 31, 2010.
Conference Call details:
Call Date/Time: Monday, January 24, 2011 at 08:30 am EST
Call Title: Navios Partners Q4 and FY 2010 Financial Results Conference
Call
US Dial In: +1.866.394.0817
International Dial In: +1.706.679.9759
Conference ID: 3612 4920
Call Title: Navios Partners Q4 and FY 2010 Financial Results Conference
Call
US Dial In: +1.866.394.0817
International Dial In: +1.706.679.9759
Conference ID: 3612 4920
The conference call replay will be available shortly after the live call and remain available
for one week at the following numbers:
US Replay Dial In: +1.800.642.1687
International Replay Dial In: +1.706.645.9291
Conference ID” 36124920
International Replay Dial In: +1.706.645.9291
Conference ID” 36124920
Slides and audio webcast:
There will also be a live webcast of the conference call, through the Navios Partners website
(www.navios-mlp.com) under “Investors”. Participants to the live webcast should register on
the website approximately 10 minutes prior to the start of the webcast.
A supplemental slide presentation will be available on the Navios Partners website under the
“Investors” section at 7:45 am EST on the day of the call.
About Navios Maritime Partners L.P.
Navios Partners (NYSE: NMM) is a publicly traded master limited partnership which owns and
operates dry cargo vessels. For more information, please visit our website at
www.navios-mlp.com
Forward Looking Statements
This press release contains forward-looking statements (as defined in Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as
amended) concerning future events and Navios Partners’ growth strategy and measures to implement
such strategy; including expected vessel acquisitions and entering into further time charters.
Words such as “may,” “expects,” “intends,” “plans,” “believes,” “anticipates,” “hopes,”
“estimates,” and variations of such words and similar expressions are intended to identify
forward-looking statements. Such statements include comments regarding expected revenue and time
charters. Although the Navios Partners believes that the expectations reflected in such
forward-looking statements are reasonable, no assurance can be given that such expectations will
prove to have been correct. These statements involve known and unknown risks and are based upon a
number of assumptions and estimates which are inherently subject to significant uncertainties and
contingencies, many of which are beyond the control of Navios Partners. Actual results may differ
materially from those expressed or implied by such forward-looking statements. Factors that could
cause actual results to differ materially include, but are not limited to changes in the demand for
dry bulk vessels, competitive factors in the market in which Navios Partners operates; risks
associated with operations outside the United States; and other factors listed from time to time in
the Navios Partners’ filings with the Securities and Exchange Commission. Navios Partners
expressly disclaims any obligations or undertaking to release publicly any updates or revisions to
any forward-
5
looking statements contained herein to reflect any change in Navios Partners’ expectations
with respect thereto or any change in events, conditions or circumstances on which any statement is
based.
Contacts
Public and Investor Relations Contact:
Navios Maritime Partners L.P.
Investors@navios-mlp.com
+1 (212) 906 8645
Investors@navios-mlp.com
+1 (212) 906 8645
6
EXHIBIT 1
NAVIOS MARITIME PARTNERS L.P.
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS
(Expressed in thousands of U.S. Dollars except unit data)
| December 31, | December 31, | |||||||
| 2010 | 2009 | |||||||
| (unaudited) | ||||||||
ASSETS |
||||||||
Current assets |
||||||||
Cash and cash equivalents |
$ | 51,278 | $ | 77,878 | ||||
Restricted cash |
824 | 13,322 | ||||||
Accounts receivable, net |
936 | 602 | ||||||
Prepaid expenses and other current assets |
2,574 | 777 | ||||||
Total current assets |
55,612 | 92,579 | ||||||
Vessels, net |
612,358 | 299,695 | ||||||
Deferred financing costs, net |
2,582 | 1,431 | ||||||
Other long term assets |
242 | 179 | ||||||
Intangible assets |
170,091 | 40,372 | ||||||
Deposits for vessel acquisitions |
— | 2,500 | ||||||
Total non-current assets |
785,273 | 344,177 | ||||||
Total assets |
$ | 840,885 | $ | 436,756 | ||||
LIABILITIES AND PARTNERS’ CAPITAL |
||||||||
Current liabilities |
||||||||
Accounts payable |
$ | 1,076 | $ | 518 | ||||
Accrued expenses |
1,941 | 1,844 | ||||||
Deferred voyage revenue |
10,575 | 9,025 | ||||||
Current portion of long-term debt |
29,200 | — | ||||||
Amounts due to related parties |
2,633 | 1,964 | ||||||
Total current liabilities |
45,425 | 13,351 | ||||||
Long-term debt |
292,300 | 195,000 | ||||||
Unfavorable lease terms |
665 | 2,662 | ||||||
Deferred voyage revenue |
10,992 | 17,753 | ||||||
Total non-current liabilities |
303,957 | 215,415 | ||||||
Total liabilities |
349,382 | 228,766 | ||||||
Commitments and contingencies |
— | — | ||||||
Partners’ capital: |
||||||||
Common Unitholders (41,779,404 and
24,291,815 units issued and
outstanding at December 31, 2010 and
December 31, 2009, respectively) |
651,965 | 369,747 | ||||||
Subordinated Unitholders (7,621,843
units issued and outstanding at
December 31, 2010 and December 31,
2009) |
(168,229 | ) | (164,004 | ) | ||||
General Partner (1,028,599 and
671,708 units issued and outstanding
at December 31, 2010 and December
31, 2009, respectively) |
1,685 | (3,835 | ) | |||||
Subordinated Series A Unitholders
(1,000,000 units issued and
outstanding at December 31, 2010 and
December 31, 2009) |
6,082 | 6,082 | ||||||
Total partners’ capital |
491,503 | 207,990 | ||||||
Total liabilities and partners’ capital |
$ | 840,885 | $ | 436,756 | ||||
7
NAVIOS MARITIME PARTNERS L.P.
CONSOLIDATED STATEMENTS OF INCOME
(Expressed in thousands of U.S. Dollars except unit and per unit amounts)
CONSOLIDATED STATEMENTS OF INCOME
(Expressed in thousands of U.S. Dollars except unit and per unit amounts)
| Three Month | Three Month | |||||||||||||||
| Period ended | Period ended | Year ended | ||||||||||||||
| December 31, | December 31, | December 31, | Year ended | |||||||||||||
| 2010 | 2009 | 2010 | December 31, | |||||||||||||
| (unaudited) | (unaudited) | (unaudited) | 2009 | |||||||||||||
Time charter and voyage revenues |
$ | 42,489 | $ | 25,615 | $ | 143,231 | $ | 92,643 | ||||||||
Time charter and voyage expenses |
(3,219 | ) | (3,837 | ) | (12,027 | ) | (13,925 | ) | ||||||||
Direct vessel expenses |
(17 | ) | (50 | ) | (92 | ) | (415 | ) | ||||||||
Management fees |
(5,682 | ) | (3,087 | ) | (19,746 | ) | (11,004 | ) | ||||||||
General and administrative expenses |
(1,330 | ) | (867 | ) | (4,303 | ) | (3,208 | ) | ||||||||
Depreciation and amortization |
(12,499 | ) | (4,904 | ) | (41,174 | ) | (15,877 | ) | ||||||||
Interest expense and finance cost, net |
(1,794 | ) | (2,003 | ) | (6,360 | ) | (8,048 | ) | ||||||||
Interest income |
487 | 147 | 1,017 | 261 | ||||||||||||
Compensation expense |
— | — | — | (6,082 | ) | |||||||||||
Other income |
— | 2 | 85 | 94 | ||||||||||||
Other expense |
(38 | ) | (34 | ) | (120 | ) | (117 | ) | ||||||||
Net income |
$ | 18,397 | $ | 10,982 | $ | 60,511 | $ | 34,322 | ||||||||
Earnings per unit:
| Three Month | Three Month | |||||||||||||||
| Period ended | Period ended | Year ended | ||||||||||||||
| December 31, | December 31, | December 31, | Year ended | |||||||||||||
| 2010 | 2009 | 2010 | December 31, | |||||||||||||
| (unaudited) | (unaudited) | (unaudited) | 2009 | |||||||||||||
Net income |
$ | 18,397 | $ | 10,982 | $ | 60,511 | $ | 34,322 | ||||||||
Earnings attributable to: |
||||||||||||||||
Common unit holders |
15,242 | 8,502 | 50,823 | 25,277 | ||||||||||||
Subordinated unit holders |
2,781 | 2,260 | 8,465 | 8,321 | ||||||||||||
General partner unit holders |
374 | 220 | 1,223 | 724 | ||||||||||||
Subordinated Series A unit
holders |
— | — | — | — | ||||||||||||
Weighted average units
outstanding (basic and diluted) |
||||||||||||||||
Common unit holders |
40,500,038 | 21,889,145 | 33,714,905 | 17,174,185 | ||||||||||||
Subordinated unit holders |
7,621,843 | 7,621,843 | 7,621,843 | 7,621,843 | ||||||||||||
General partner unit holders |
1,002,490 | 622,674 | 864,017 | 516,441 | ||||||||||||
Subordinated Series A unit
holders |
1,000,000 | 1,000,000 | 1,000,000 | 1,000,000 | ||||||||||||
Earnings per unit- overall
(basic and diluted): |
||||||||||||||||
Common unit holders |
$ | 0.38 | $ | 0.39 | $ | 1.51 | $ | 1.47 | ||||||||
Subordinated unit holders |
$ | 0.37 | $ | 0.30 | $ | 1.11 | $ | 1.09 | ||||||||
General partner unit holders |
$ | 0.37 | $ | 0.35 | $ | 1.42 | $ | 1.40 | ||||||||
Subordinated Series A unit
holders |
$ | — | $ | — | $ | — | $ | — | ||||||||
8
NAVIOS MARITIME PARTNERS L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in thousands of U.S. Dollars)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in thousands of U.S. Dollars)
| Year Ended | Year Ended | Year Ended | ||||||||||
| December | December 31, | December 31, | ||||||||||
| 31, 2010 | 2009 | 2008 | ||||||||||
| (unaudited) | ||||||||||||
OPERATING ACTIVITIES |
||||||||||||
Net income |
$ | 60,511 | $ | 34,322 | $ | 28,758 | ||||||
Adjustments to reconcile net income to net cash provided by operating activities: |
||||||||||||
Depreciation and amortization |
41,174 | 15,877 | 11,865 | |||||||||
Amortization and write-off of deferred financing cost |
415 | 683 | 221 | |||||||||
Amortization of deferred dry dock costs |
92 | 415 | 578 | |||||||||
Provision for bad debts |
— | 49 | — | |||||||||
Compensation expense |
— | 6,082 | — | |||||||||
Changes in operating assets and liabilities: |
||||||||||||
(Increase)/decrease in restricted cash |
(2 | ) | (822 | ) | 797 | |||||||
(Increase)/decrease in accounts receivable |
(334 | ) | (338 | ) | 68 | |||||||
Increase in prepaid expenses and other current assets |
(1,797 | ) | (406 | ) | (332 | ) | ||||||
Increase in other long term assets |
(154 | ) | — | — | ||||||||
Increase/ (decrease) in accounts payable |
558 | (76 | ) | 24 | ||||||||
Increase in accrued expenses |
97 | 182 | 231 | |||||||||
(Decrease)/ increase in deferred voyage revenue |
(5,211 | ) | 24,172 | 2,453 | ||||||||
Increase/(decrease) in amounts due to related parties |
669 | 425 | (2,919 | ) | ||||||||
Net cash provided by operating activities |
96,018 | 80,565 | 41,744 | |||||||||
INVESTING ACTIVITIES: |
||||||||||||
Acquisition of vessels |
(291,591 | ) | (23,683 | ) | (69,505 | ) | ||||||
Acquisition of intangibles |
(156,166 | ) | (42,917 | ) | — | |||||||
Deposit for vessel acquisitions |
— | (2,500 | ) | — | ||||||||
Net cash used in investing activities |
(447,757 | ) | (69,100 | ) | (69,505 | ) | ||||||
FINANCING ACTIVITIES: |
||||||||||||
Cash distribution paid |
(72,316 | ) | (39,016 | ) | (24,552 | ) | ||||||
Proceeds from issuance of general partner units |
6,150 | 2,948 | 918 | |||||||||
Proceeds from issuance of common units, net of offering costs |
253,871 | 126,807 | — | |||||||||
Proceeds from long term debt |
139,000 | — | 70,000 | |||||||||
Decrease/ (Increase) in restricted cash |
12,500 | (12,500 | ) | — | ||||||||
Repayment of long-term debt and payment of principal |
(12,500 | ) | (40,000 | ) | — | |||||||
Debt issuance costs |
(1,566 | ) | (200 | ) | (326 | ) | ||||||
Net cash provided by financing activities |
325,139 | 38,039 | 46,040 | |||||||||
(Decrease)/ increase in cash and cash equivalents |
(26,600 | ) | 49,504 | 18,279 | ||||||||
Cash and cash equivalents, beginning of period |
77,878 | 28,374 | 10,095 | |||||||||
Cash and cash equivalents, end of period |
$ | 51,278 | $ | 77,878 | $ | 28,374 | ||||||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION |
||||||||||||
Cash paid for interest |
$ | 5,806 | $ | 7,590 | $ | 9,022 | ||||||
Non-cash investing and financing activities: |
||||||||||||
Issuance of common units to Navios Holdings related to the
acquisition of the Navios Aurora II in March 2010 |
$ | 20,326 | — | — | ||||||||
Issuance of common units to Navios Holdings related to the
acquisition of the Navios Fulvia and the Navios Melodia in
November 2010 |
$ | 14,971 | — | — | ||||||||
Issuance of units in connection with the non-cash
compensation expense related to the relief of the obligation
on Navios Bonavis |
$ | — | 6,082 | — | ||||||||
Issuance of common units to Navios Holdings related to the
acquisition of Navios Hope in July 2008 |
$ | — | $ | — | $ | 44,937 | ||||||
Unamortized portion of favorable lease terms and purchase
option capitalized to fixed assets related to the
acquisition of Navios Fantastiks |
$ | — | $ | — | $ | 53,022 | ||||||
9
EXHIBIT 2
| Original | ||||||||||||||||
| Original Charter | Charter Out | |||||||||||||||
| Expiration Date/ New | Rate/ New | |||||||||||||||
| Capacity | Charter Expiration | Charter Out | ||||||||||||||
| Owned Vessels | Type | Built | (DWT) | Date (1) | Rate per day (2) | |||||||||||
Navios Gemini S |
Panamax | 1994 | 68,636 | February 2014 | $ | 24,225 | ||||||||||
Navios Libra II |
Panamax | 1995 | 70,136 | November 2012 | $ | 18,525 | ||||||||||
Navios Felicity |
Panamax | 1997 | 73,867 | June 2013 | $ | 26,169 | ||||||||||
Navios Galaxy I |
Panamax | 2001 | 74,195 | February 2018 | $ | 21,937 | ||||||||||
Navios Alegria |
Panamax | 2004 | 76,466 | February 2011 | $ | 23,750 | ||||||||||
| January 2014 | $ | 16,984 | (3) | |||||||||||||
Navios Fantastiks |
Capesize | 2005 | 180,265 | March 2011 | $ | 32,279 | ||||||||||
| February 2014 | $ | 36,290 | ||||||||||||||
Navios Hope |
Panamax | 2005 | 75,397 | August 2013 | $ | 17,562 | ||||||||||
Navios Apollon |
Ultra-Handymax | 2000 | 52,073 | November 2012 | $ | 23,700 | ||||||||||
Navios Sagittarius |
Panamax | 2006 | 75,756 | November 2018 | $ | 26,125 | ||||||||||
Navios Hyperion |
Panamax | 2004 | 75,707 | April 2014 | $ | 37,953 | ||||||||||
Navios Aurora II |
Capesize | 2009 | 169,031 | November 2019 | $ | 41,325 | ||||||||||
Navios Pollux |
Capesize | 2009 | 180,727 | July 2019 | $ | 42,250 | ||||||||||
Navios Fulvia |
Capesize | 2010 | 179,263 | September 2015 | $ | 50,588 | ||||||||||
Navios Melodia |
Capesize | 2010 | 179,132 | September 2022 | $ | 29,356 | ||||||||||
| Long-term Chartered-in Vessels | ||||||||||||||||
Navios Prosperity (4) |
Panamax | 2007 | 82,535 | July 2012 | $ | 24,000 | ||||||||||
Navios Aldebaran (5) |
Panamax | 2008 | 76,500 | March 2013 | $ | 28,391 | ||||||||||
| (1) | Represents the initial expiration date of the time charter and, if applicable, the new time charter expiration date for the vessels with new time charters. | |
| (2) | Net time charter-out rate per day (net of commissions). Represents the charter-out rate during the time charter period prior to the time charter expiration date and, if applicable, the charter-out rate under the new time charter. | |
| (3) | Profit sharing 50% above $16,984/ day based on Baltic Panamax TC Average. | |
| (4) | The Navios Prosperity is chartered-in for seven years starting from June 19, 2008 and we will have options to extend for two one-year periods. We have the option to purchase the vessel after June 2012 at a purchase price that is initially 3.8 billion Yen declining each year by 145 million Yen. | |
| (5) | The Navios Aldebaran was delivered on March 17, 2008. Navios Aldebaran is chartered-in for seven years and we have options to extend for two one-year periods. We have the option to purchase the vessel after March 2013 at a purchase price that is initially 3.6 billion Yen declining each year by 150 million Yen. |
10
EXHIBIT 3
Disclosure of Non-GAAP Financial Measures
1. EBITDA
Adjusted EBITDA represents net income plus interest and finance costs plus depreciation and
amortization and income taxes, plus the non-cash consideration for the release of the obligation to
acquire the Navios Bonavis. Adjusted EBITDA is included because it is used by certain investors to
measure a company’s financial performance. Adjusted EBITDA is a “non-GAAP financial measure” and
should not be considered a substitute for net income, cash flow from operating activities and other
operations or cash flow statement data prepared in accordance with accounting principles generally
accepted in the United States or as a measure of profitability or liquidity.
Adjusted EBITDA is presented to provide additional information with respect to Navios
Partners’ ability to satisfy its obligations including debt service, capital expenditures, working
capital requirements and determination of cash distribution. While Adjusted EBITDA is frequently
used as a measure of operating results and the ability to meet debt service requirements, the
definition of Adjusted EBITDA used here may not be comparable to that used by other companies due
to differences in methods of calculation.
2. Operating Surplus
Operating Surplus represents net income adjusted for depreciation and amortization expense,
non-cash interest expense and estimated maintenance and replacement capital expenditures. We have
redefined Operating Surplus to exclude expansion capital expenditures. Maintenance and replacement
capital expenditures are those capital expenditures required to maintain over the long term the
operating capacity of, or the revenue generated by, Navios Partners’ capital assets.
Operating Surplus is a quantitative measure used in the publicly-traded partnership investment
community to assist in evaluating a partnership’s ability to make quarterly cash distributions.
Operating Surplus is not required by accounting principles generally accepted in the United States
and should not be considered as an alternative to net income or any other indicator of Navios
Partners’ performance required by accounting principles generally accepted in the United States.
3. Available Cash
Available Cash generally means, for each fiscal quarter, all cash on hand at the end of the
quarter:
| • | less the amount of cash reserves established by the board of directors to: |
| – | provide for the proper conduct of Navios Partners’ business (including reserve for maintenance and replacement capital expenditures); | ||
| – | comply with applicable law, any of Navios Partners’ debt instruments, or other agreements; or | ||
| – | provide funds for distributions to the unitholders and to the general partner for any one or more of the next four quarters; |
| • | plus all cash on hand on the date of determination of available cash for the quarter resulting from working capital borrowings made after the end of the quarter. Working capital borrowings are generally borrowings that are made under any revolving credit or similar agreement used solely for working capital purposes or to pay distributions to partners. |
11
Available Cash is a quantitative measure used in the publicly-traded partnership investment
community to assist in evaluating a partnership’s ability to make quarterly cash distributions.
Available cash is not required by accounting principles generally accepted in the United States and
should not be considered as an alternative to net income or any other indicator of Navios Partners’
performance required by accounting principles generally accepted in the United States.
4. Reconciliation of Non-GAAP Financial Measures
| Three Month Period ended | Three Month Period ended | |||||||
| December 31, 2010 | December 31, 2009 | |||||||
| ($ ‘000) | ($ ‘000) | |||||||
| (unaudited) | (unaudited) | |||||||
Net Cash from Operating Activities |
$ | 30,708 | $ | 10,966 | ||||
Net increase in operating assets |
110 | 933 | ||||||
Net decrease in operating liabilities |
208 | 4,579 | ||||||
Provision for bad debts |
— | (49 | ) | |||||
Net interest cost |
1,307 | 1,856 | ||||||
Deferred finance charges |
(113 | ) | (493 | ) | ||||
Adjusted EBITDA |
32,220 | 17,792 | ||||||
Cash interest income |
495 | 147 | ||||||
Cash interest paid |
(1,665 | ) | (1,570 | ) | ||||
Maintenance and replacement capital
expenditures |
(4,000 | ) | (2,096 | ) | ||||
Operating Surplus |
27,050 | 14,273 | (1) | |||||
Cash reserves /distribution from
cash reserves |
(5,149 | ) | 814 | |||||
Available cash for distribution |
$ | 21,901 | $ | 15,087 | ||||
| (1) | Excludes capital transactions. |
12