Form 6-K

 

 

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

Dated: December 4, 2012

Commission File No. 001-33811

 

 

NAVIOS MARITIME PARTNERS L.P.

 

 

85 AktiMiaouli Street, Piraeus, Greece 185 38

(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  x            Form 40-F  ¨

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  ¨             No  x

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  ¨             No  x

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  ¨            No  x

If “Yes” is marked, indicate the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A

 

 

 


On December 4, 2012, Navios Maritime Partners L.P. (the “Navios Partners”) entered into a supplemental agreement (the “Supplemental Agreement”) to the facility agreement, dated July 31, 2012, with DVB Bank SE and Commerzbank AG (the “Lenders”), related to a term loan for up to $290.45 million (the “Facility Agreement”). Pursuant to the Supplemental Agreement, the Lenders consented to the termination of an insurance policy related to the mortgaged vessels, upon certain conditions, and other related amendments to the Facility Agreement and security documents. The Supplemental Agreement is attached as Exhibit 10.1 to this report and is incorporated herein by reference.

On January 22, 2013, Navios Partners issued a press release announcing a cash distribution of $0.4425 per unit for the quarter ended December 31, 2012. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.

On January 24, 2013, Navios Partners issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2012. 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, except the second and third paragraph of Exhibit 99.2, which contain certain quotes by the Chairman and Chief Executive Officer of Navios Partners, is hereby incorporated by reference into the Registration Statement on Form F-3, File No. 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 31, 2013


EXHIBIT INDEX

 

Exhibit
No.
   Exhibit
10.1    Supplemental Agreement, dated December 4, 2012, to Facility Agreement for $290.45 million term loan facility, dated July 31, 2012
99.1    Press Release dated January 22, 2013
99.2    Press Release dated January 24, 2013
Supplemental Agreement

Exhibit 10.1

Date 4th December 2012

NAVIOS MARITIME PARTNERS L.P.

as Borrower

COMMERZBANK AG and DVB BANK SE

as Lenders

DVB BANK SE

as Joint-Arranger, Agent,

and Security Trustee

and

COMMERZBANK AG

as Joint-Arranger, Payment Agent,

and Account Bank

 

 

SUPPLEMENTAL AGREEMENT

 

 

in relation to a Facility Agreement

dated as of 31 July 2012

INCE & CO

PIRAEUS


Index

 

Clause    Page No  

1

  INTERPRETATION      3   

2

  UNDERTAKINGS      3   

3

  REPRESENTATIONS AND WARRANTIES      5   

4

  AMENDMENTS TO FACILITY AGREEMENT AND OTHER SECURITY DOCUMENTS      5   

5

  FURTHER ASSURANCES      6   

6

  FEES AND EXPENSES      6   

7

  NOTICES      7   

8

  SUPPLEMENTAL      7   

9

  LAW AND JURISDICTION      7   

 

2


THIS AGREEMENT is made on 4th December 2012

BETWEEN

 

(1) NAVIOS MARITIME PARTNERS L.P. as Borrower;

 

(2) COMMERZBANK AG and DVB BANK SE as Lenders;

 

(3) DVB BANK SE as Joint-Arranger, Agent and Security Trustee; and

 

(4) COMMERZBANK AG as Joint-Arranger, Payment Agent and Account Bank.

BACKGROUND

 

(A) By a Facility Agreement dated as of 31 July 2012 and made between the parties hereto the Lenders have made available to the Borrower a loan of up to USD290,450,000.

 

(B) The Borrower has made a request to the Lenders that they agree to the termination of the Policy in respect of the Relevant Vessels and to amend certain terms of the Facility Agreement, and this Agreement sets out the terms and conditions on which the Lenders agree thereto.

IT IS AGREED as follows:

 

1 INTERPRETATION

 

1.1 Defined expressions. Words and expressions defined in the Facility Agreement and the other Security Documents shall have the same meanings when used in this Agreement unless the context otherwise requires.

 

1.2 Definitions. In this Agreement, unless the contrary intention appears:

“Facility Agreement” means the Facility Agreement referred to in Recital (A); and

Policy Undertaking Assignment” means the deed of assignment of the Policy Undertaking to be executed by the Borrower in favour of the Security Trustee in such form as the Agent and the Majority Lenders may require in their sole discretion.

Words and expressions advised in the Schedule to this Agreement shall have the meanings given to them therein as if set out in full in this Clause 1.2

 

1.3 Application of construction and Interpretation provisions of Facility Agreement. Clauses 1.3 to 1.6 (inclusive) of the Facility Agreement apply, with any necessary modifications, to this Agreement.

 

2 AGREEMENT OF THE LENDERS

 

2.1 Lenders’ consent. The Lenders hereby agree to the termination of the Policy in respect of the Relevant Vessels on condition that:

 

2.1.1 the Agent, or its authorised representative, has received the documents and evidence specified in Clause 3.1 in form and substance satisfactory to the Agent (acting on the instructions of the Majority Lenders); and

 

2.1.2 the representations and warranties contained in clause 4 are then true and correct as if each was made with respect to the facts and circumstances existing at such time.

 

3


3 CONDITIONS PRECEDENT

 

3.1 Conditions precedent. The conditions referred to in Clause 2.1.1 are that the Agent shall have received the following documents:

 

(a) Corporate documents

Certified Copies of all documents which evidence or relate to the constitution of the Borrower and its current corporate existence;

 

(b) Corporate authorities

 

  (i) Certified Copies of resolutions of the directors of the Borrower approving this Supplemental Agreement and the Policy Undertaking Assignment and authorising the execution and delivery thereof and performance of the Borrower’s obligations thereunder, additionally certified by an officer of the Borrower as having been duly passed at a duly convened meeting of the directors of the Borrower and not having been amended, modified or revoked and being in full force and effect; and

 

  (ii) originals or Certified Copies of any powers of attorney issued by the Borrower pursuant to such resolutions

 

(c) Certificate of incumbency

a list of directors and officers of the Borrower, specifying the names and positions of such persons, certified by an officer of the Borrower to be true, complete and up to date;

 

(d) Prepayment

evidence acceptable to the Banks that the Borrower has made or will, no later than 14 December 2012, make a prepayment of the Loan in the amount of USD24,600,000 (which the Borrower hereby agrees and instructs shall be applied in reducing the repayment instalments (i) due on the next 5 Repayment Dates by USD2,700,000 each, and (ii) due on the next 15 Repayment Dates thereafter by USD740,000 each);

 

(e) Policy Undertaking Assignment

the Policy Undertaking Assignment duly executed and delivered and counterpart originals of duly executed notices of assignment required by the terms of the Policy Undertaking Assignment and in the form prescribed by the Policy Undertaking Assignment and any other documents required to be delivered pursuant thereto;

 

(f) London agent

documentary evidence that the agent for service of process named in clause 19 of the Facility Agreement has accepted its appointment in respect of this Agreement and the Policy Undertaking Assignment;

 

(g) Acknowledgment

an acknowledgement (in a letter or otherwise) signed by each Security Party (other than the Borrower) in such form as the Agent and the Majority Lenders may require in their sole discretion acknowledging the terms of this Agreement; and

 

4


(h) Further opinions, etc

any further opinions, consents, agreements and documents in connection with this Agreement and the Security Documents which the Agent (acting on the instructions of the Majority Lenders) may request by notice to the Borrower.

 

4 REPRESENTATIONS AND WARRANTIES

 

4.1 Repetition of Facility Agreement representations and warranties. The Borrower represents and warrants to each Lender that the representations and warranties in Clause 7 of the Facility Agreement, as amended and supplemented by this Agreement and updated with appropriate modifications to refer to this Agreement, remain true and not misleading if repeated on the date of this Agreement with reference to the circumstances now existing.

 

5 AMENDMENTS TO FACILITY AGREEMENT AND OTHER SECURITY DOCUMENTS

 

5.1 Specific amendments to Facility Agreement. With effect on and from the date hereof the Facility Agreement shall be, and shall be deemed by this Agreement to be, amended as follows:

 

  (a) by adding after the words “the Shares Pledges” in the definition of “Security Documents” in Clause 1.2 the words “, the Policy Undertaking Assignment”;

 

  (b) by deleting Clause 4.7.2 and replacing it with:

“4.7.2 Any amounts prepaid pursuant to clause 4.2 shall be applied against the Loan in reducing the repayment instalments pro rata or in such manner and order as shall be agreed between the parties hereto, and in the absence of such agreement, in such manner and order as the Lenders shall require.”;

 

  (c) by adding at the end of Clause 14.3.2 the words “and any amount standing to the Credit of the Retention Account shall be applied only towards making any payment in respect of the Loan and interest or any prepayment of the Loan”;

 

  (d) by construing references throughout to “this Agreement”, “hereunder” and other like expressions as if the same referred to the Facility Agreement as amended and supplemented by this Agreement.

 

5.2 Amendments to Security Documents. With effect on and from the date of this Agreement each of the Security Documents other than the Facility Agreement, shall be, and shall be deemed by this Agreement to be, amended so that the definition of, and references throughout each of the Security Documents to, the Facility Agreement shall be construed as if the same referred to the Facility Agreement as amended and supplemented by this Agreement.

 

5.3 Security Documents to remain in full force and effect.

The Security Documents shall remain in full force and effect as amended and supplemented by:

 

  (a) the amendments to the Security Documents contained or referred to in Clauses 5.1 and 5.2; and

 

  (b) such further or consequential modifications as may be necessary to give full effect to the terms of this Agreement.

 

5


6 FURTHER ASSURANCES

 

6.1 Borrower’s obligation to execute further documents etc. The Borrower shall, and shall procure that any other party to any Security Document shall:

 

  (a) execute and deliver to the Agent (or as it may direct, acting on the instructions of the Majority Lenders) any assignment, mortgage, power of attorney, proxy or other document, governed by the law of England or such other country as the Agent may (acting on the instructions of the Majority Lenders), in any particular case, specify,

 

  (b) effect any registration or notarisation, give any notice or take any other step, which the Agent may (acting on the instructions of the Majority Lenders), by notice to the Borrower or other party, reasonably specify for any of the purposes described in Clause 5.2 or for any similar or related purpose.

 

6.2 Purposes of further assurances. Those purposes are:

 

  (a) validly and effectively to create any Security Interest or right of any kind which the Lenders intended should be created by or pursuant to the Facility Agreement or any other Security Document, each as amended and supplemented by this Agreement; and

 

  (b) implementing the terms and provisions of this Agreement.

 

6.3 Terms of further assurances. The Agent (acting on the instructions of the Majority Lenders) may specify the terms of any document to be executed by the Borrower or any other party under Clause 6.1, and those terms may include any covenants, powers and provisions which the Majority Lenders reasonably consider appropriate to protect its interests.

 

6.4 Obligation to comply with notice. The Borrower shall comply with a notice under Clause 5.1 by the date specified in the notice.

 

6.5 Additional corporate action. At the same time as the Borrower or any other party delivers to the Agent any document executed under Clause 6.1(a), the Borrower or such other party shall also deliver to the Agent a certificate signed by 2 of the Borrower’s or that other party’s directors which shall:

 

  (a) set out the text of a resolution of the Borrower’s or that other party’s directors specifically authorising the execution of the document specified by the Agent (acting on the instructions of the Majority Lenders), and

 

  (b) state that either the resolution was duly passed at a meeting of the directors validly convened and held throughout which a quorum of directors entitled to vote on the resolution was present or that the resolution has been signed by all the directors and is valid under the Borrower’s or that other party’s articles of association or other constitutional documents.

 

7 FEES AND EXPENSES

 

7.1 Expenses. The provisions of Clause 5 (Fees and Expenses) of the Loan Agreement, as amended and supplemented by this Agreement, shall apply to this Agreement as if they were expressly incorporated in this Agreement with any necessary modifications.

 

6


8 NOTICES

 

8.1 General. The provisions of clause 17 (Notices and other matters) of the Facility Agreement, as amended and supplemented by this Agreement, shall apply to this Agreement as if they were expressly incorporated in this Agreement with any necessary modifications.

 

9 SUPPLEMENTAL

 

9.1 Counterparts. This Agreement may be executed in any number of counterparts.

 

9.2 Third party rights. A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce or to enjoy the benefit of any term of this Agreement.

 

10 LAW AND JURISDICTION

 

10.1 Governing law. This Agreement and any non-contractual obligations arising out of or in connection with it shall be governed by and construed in accordance with English law.

 

10.2 Incorporation of the Facility Agreement provisions. The provisions of Clauses 18 and 19 (Governing Law and Jurisdiction) of the Facility Agreement, as amended and supplemented by this Agreement, shall apply to this Agreement as if they were expressly incorporated in this Agreement with any necessary modifications.

IN WITNESS whereof the parties to this Agreement have caused this Agreement to be duly executed on the date first above written.

 

SIGNED as a deed by VASILIKI PAPAEFTHYMIOU   )
for and on behalf of   )
NAVIOS MARITIME PARTNERS L.P.   )
(as Borrower under and pursuant to   ) /s/ Vasiliki Papaefthymiou
a power of attorney dated   )
30 November 2012)   )
SIGNED by ROBIN PARRY   )
for and on behalf of   ) /s/ Robin Parry
COMMERZBANK AG   )
(as a Lender)   )
SIGNED by ROBIN PARRY   )
for and on behalf of   )
DVB BANK SE   ) /s/ Robin Parry
(as a Lender)   )
SIGNED by ROBIN PARRY   )
for and on behalf of   )
DVB BANK SE   ) /s/ Robin Parry
(as Joint-Arranger, Agent   )
and Security Trustee)   )

 

7


SIGNED by ROBIN PARRY   )
for and on behalf of   )
COMMERZBANK AG   ) /s/ Robin Parry
(as Joint-Arranger, Account Bank,   )
and Payment Agent)   )
Witness to all the above   ) /s/ Anthony Paizes
Signatures:   )
Name:  
Address:  
47-49 Akti Miaouli  
Piraeus, Greece  

 

8


SCHEDULE

Policy” means the Insurance Policy number 79.761 dated 10 October 2007 written by Office National Du Ducroire of Brussels, Belgium (“ONDD”) to cover non-payment of charterhire by any charterer in relation to certain Vessels;

Policy Undertaking” means the deed of undertaking dated as of 15 November 2012 made by Navios Holdings in favour of the Borrower whereby Navios Holdings undertakes to pay to the Borrower any amount which would, but for the termination of the Policy in respect of the Relevant Vessels, have been payable by ONDD under or pursuant to the Policy in respect of any of the Relevant Vessels; and

Relevant Vessel” means each of:

 

  (i) “NAVIOS ALDEBARAN”;

 

  (ii) “NAVIOS ALEGRIA”;

 

  (iii) “NAVIOS AURORA II”;

 

  (iv) “NAVIOS HOPE”;

 

  (v) “NAVIOS FANTASTIKS”;

 

  (v) “NAVIOS FELICITY”;

 

  (vi) “NAVIOS GALAXY”;

 

  (vii) “NAVIOS GEMINI S”; and

 

  (viii) “NAVIOS MELODIA”.

 

9


We on this 4th day of December 2012 hereby confirm and acknowledge that we have read and understood the terms and conditions of the above Supplemental Agreement and agree in all respects to the same and confirm that the Security Documents to which we are respectively a party shall remain in full force and effect and shall continue to stand as security for the obligations of the Borrower under the Facility Agreement (as amended by the Supplemental Agreement) and shall, without limitation, secure the Loan.

 

/s/ Vasiliki Papaefthymiou

 

/s/ Vasiliki Papaefthymiou

VASILIKI PAPAEFTHYMIOU   VASILIKI PAPAEFTHYMIOU
For and on behalf of   For and on behalf of
NAVIOS MARITIME OPERATING L.L.C.   NAVIOS SHIPMANAGEMENT INC.

/s/ Vasiliki Papaefthymiou

 

/s/ Vasiliki Papaefthymiou

VASILIKI PAPAEFTHYMIOU   VASILIKI PAPAEFTHYMIOU
For and on behalf of   For and on behalf of
LIBRA SHIPPING ENTERPRISES   ALEGRIA SHIPPING CORPORATION
CORPORATION  

/s/ Vasiliki Papaefthymiou

 

/s/ Vasiliki Papaefthymiou

VASILIKI PAPAEFTHYMIOU   VASILIKI PAPAEFTHYMIOU
For and on behalf of   For and on behalf of
FANTASTIKS SHIPPING CORPORATION   FELICITY SHIPPING CORPORATION

/s/ Vasiliki Papaefthymiou

 

/s/ Vasiliki Papaefthymiou

VASILIKI PAPAEFTHYMIOU   VASILIKI PAPAEFTHYMIOU
For and on behalf of   For and on behalf of
GALAXY SHIPPING CORPORATION   GEMINI SHIPPING CORPORATION

/s/ Vasiliki Papaefthymiou

 

/s/ Vasiliki Papaefthymiou

VASILIKI PAPAEFTHYMIOU   VASILIKI PAPAEFTHYMIOU
For and on behalf of   For and on behalf of
AURORA SHIPPING ENTERPRISES LTD.   HYPERION ENTERPRISES INC.

/s/ Vasiliki Papaefthymiou

 

/s/ Vasiliki Papaefthymiou

VASILIKI PAPAEFTHYMIOU   VASILIKI PAPAEFTHYMIOU
For and on behalf of   For and on behalf of
SAGITTARIUS SHIPPING CORPORATION   PALERMO SHIPPING S.A.

/s/ Vasiliki Papaefthymiou

 

/s/ Vasiliki Papaefthymiou

VASILIKI PAPAEFTHYMIOU   VASILIKI PAPAEFTHYMIOU
For and on behalf of   For and on behalf of
CHILALI CORP.   SURF MARITIME CO.

 

10


/s/ Vasiliki Papaefthymiou

 

/s/ Vasiliki Papaefthymiou

VASILIKI PAPAEFTHYMIOU   VASILIKI PAPAEFTHYMIOU
For and on behalf of   For and on behalf of
ALDEBARAN SHIPPING CORPORATION   PROSPERITY SHIPPING CORPORATION

/s/ Vasiliki Papaefthymiou

 

/s/ Vasiliki Papaefthymiou

VASILIKI PAPAEFTHYMIOU   VASILIKI PAPAEFTHYMIOU
For and on behalf of   For and on behalf of
CUSTOMIZED DEVELOPMENT S.A.   PANDORA MARINE INC.

/s/ Vasiliki Papaefthymiou

 

/s/ Vasiliki Papaefthymiou

VASILIKI PAPAEFTHYMIOU   VASILIKI PAPAEFTHYMIOU
For and on behalf of   For and on behalf of
KOHYLIA SHIPMANAGEMENT S.A.   ORBITER SHIPPING CORP.

/s/ Vasiliki Papaefthymiou

 
VASILIKI PAPAEFTHYMIOU  
For and on behalf of  
JTC SHIPPING & TRADING LTD  

 

11

Press Release

Exhibit 99.1

Navios Maritime Partners L.P. Announces Cash Distribution of $0.4425 per Unit

PIRAEUS, GREECE— January 22, 2013 – Navios Maritime Partners L.P. (“Navios Partners”) (NYSE: NMM) announced today that its Board of Directors has declared a cash distribution of $0.4425 per unit for the quarter ended December 31, 2012. This distribution represents an annualized distribution of $1.77 per unit. The cash distribution will be payable on February 14, 2013 to unit holders of record as of February 8, 2013.

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 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 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.

Investor Relations Contact

Navios Maritime Partners L.P.

+1.212.906.8645

Investors@navios-mlp.com

Nicolas Bornozis

Capital Link, Inc.

naviospartners@capitallink.com

Press Release

Exhibit 99.2

Navios Maritime Partners L.P. Reports Financial Results for the Fourth Quarter and

Year Ended December 31, 2012

114.4% Increase in Quarterly Net Income to $40.1 Million

73.2% Increase in Quarterly Operating Surplus to $54.2 Million

58.8% Increase in Quarterly EBITDA to $61.3 Million

Cash Distribution $0.4425 per Unit for Q4 2012

PIRAEUS, GREECE—(Marketwire—January 23, 2013)—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, 2012.

Ms. Angeliki Frangou, Chairman and Chief Executive Officer of Navios Partners, stated: “I am pleased with the fourth quarter results of 2012. Net income increased by 114% and EBITDA by almost 59%. We recently announced a quarterly distribution of $0.4425 per unit, providing an annual distribution of $1.77 and a current yield of about 12%.”

Ms. Frangou continued: “2012 was another difficult year in shipping, as the industry was buffeted by macro headwinds and global uncertainty. As a result, the Baltic Dry Index recorded a 20-year low. However, 2013 began with a number of favorable resolutions globally, including the ECB’s strength of action, the US legislative action, a proactive Japanese administration and the new, pro-growth, Chinese regime. Looking forward, there is a new optimism building, which should lend support to a recovery in the shipping industry. Navios Partners is uniquely positioned to take advantage of this recovery.”

RECENT DEVELOPMENTS

Cash Distribution

The Board of Directors of Navios Partners declared a cash distribution for the fourth quarter of 2012 of $0.4425 per unit. The cash distribution is payable on February 14, 2013 to unitholders of record on February 8, 2013.

Loan Prepayment

In December 2012, Navios Partners used $24.6 million from the lump sum cash payment, received from the credit default insurer, to repay debt of $10.8 million due in 2013, $4.9 million due in 2014 and $8.9 million due in 2015 and beyond. This had an effect of reducing the cash breakeven for 2013 by $1,409 per day.

Credit Default Insurance

In November 2012, Navios Partners agreed to restructure its credit default insurance.

In connection with this restructuring, Navios Partners received:

 

   

$24.6 million lump sum cash payment of which $9.8 million was attributable to defaulted charters. The remaining $14.8 million was not attributable to any charter and represented excess cash compensation;

 

   

$175.9 million of revenue covered under the restructured credit default insurance policy for a maximum cash payment of $120.0 million; and


   

$76.7 million revenue covered under its sponsor, Navios Maritime Holdings Inc. (“Navios Holdings”), supplemental credit default insurance with a maximum cash payment of $20 million.

Long-Term and Insured Cash Flow

Navios Partners has entered into medium to long-term time charter-out agreements for its vessels with a remaining average term of 3.1 years, providing a stable base of revenue and distributable cash flow. Navios Partners has currently contracted out 87.6% of its available days for 2013, 48.3% for 2014 and 40.3% for 2015, generating revenues of approximately $173.9 million, $113.8 million and $97.1 million, respectively. The average contractual daily charter-out rate for the fleet is $25,897, $30,766 and $31,452 for 2013, 2014 and 2015, respectively. The average daily charter-in rate for the active long-term charter-in vessels is $13,513 for 2013.

FINANCIAL HIGHLIGHTS

For the following results and the selected financial data presented herein, Navios Partners has compiled consolidated statements of income for the three months and the years ended December 31, 2012 and 2011. The quarterly 2012 and 2011 information was derived from the unaudited condensed consolidated financial statements for the respective periods. EBITDA and Operating Surplus are non-GAAP financial measures and should not be used in isolation or substitution for Navios Partners’ results.

 

(in $‘000 except

per unit data)

   Three Month
Period Ended
December 31,
2012
(unaudited)
    Three Month
Period Ended
December 31,
2011
(unaudited)
    Year Ended
December 31,
2012
(unaudited)
    Year Ended
December 31,
2011
(unaudited)
 

Revenue

   $ 52,786      $ 50,464      $ 205,435      $ 186,953   

Net income

   $ 40,137   $ 18,661      $ 95,898   $ 65,335   

EBITDA

   $ 61,251   $ 38,588      $ 177,443   $ 137,790   

Earnings per Common unit (basic and diluted)

   $ 0.65   $ 0.35      $ 1.61   $ 1.33   

Operating Surplus

   $ 54,150      $ 31,332      $ 148,879      $ 115,870   

Maintenance and Replacement Capital expenditures

   $ (4,942   $ (4,828   $ (18,869   $ (18,569

 

* Positively affected by $22.5 million accounting effect from the restructuring of credit default insurance.

Three month periods ended December 31, 2012 and 2011

Time charter revenues for the three month period ended December 31, 2012 increased by $2.3 million or 4.6% to $52.8 million, as compared to $50.5 million for the same period in 2011. The increase was mainly attributable to the acquisition of the Navios Buena Ventura on June 15, 2012, the acquisition of the Navios Soleil on July 24, 2012 and the acquisition of the Navios Helios on July 27, 2012. As a result of these vessel acquisitions, available days of the fleet increased to 1,914 days for the three month period ended December 31, 2012, as compared to 1,647 days for the three month period ended December 31, 2011. The time charter equivalent (“TCE”) decreased to $27,297 for the three month period ended December 31, 2012, from $30,646 for the three month period ended December 31, 2011.

EBITDA increased by $22.7 million to $61.3 million for the three month period ended December 31, 2012, as compared to $38.6 million for the same period of 2011. The increase in EBITDA was mainly due to: (i) a $2.3 million increase in revenue following the acquisition of the Navios Buena Ventura on June 15, 2012, the acquisition of the Navios Soleil on July 24, 2012 and the acquisition of


the Navios Helios on July 27, 2012; (ii) a $0.8 million decrease in time charter expenses; and (iii) a $22.0 million increase in other income from the credit default insurance settlement. The above increase was partially offset by a $2.0 million increase in management fees, a $0.3 million increase in general and administrative expenses and a $0.1 million increase in other expenses.

The reserve for estimated maintenance and replacement capital expenditures for the three month periods ended December 31, 2012 and 2011 was $4.9 million and $4.8 million, respectively (please see Reconciliation of Non-GAAP Financial Measures in Exhibit 3).

Navios Partners generated an Operating Surplus for the three month period ended December 31, 2012 of $54.2 million, as compared to $31.3 million for the three month period ended December 31, 2011. Operating Surplus is a non-GAAP financial measure used by certain investors to assist in evaluating a partnership’s ability to make quarterly cash distributions (please see Reconciliation of Non-GAAP Financial Measures in Exhibit 3).

Net income for the three months ended December 31, 2012 amounted to $40.1 million compared to $18.7 million for the three months ended December 31, 2011. The increase in net income of $21.4 million was due to a $22.7 million increase in EBITDA and a $0.3 million decrease in interest expense and finance cost, net. The increase was partially offset by a $1.5 million increase in depreciation and amortization expense due to the acquisition of the Navios Buena Ventura, and the favorable lease terms recognized in relation to this acquisition, as well as the acquisitions of the Navios Soleil and the Navios Helios.

Years ended December 31, 2012 and 2011

Time charter revenues for the year ended December 31, 2012 increased by $18.4 million or 9.8% to $205.4 million, as compared to $187.0 million for the same period in 2011. The increase was mainly attributable to the acquisitions of the Navios Luz and the Navios Orbiter on May 19, 2011, the acquisition of the Navios Buena Ventura on June 15, 2012, the acquisition of the Navios Soleil on July 24, 2012 and the acquisition of the Navios Helios on July 27, 2012. As a result of these vessel acquisitions, available days of the fleet increased to 7,002 days for the year ended December 31, 2012, as compared to 6,251 days the year ended December 31, 2011. TCE decreased to $28,907 for the year ended December 31, 2012, from $29,909 for the year ended December 31, 2011.

EBITDA increased by $39.6 million to $177.4 million for the year ended December 31, 2012, as compared to $137.8 million for the same period of 2011. The increase in EBITDA was mainly due to: (i) a $18.4 million increase in revenue following the acquisitions of the five vessels at various times through July 2012 the Navios Luz, the Navios Orbiter, the Navios Buena Ventura, the Navios Soleil and the Navios Helios; (ii) a $4.0 million non-cash charge for the write-off of intangible assets associated with the Navios Apollon charter-out contract incurred in the year ended December 31, 2011; (iii) a $0.6 million decrease in time charter expenses; (iv) a $22.3 million increase in other income mainly from the credit default insurance settlement; and (v) a $0.3 million decrease in other expense. The above increase was partially offset by a $5.4 million increase in management fees and a $0.6 million increase in general and administrative expenses.

The reserve for estimated maintenance and replacement capital expenditures for the year ended December 31, 2012 and 2011 was $18.9 million and $18.6 million, respectively (please see Reconciliation of Non-GAAP Financial Measures in Exhibit 3).

Navios Partners generated an Operating Surplus for the year ended December 31, 2012 of $148.9 million, as compared to $115.9 million for the year ended December 31, 2011. Operating Surplus is a non-GAAP financial measure used by certain investors to assist in evaluating a partnership’s ability to make quarterly cash distributions (please see Reconciliation of Non-GAAP Financial Measures in Exhibit 3).

Net income for the year ended December 31, 2012 amounted to $95.9 million compared to $65.3 million for the year ended December 31, 2011. The increase in net income of $30.6 million was due to a $39.6 million increase in EBITDA partially offset by: (i) a $7.6 million increase in depreciation and amortization expense due to the acquisitions of the Navios Orbiter, the Navios Luz, the Buena Ventura and the favorable lease terms recognized in relation to these acquisitions and the acquisitions of the Navios Soleil and the Navios Helios; (ii) a $0.9 million increase in interest expense and finance cost, net; and (iii) a $0.5 million decrease in interest income.


Fleet Employment Profile

The following table reflects certain key indicators of Navios Partners’ core fleet performance for the three months and the year ended December 31, 2012 and 2011.

 

     Three Month
Period Ended
December 31,
2012
(unaudited)
    Three Month
Period Ended
December 31,
2011
(unaudited)
    Year Ended
December 31,
2012
(unaudited)
    Year Ended
December 31,
2011
(unaudited)
 

Available Days (1)

     1,914        1,647        7,002        6,251   

Operating Days (2)

     1,912        1,633        6,984        5,950   

Fleet Utilization (3)

     99.9     99.2     99.8     95.2

Time Charter Equivalent (per day) (4)

   $ 27,297      $ 30,646      $ 28,907      $ 29,909   

Vessels operating at period end

     21        18        21        18   

 

(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 scheduled 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 and minimizing the amount of days that its vessels are off-hire for reasons other than scheduled repairs, drydockings or special surveys.
(4) Time Charters Equivalents (“TCE”) rates are defined as voyage and time charter revenues less voyage expenses during a period divided by the number of available days during the period. The TCE rate is a standard shipping industry performance measure used primarily to present the actual daily earnings generated by vessels on various types of charter contracts for the number of available days of the fleet.

Conference Call details:

Navios Partners’ management will host a conference call today, Thursday, January 24, 2013 to discuss the results for the fourth quarter and year ended December 31, 2012.

Conference Call details:

Call Date/Time: Thursday, January 24, 2013 at 08:30 am ET

Call Title: Navios Partners Q4 & FY 2012 Financial Results Conference Call

US Dial In: +1.866.394.0817

International Dial In: +1.706.679.9759

Conference ID: 8954 0899


The conference call replay will be available two hours after the live call and remain available for one week at the following numbers:

US Replay Dial In: +1.800.585.8367

International Replay Dial In: +1.404.537.3406

Conference ID: 8954 0899

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 by 8:00 am ET 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 drybulk 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.


EXHIBIT 1

NAVIOS MARITIME PARTNERS L.P.

CONDENSED CONSOLIDATED BALANCE SHEET

(Expressed in thousands of U.S. Dollars except unit data)

 

     December 31,
2012
     December 31,
2011
 
     (unaudited)         

ASSETS

     

Current assets

     

Cash and cash equivalents

   $ 32,132       $ 48,078   

Restricted cash

     29,529         8,468   

Accounts receivable, net

     7,778         4,835   

Prepaid expenses and other current assets

     594         2,177   
  

 

 

    

 

 

 

Total current assets

     70,033         63,558   
  

 

 

    

 

 

 

Vessels, net

     721,391         667,213   

Deferred financing costs, net

     2,767         2,466   

Other long term assets

     282         106   

Intangible assets

     160,479         176,581   
  

 

 

    

 

 

 

Total non-current assets

     884,919         846,366   
  

 

 

    

 

 

 

Total assets

   $ 954,952       $ 909,924   
  

 

 

    

 

 

 

LIABILITIES AND PARTNERS’ CAPITAL

     

Current liabilities

     

Accounts payable

   $ 2,090       $ 2,022   

Accrued expenses

     3,599         2,986   

Deferred voyage revenue

     9,112         10,920   

Current portion of long-term debt

     23,727         36,700   

Amounts due to related parties

     21,748         4,077   
  

 

 

    

 

 

 

Total current liabilities

     60,276         56,705   
  

 

 

    

 

 

 

Long-term debt

     275,982         289,350   

Deferred voyage revenue

     —           4,230   
  

 

 

    

 

 

 

Total non-current liabilities

     275,982         293,580   
  

 

 

    

 

 

 


Total liabilities

     336,258         350,285   
  

 

 

    

 

 

 

Commitments and contingencies

     —           —     

Partners’ capital:

     

Common Unitholders (60,109,163 and 46,887,320 units issued and outstanding at December 31, 2012 and December 31, 2011, respectively)

     612,222         729,550   

Subordinated Unitholders (0 and 7,621,843 units issued and outstanding at December 31, 2012 and December 31, 2011, respectively)

     —           (177,969

General Partner (1,226,721 and 1,132,843 units issued and outstanding at December 31, 2012 and December 31, 2011, respectively)

     6,472         1,976   

Subordinated Series A Unitholders (0 and 1,000,000 units issued and outstanding at December 31, 2012 and December 31, 2011, respectively)

     —           6,082   
  

 

 

    

 

 

 

Total partners’ capital

     618,694         559,639   
  

 

 

    

Total liabilities and partners’ capital

   $ 954,952       $ 909,924   
  

 

 

    

 

 

 


NAVIOS MARITIME PARTNERS L.P.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Expressed in thousands of U.S. Dollars except unit and per unit amounts)

 

    

Three Month
Period

Ended
December
31, 2012

($‘000)

   

Three Month
Period

Ended
December
31, 2011

($‘000)

   

Year Ended
December
31, 2012

($‘000)

    Year Ended
December
31, 2011
($‘000)
 
     (unaudited)     (unaudited)     (unaudited)        

Time charter revenues

   $ 52,786      $ 50,464      $ 205,435      $ 186,953   

Time charter expenses

     (3,027     (3,801     (12,937     (13,473

Direct vessel expenses

     —          (13     (25     (61

Management fees

     (8,680     (6,736     (31,689     (26,343

General and administrative expenses

     (1,681     (1,387     (5,555     (4,965

Depreciation and amortization

     (18,648     (17,150     (71,622     (63,971

Write-off of intangible asset

     —          —          —          (3,979

Interest expense and finance cost, net

     (2,516     (2,830     (10,127     (9,244

Interest income

     50        66        229        821   

Other income

     22,196        235        22,598        272   

Other expense

     (343     (187     (409     (675
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income

   $ 40,137      $ 18,661      $ 95,898      $ 65,335   
  

 

 

   

 

 

   

 

 

   

 

 

 


Earnings per unit:

 

     Three Month
Period Ended
December 31,
2012
(unaudited)
     Three Month
Period Ended
December 31,
2011
(unaudited)
     Year Ended
December 31,
2012
(unaudited)
     Year Ended
December 31,
2011
 

Net income

   $ 40,137       $ 18,661       $ 95,898       $ 65,335   

Earnings attributable to:

           

Common unit holders

     38,920         16,411         93,566         60,506   

Subordinated unit holders

     —           1,877         —           3,522   

General partner unit holders

     1,217         373         2,332         1,307   

Subordinated Series A unit holders

     —           —           —           —     

Weighted average units outstanding (basic and diluted)

           

Common unit holders

     60,109,163         46,887,320         58,008,617         45,409,807   

Subordinated unit holders

     —           7,621,843         —           7,621,843   

General partner unit holders

     1,226,721         1,132,843         1,193,889         1,102,689   

Subordinated Series A unit holders

     —           1,000,000         —           1,000,000   

Earnings per unit-overall (basic and diluted):

           

Common unit holders

   $ 0.65       $ 0.35       $ 1.61       $ 1.33   

Subordinated unit holders

   $ —         $ 0.25       $ —         $ 0.46   

General partner unit holders

   $ 0.99       $ 0.33       $ 1.95       $ 1.19   


NAVIOS MARITIME PARTNERS L.P.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in thousands of U.S. Dollars)

 

     Year Ended
December 31,
    Year Ended
December 31,
    Year Ended
December 31,
 
     2012     2011     2010  
     (unaudited)              

OPERATING ACTIVITIES

      

Net income

   $ 95,898      $ 65,335      $ 60,511   

Adjustments to reconcile net income to net cash provided by operating activities:

      

Depreciation and amortization

     71,622        63,971        41,174   

Write-off of intangible asset

     —          3,979        —     

Amortization and write-off of deferred financing cost

     787        530        415   

Amortization of deferred dry dock costs

     25        61        92   

Changes in operating assets and liabilities:

      

Increase in restricted cash

     (3     (2     (2

Increase in accounts receivable

     (2,943     (3,899     (334

Decrease/ (increase) in prepaid expenses and other current assets

     1,583        396        (1,797

(Increase) /decrease in other long term assets

     (202     75        (154

Increase in accounts payable

     68        946        558   

Increase in accrued expenses

     613        1,045        97   

Decrease in deferred voyage revenue

     (6,038     (6,417     (5,211

Increase in amounts due to related parties

     17,671        1,444        669   
  

 

 

   

 

 

   

 

 

 

Net cash provided by operating activities

     179,081        127,464        96,018   
  

 

 

   

 

 

   

 

 

 

INVESTING ACTIVITIES:

      

Acquisition of vessels

     (88,505     (76,220     (291,591

Acquisition of intangibles

     (21,193     (43,780     (156,166
  

 

 

   

 

 

   

 

 

 

Net cash used in investing activities

     (109,698     (120,000     (447,757
  

 

 

   

 

 

   

 

 

 


FINANCING ACTIVITIES:

      

Cash distributions paid

     (106,878     (95,499     (72,316

Net proceeds from issuance of general partner units

     1,472        2,052        6,150   

Proceeds from issuance of common units, net of offering costs

     68,563        86,288        253,871   

Proceeds from long term debt

     44,000        35,000        139,000   

(Increase) /decrease in restricted cash

     (21,058     (7,642     12,500   

Repayment of long-term debt and payment of principal

     (70,340     (30,450     (12,500

Debt issuance costs

     (1,088     (413     (1,566
  

 

 

   

 

 

   

 

 

 

Net cash (used in) /provided by financing activities

     (85,329     (10,664     325,139   
  

 

 

   

 

 

   

 

 

 

Decrease in cash and cash equivalents

     (15,946     (3,200     (26,600
  

 

 

   

 

 

   

 

 

 

Cash and cash equivalents, beginning of period

     48,078        51,278        77,878   
  

 

 

   

 

 

   

 

 

 

Cash and cash equivalents, end of period

   $ 32,132      $ 48,078      $ 51,278   
  

 

 

   

 

 

   

 

 

 


EXHIBIT 2

 

                        Charter    Charter-  
                 Capacity      Expiration    Out Rate  

Owned Vessels

   Type    Built      (DWT)      Date    (1)  

Navios Apollon

   Ultra-Handymax      2000         52,073       February 2013    $ 12,500 (2) 
            February 2014    $ 13,500 (2) 

Navios Soleil

   Ultra-Handymax      2009         57,337       December 2013    $ 8,906   

Navios Gemini S

   Panamax      1994         68,636       February 2014    $ 24,225   

Navios Libra II

   Panamax      1995         70,136       September 2015    $ 12,000 (2) 

Navios Felicity

   Panamax      1997         73,867       June 2013    $ 26,169   

Navios Galaxy I

   Panamax      2001         74,195       February 2018    $ 21,937   

Navios Helios

   Panamax      2005         77,075       September 2013    $ 9,738   

Navios Hyperion

   Panamax      2004         75,707       April 2014    $ 37,953   

Navios Alegria

   Panamax      2004         76,466       February 2014    $ 16,984 (3) 

Navios Orbiter

   Panamax      2004         76,602       April 2014    $ 38,052   

Navios Hope

   Panamax      2005         75,397       August 2013    $ 17,562   

Navios Sagittarius

   Panamax      2006         75,756       November 2018    $ 26,125   

Navios Fantastiks

   Capesize      2005         180,265       March 2014    $ 14,678 (4) 

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 (5)

   Capesize      2010         179,132       September 2022    $ 29,356 (6) 

Navios Luz

   Capesize      2010         179,144       November 2020    $ 29,356 (7) 

Navios Buena Ventura

   Capesize      2010         179,259       October 2020    $ 29,356 (7) 

Long-term Chartered-in Vessels

              

Navios Prosperity (8)

   Panamax      2007         82,535       June 2013    $ 12,000 (10) 

Navios Aldebaran (9)

   Panamax      2008         76,500       March 2013    $ 28,391   

 

(1) Net time charter-out rate per day (net of commissions).These rates do not include insurance proceeds received upfront in December 2012.
(2) Profit sharing 50% on the actual results above the period rates.
(3) Profit sharing 50% above $16,984/ day based on Baltic Exchange Panamax TC Average.
(4) Amount represents daily rate of mitigation proceeds following the default of the original charterer.


(5) In January 2011, Korea Line Corporation (“KLC”) filed for receivership. The charter was affirmed and will be performed by KLC on its original terms, provided that during an interim suspension period the sub- charterer pays Navios Partners directly.
(6) Profit sharing 50% above $37,500/ day based on Baltic Exchange Capesize TC Average.
(7) Profit sharing 50% above $38,500/ day based on Baltic Exchange Capesize TC Average.
(8) The Navios Prosperity is chartered-in for seven years until June 2014 and we 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.
(9) The Navios Aldebaran is chartered-in for seven years until March 2015 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) Profit sharing: The owners will receive 100% of the first $1,500 in profits above the base rate and thereafter all profits will be split 50% to each party.


EXHIBIT 3

Disclosure of Non-GAAP Financial Measures

1. EBITDA and Adjusted EBITDA

EBITDA represents net income plus interest and finance costs plus depreciation and amortization and income taxes.

Adjusted EBITDA represents EBITDA plus the non-cash charge for the write-off of the intangible asset associated with the Navios Apollon charter-out contract.

EBITDA and Adjusted EBITDA are presented because Navios Partners believes that EBITDA is a basis upon which liquidity can be assessed and present useful information to investors regarding Navios Partners’ ability to service and/or incur indebtedness, pay capital expenditures, meet working capital requirements and pay dividends. EBITDA and Adjusted EBITDA are “non-GAAP financial measures” 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.

While EBITDA and Adjusted EBITDA are frequently used as a measure of operating results and the ability to meet debt service requirements, the definition of EBITDA and 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. 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 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.

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:

 

  o provide for the proper conduct of Navios Partners’ business (including reserve for maintenance and replacement capital expenditures);

 

  o comply with applicable law, any of Navios Partners’ debt instruments, or other agreements; or

 

  o provide funds for distributions to the unitholders and to the general partner for any one or more of the next four quarters;


  plus all cash on hand on the date of determination of available cash for the quarter resulting from working capital borrowings made after the end of the quarter. Working capital borrowings are generally borrowings that are made under any revolving credit or similar agreement used solely for working capital purposes or to pay distributions to partners.

Available Cash is a quantitative measure used in the publicly-traded partnership investment community to assist in evaluating a partnership’s ability to make quarterly cash distributions. Available cash is not required by accounting principles generally accepted in the United States and should not be considered a substitute for net income, cash flow from operating activities and other operations or cash flow statement data prepared in accordance with accounting principles generally accepted in the United States or as a measure of profitability or liquidity.

4. Reconciliation of Non-GAAP Financial Measures

 

     Three Month
Period
ended
December 31,
2012
($‘000)
(unaudited)
    Three Month
Period
ended
December 31,
2011
($‘000)
(unaudited)
    Year Ended
December 31,
2012
($‘000)
(unaudited)
    Year Ended
December 31,
2011
($‘000)
(unaudited)
 

Net Cash from Operating Activities

   $ 63,624      $ 31,331      $ 179,081      $ 127,464   

Net (decrease) /increase in operating assets

     (623     (1,005     1,565        3,430   

Net (increase) /decrease in operating liabilities

     (3,849     5,634        (12,314     2,982   

Net interest cost

     2,466        2,764        9,898        8,423   

Write-off of intangible asset

     —          —          —          (3,979

Deferred finance charges

     (367     (136     (787     (530
  

 

 

   

 

 

   

 

 

   

 

 

 

EBITDA(1)

   $ 61,251      $ 38,588      $ 177,443      $ 137,790   

Write-off of intangible asset

     —          —          —          3,979   
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA

   $ 61,251      $ 38,588      $ 177,443      $ 141,769   

Cash interest income

     66        107        262        801   

Cash interest paid

     (2,225     (2,535     (9,957     (8,131

Maintenance and replacement capital expenditures

     (4,942     (4,828     (18,869     (18,569
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating Surplus

   $ 54,150      $ 31,332      $ 148,879      $ 115,870   

Cash distribution paid relating to the first three quarters of the year

     —          —          (82,050     (73,597

Cash reserves

     (26,587     (6,503     (39,266     (17,444
  

 

 

   

 

 

   

 

 

   

 

 

 

Available cash for distribution

   $ 27,563      $ 24,829      $ 27,563      $ 24,829   


(1)

 

     Three Month
Period
ended
December 31,
2012
($ ‘000)
(unaudited)
    Three Month
Period
ended
December 31,
2011
($ ‘000)
(unaudited)
    Year Ended
December 31,
2012
($ ‘000)
(unaudited)
    Year Ended
December 31,
2011
($ ‘000)
 

Net cash provided by operating activities

   $ 63,624      $ 31,331      $ 179,081      $ 127,464   

Net cash used in investing activities

   $      $        (109,698   $ (120,000

Net cash used in financing activities

   $ (55,157   $ (32,754     (85,329   $ (10,664

Contact Information

 

  Contacts

 

       Navios Maritime Partners L.P.
       +1 (212) 906 8645
       Investors@navios-mlp.com

 

       Nicolas Bornozis
       Capital Link, Inc.
       naviospartners@capitallink.com