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Form 6-K Grindrod Shipping Holdin For: Aug 17

August 17, 2022 4:31 PM EDT

 

 

UNITED STATES

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

 

For the month of August 2022

 

Commission File Number 001-38440

 

Grindrod Shipping Holdings Ltd.

 

#03-01 Southpoint

200 Cantonment Road

Singapore 089763

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒ 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): ☐.

 

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

 

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): ☐.

 

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

 

 

 

 

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

 

On August 17, 2022, Grindrod Shipping Holdings Ltd. (the “Company”) issued a press release announcing the Company’s financial results for the three months and six months ended June 30, 2022. A copy of the press release is filed as Exhibit 99.1 to this Report on Form 6-K.

 

Exhibits  
   
99.1 Press Release of Grindrod Shipping Holdings Ltd. dated August 17, 2022

 

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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.

 

    GRINDROD SHIPPING HOLDINGS LTD.
     
Dated: August 17, 2022     /s/ Stephen Griffiths
    Name: Stephen Griffiths
    Title: Interim Chief Executive Officer and Chief Financial Officer

 

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Exhibit 99.1

 

 

GRINDROD SHIPPING HOLDINGS LTD.

UNAUDITED FINANCIAL RESULTS FOR THE SECOND QUARTER & FIRST HALF OF THE YEAR

ENDING DECEMBER 31, 2022

 

Singapore, August 17, 2022: — Grindrod Shipping Holdings Ltd. (NASDAQ: GRIN) (JSE: GSH) (“Grindrod Shipping” or “Company” or “we” or “us” or “our”), a global provider of maritime transportation services predominantly in the drybulk sector, today announced its earnings results for the three months and the six months ended June 30, 2022.

 

Financial Highlights for the Three Months Ended June 30, 2022

 

 

Revenues of $161.6 million

 

 

Gross profit of $64.6 million

 

 

Profit for the period and attributable to owners of the Company of $56.8 million, or $2.99 per ordinary share

 

 

Adjusted net income of $53.3 million, or $2.81 per ordinary share(1)

 

 

Adjusted EBITDA for the period of $73.9 million(1)

 

 

Handysize and supramax/ultramax TCE per day of $27,479 and $31,021, respectively(1)

 

Financial Highlights for the Six Months Ended June 30, 2022

 

 

Revenues of $271.9 million

 

 

Gross profit of $105.3 million

 

 

Profit for the period and attributable to owners of the Company of $85.8 million, or $4.56 per ordinary share

 

 

Adjusted net income of $83.1 million, or $4.42 per ordinary share(1)

 

 

Adjusted EBITDA of $124.1 million(1)

 

 

Handysize and supramax/ultramax TCE per day of $24,990 and $27,604, respectively(1)

 

  Period end cash and cash equivalents of $160.0 million and restricted cash of $9.7 million

 

(1) Adjusted EBITDA, Adjusted net income and TCE per day are non-GAAP financial measures. For the definitions of these non-GAAP financial measures and the reconciliation of these measures to the most directly comparable financial measure calculated and presented in accordance with GAAP, please refer to the definitions and reconciliations in “Non-GAAP Financial Measures” at the end of this press release.

 

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Operational Highlights for the Three Months Ended June 30, 2022

 

  On June 1, 2022, we sold the 2016-built medium range product tanker, Matuku for a gross price of $30.0 million.

 

  On May 10, 2022, we exercised the purchase option on the chartered-in 2015-built supramax bulk carrier, IVS Pinehurst, for an amount of $18.0 million with delivery to us on July 25, 2022. The vessel remained chartered-in at her original contract rate until delivered to us.

 

 

On May 12, 2022, we agreed to extend the long-term charter on the 2014-built supramax bulk carrier, IVS Crimson Creek, for a period of 11 to 13 months at a charter-in rate of $26,276 per day commencing May 1, 2022.

 

 

Recent Developments

 

 

On August 17, 2022, the Company’s Board of Directors declared an interim quarterly cash dividend of $0.84 per ordinary share, payable on or about September 19, 2022, to all shareholders of record as of September 9, 2022 (the “Record Date”). As of August 17, 2022, there were 18,996,493 common shares of the Company outstanding (excluding treasury shares).

 

In view of the Record Date of September 9, 2022, shareholders may not reposition shares between the JSE and the U.S. Register during the period from September 7, 2022, at 9.00 a.m. (South African time) until September 12, 2022 at 9.00 a.m. (South African time).

 

  As of August 10, 2022, we have contracted the following TCE per day for the third quarter of 2022 (1):

 

  - Handysize: approximately 1,020 operating days(2) at an average TCE per day of approximately $25,127

 

  - Supramax/ultramax: approximately 1,524 operating days(2) at an average TCE per day of approximately $26,766

 

(1) TCE per day is a non-GAAP financial measure. For the definition of this non-GAAP financial measure and the reconciliation of this measure to the most directly comparable financial measure calculated and presented in accordance with GAAP, please refer to the definitions and reconciliations in “Non-GAAP Financial Measures” at the end of this press release.

 

(2) Operating days: the number of available days in the relevant period a vessel is controlled by us after subtracting the aggregate number of days that the vessel is off-hire due to a reason other than scheduled drydocking and special surveys, including unforeseen circumstances. We use operating days to measure the aggregate number of days in a relevant period during which vessels are actually available to generate revenue.

 

CEO Commentary

 

Stephen Griffiths, the Interim Chief Executive Officer and Chief Financial Officer of Grindrod Shipping, commented:

 

“Grindrod Shipping reported another record quarterly performance with a strong second quarter of 2022 reflecting the resilient markets in our handysize and supramax/ultramax drybulk carrier segments. For the second quarter of 2022, we achieved $73.9 million of Adjusted EBITDA and $53.3 million of Adjusted net income, or $2.81 per ordinary share from continuing operations. These robust results have allowed us to announce our highest quarterly dividend to date of $0.84 per ordinary share, continuing our flexible capital return policy of rewarding our shareholders with material dividends in times of market strength. Since our first dividend with respect to the third quarter of 2021, we have declared a combined total dividend of $2.75 per ordinary share over the last four quarters.

 

The dry bulk market remained healthy in the second quarter 2022, despite the ongoing Russian-Ukraine conflict and disruptions in traditional trade routes. The smaller segments in which we operate are still earning a premium over the larger vessels due to their versatility, benefiting from a broader base of cargoes and continued spillover from the container trade. The supply picture remains at very healthy levels with continued minimal ordering of new vessels due to concerns over environmental regulations and higher newbuilding prices. As we head into the second half of the year, more macroeconomic concerns have emerged as the global economy grapples with elevated inflation levels and rising interest rates. Thus far the impact on the dry cargo market has been minimal, though we remain prudent in our approach to risk management given the potential uncertainty.”

 

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Unaudited Results for the Three Months Ended June 30, 2022 and 2021

 

Continuing Operations

 

Revenue was $161.6 million for the three months ended June 30, 2022 and $109.8 million for the three months ended June 30, 2021. Vessel revenue was $131.5 million for the three months ended June 30, 2022 and $109.7 million for the three months ended June 30, 2021. Revenue increased due to improved market conditions in the drybulk business which was slightly offset by a reduction in short-term operating days and the sale of a medium range tanker in the second quarter of 2022 (included in the Other segment under a bareboat charter) compared to no ship sales in continuing operations for the same period in 2021. 

 

Our handysize total revenue and supramax/ultramax total revenue was $52.6 million and $78.2 million, respectively, for the three months ended June 30, 2022, and $37.4 million and $71.0 million, respectively, for the three months ended June 30, 2021. Handysize vessel revenue and supramax/ultramax vessel revenue was $52.4 million and $78.2 million, respectively, for the three months ended June 30, 2022, and $37.2 million and $71.0 million, respectively, for the three months ended June 30, 2021. The results for the three months ended June 30, 2022 were positively impacted by higher TCE per day rates achieved in our handysize and supramax/ultramax drybulk carrier segments, reflecting the stronger spot markets in these segments which was slightly offset by a reduction in short-term operating days.

 

Handysize TCE per day was $27,479 per day for the three months ended June 30, 2022 and $18,104 per day for the three months ended June 30, 2021. Supramax/ultramax TCE per day was $31,021 per day for the three months ended June 30, 2022 and $21,916 per day for the three months ended June 30, 2021. 

 

Cost of sales was $97.0 million for the three months ended June 30, 2022 and $74.2 million for the three months ended June 30, 2021. The increase was primarily due to the cost of a ship sold in the second quarter of 2022 compared to no ship sales in continuing operations for the same period in 2021, increased costs for short-term charters which was offset by a decrease in short-term operating days, a decrease in voyage expenses and a decrease in vessel operating expenses.

 

Our handysize segment and supramax/ultramax segment cost of sales was $24.8 million and $42.6 million, respectively, for the three months ended June 30, 2022 and $23.1 million and $51.2 million, respectively, for the three months ended June 30, 2021.

 

Handysize voyage expenses and supramax/ultramax voyage expenses were $9.6 million and $13.1 million, respectively, for the three months ended June 30, 2022 and $7.7 million and $17.5 million, respectively, for the three months ended June 30, 2021. Handysize charter hire and supramax/ultramax charter hire were $4.7 million and $13.9 million, respectively, for the three months ended June 30, 2022 and $3.9 million and $16.5 million, respectively, for the three months ended June 30, 2021. Handysize vessel operating costs and supramax/ultramax vessel operating costs were $7.2 million and $4.2 million, respectively, for the three months ended June 30, 2022, and $8.4 million and $3.7 million, respectively, for the three months ended June 30, 2021. Handysize vessel operating costs per day were $5,247 per day for the three months ended June 30, 2022 and $6,130 per day for the three months ended June 30, 2021. Vessel operating costs per day were lower in the handysize drybulk carrier segment for the three months ended June 30, 2022 in comparison to the three months ended June 30, 2021 due to a decrease in the purchase of spare parts and the cost to airfreight the spares to the vessels, management fees on two vessels that were previously managed by an external company and crew signing off costs that were timed differently in the previous period, slightly offset by an increase in insurance costs. Supramax/ultramax vessel operating costs per day were $5,139 per day for the three months ended June 30, 2022 and $5,116 per day for the three months ended June 30, 2021. Vessel operating costs per day increased for the three months ended June 30, 2022 in comparison to the three months ended June 30, 2021 due to increased repair costs on a small number of vessels and increased insurance costs, partially offset by the decrease in the purchase of spares and the cost to airfreight the spares to the vessels and a decrease in crew signing off costs that were timed differently in the previous period.

 

The long-term charter-in costs per day for our supramax/ultramax fleet was $13,948 per day during the three months ended June 30, 2022 and $12,867 per day for the three months ended June 30, 2021. The increase is due to the extension of a charter agreement at a higher rate in May 2022. During the three months ended June 30, 2022, out of 2,100 operating days in the supramax/ultramax segment, 68.3% were fulfilled with owned/long-term chartered-in vessels and the remaining 31.7% with short-term chartered-in vessels compared to 2,422 operating days in the supramax/ultramax segment, 57.5% were fulfilled with owned/long-term chartered-in vessels and the remaining 42.5% with short-term chartered-in vessels the three months ended June 30, 2021.

 

Gross profit was $64.6 million for the three months ended June 30, 2022 and $35.6 million for the three months ended June 30, 2021.

 

Other operating income was $4.1 million for the three months ended June 30, 2022 and $3.3 million for the three months ended June 30, 2021.

 

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Administrative expense was $7.6 million for the three months ended June 30, 2022 and $7.9 million for the three months ended June 30, 2021.

 

Interest income was $0.2 million for the three months ended June 30, 2022 and $0.0 million for the three months ended June 30, 2021.

 

Interest expense was $4.3 million for the three months ended June 30, 2022 and $3.9 million for the three months ended June 30, 2021.

 

Income tax (expense) benefit was an expense of $0.2 million for the three months ended June 30, 2022 and was a benefit of $0.1 million for the three months ended June 30, 2021.

 

Profit for the three months ended June 30, 2022 was $56.8 million compared to $27.3 million for the three months ended June 30, 2021.

 

Profit attributable to owners of the Company for the three months ended June 30, 2022 was $56.8 million compared to $22.8 million for the three months ended June 30, 2021.

 

Continuing and Discontinued Operation

 

Profit for the three months ended June 30, 2022 was $56.8 million compared to $24.2 million for the three months ended June 30, 2021.

 

Profit attributable to owners of the Company for the three months ended June 30, 2022 was $56.8 million compared to $19.8 million for the three months ended June 30, 2021.

 

Unaudited Results for the six months ended June 30, 2022 and 2021

 

Continuing Operations

 

Revenue was $271.9 million for the six months ended June 30, 2022 and $178.3 million for the six months ended June 30, 2021. Vessel revenue was $241.7 million for the six months ended June 30, 2022 and $177.9 million for the six months ended June 30, 2021. Revenue increased due to improved market conditions in the drybulk business which was slightly offset by a reduction in short-term operating days and the sale of a medium range tanker in the first half of 2022 (included in the Other segment under a bareboat charter) compared to no ship sales in continuing operations for the same period in 2021. 

 

Our handysize total revenue and supramax/ultramax total revenue was $88.8 million and $151.0 million, respectively, for the six months ended June 30, 2022, and $61.1 million and $114.5 million, respectively, for the six months ended June 30, 2021. Handysize vessel revenue and supramax/ultramax vessel revenue was $88.6 million and $151.0 million, respectively, for the six months ended June 30, 2022, and $60.8 million and $114.4 million, respectively, for the six months ended June 30, 2021. The results for the six months ended June 30, 2022 were positively impacted by higher TCE per day rates achieved in our handysize and supramax/ultramax drybulk carrier segments, reflecting the stronger spot markets in these segments which was slightly offset by a reduction in short-term operating days.

 

Handysize TCE per day was $24,990 per day for the six months ended June 30, 2022 and $15,285 per day for the six months ended June 30, 2021. Supramax/ultramax TCE per day was $27,604 per day for the six months ended June 30, 2022 and $17,606 per day for the six months ended June 30, 2021.

 

Cost of sales was $166.6 million for the six months ended June 30, 2022 and $130.1 million for the six months ended June 30, 2021. The increase was primarily due to the cost of a ship sold in the first half of 2022 compared to no ship sales in continuing operations for the same period in 2021 and increased costs for short-term charters which was slightly offset by a decrease in short-term operating days.

 

In the drybulk business, our handysize segment and supramax/ultramax segment cost of sales was $45.2 million and $92.1 million, respectively, for the six months ended June 30, 2022 and $41.6 million and $88.9 million, respectively, for the six months ended June 30, 2021.

 

Handysize voyage expenses and supramax/ultramax voyage expenses were $14.9 million and $31.5 million, respectively, for the six months ended June 30, 2022 and $14.1 million and $28.8 million, respectively, for the six months ended June 30, 2021. Handysize vessel operating costs and supramax/ultramax vessel operating costs were $14.8 million and $8.7 million, respectively, for the six months ended June 30, 2022, and $15.2 million and $7.5 million, respectively, for the six months ended June 30, 2021. Handysize vessel operating costs per day were $5,461 per day for the six months ended June 30, 2022 and $5,602 per day for the six months ended June 30, 2021. Vessel operating costs per day were lower in the handysize drybulk carrier segment for the six months ended June 30, 2022 in comparison to the six months ended June 30, 2021 due to a decrease in the purchase of spare parts and the cost to airfreight the spares to the vessels and a decrease in management fees on two vessels that were previously managed by an external company, slightly offset by an increase in insurance costs. Supramax/ultramax vessel operating costs per day were $5,338 per day for the six months ended June 30, 2022 and $5,212 per day for the six months ended June 30, 2021. Vessel operating costs per day were higher in the supramax/ultramax carrier segment for the six months ended June 30, 2022 in comparison to the six months ended June 30, 2021 due to repair costs on a small number of vessels and increased insurance costs, slightly offset by the decrease in the purchase of spares and the cost to airfreight the spares to the vessels.

 

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The long-term charter-in costs per day for our supramax/ultramax fleet was $13,552 per day during the six months ended June 30, 2022 and $12,611 per day for the six months ended June 30, 2021. The increase is due to the extension of a charter agreement in May 2022 at a higher rate. During the six months ended June 30, 2022, out of 4,328 operating days in the supramax/ultramax segment, 66.1% were fulfilled with owned/long-term chartered-in vessels and the remaining 33.9% with short-term chartered-in vessels compared to 4,864 operating days in the supramax/ultramax segment, 57.5% were fulfilled with owned/long-term chartered-in vessels and the remaining 42.5% with short-term chartered-in vessels the six months ended June 30, 2021.

 

Gross profit was $105.3 million for the six months ended June 30, 2022 and $48.2 million for the six months ended June 30, 2021.

 

Other operating income was $3.8 million for the six months ended June 30, 2022 and $3.4 million for the six months ended June 30, 2021.

 

Administrative expense was $15.9 million for the six months ended June 30, 2022 and $14.2 million for the six months ended June 30, 2021. Administrative expense increased in the six months ended June 30, 2022 as compared to the six months ended June 30, 2021 due to higher staff incentive costs.

 

Interest income was $0.3 million for the six months ended June 30, 2022 and $0.1 million for the six months ended June 30, 2021.

 

Interest expense was $7.4 million for the six months ended June 30, 2022 and $7.1 million for the six months ended June 30, 2021.

 

Income tax (expense) benefit was an expense of $0.3 million for the six months ended June 30, 2022 and a benefit of $0.1 million for the six months ended June 30, 2021.

 

Profit for the six months ended June 30, 2022 was $85.8 million and $30.4 million for the six months ended June 30, 2021.

 

Profit attributable to owners of the Company for the six months ended June 30, 2022 was $85.8 million and $25.0 million for the six months ended June 30, 2021.

 

Continuing and Discontinued Operation

 

Profit for the six months ended June 30, 2022 was $85.8 million compared to a profit of $27.6 million for the six months ended June 30, 2021.

 

Profit attributable to owners of the Company for six months ended June 30, 2022 was $85.8 million compared to $22.1 million for the six months ended June 30, 2021.

 

Net cash flows generated from operating activities was $137.8 million for the six months ended June 30, 2022 and $102.1 million for the six months ended June 30, 2021. Net cash (used in) generated from investing activities was an outflow of $0.1 million for the six months ended June 30, 2022 and an inflow of $0.2 million for the six months ended June 30, 2021. Net cash flows used in financing activities was $81.6 million for the six months ended June 30, 2022 and $82.3 million for the six months ended June 30, 2021.

 

As of June 30, 2022, we had cash and equivalents of $160.0 million and restricted cash of $9.7 million.

 

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Conference Call details

 

Tomorrow, Thursday, August 18, 2022, at 8:00 a.m. Eastern Daylight Time/ 2:00 p.m. South African Standard Time/ 8:00 p.m. Singapore Time, the Company's management will host a conference call and webcast to discuss the earnings results. 

 

Conference Call details: Participants should dial into the call 10 minutes before the scheduled time using the following numbers: +1 877 405 1226 (USA Toll Free Dial In) or +1 201 689 7823 (USA and Standard International Dial In), +0 800 756 3429 (UK Toll Free Dial In), +800 101 3046 (Singapore Toll Free Dial In), or +0 800 983 831 (South Africa Toll Free Dial In). Please quote “Grindrod” to the operator and/or conference ID 1 373 2108. For international toll free access numbers, please refer to https://www.incommconferencing.com/international-dial-in.

 

Slides and Audio Webcast / Slides Presentation details

 

There will be a live, and then archived webcast of the conference call and accompanying slides, accessible through the Grindrod Shipping website www.grinshipping.com (click on Notices & Events). The slide presentation of the Second Quarter 2022 financial results will be accessible in PDF format 10 minutes prior to the conference call and webcast. Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.

 

About Grindrod Shipping

 

Grindrod Shipping owns and operates a diversified fleet of owned, long-term and short-term chartered-in drybulk vessels predominantly in the handysize and supramax/ultramax segments. The drybulk business, which operates under the brand “Island View Shipping” (“IVS”) includes a core fleet of 31 vessels consisting of 15 handysize drybulk carriers and 16 supramax/ultramax drybulk carriers. The Company is based in Singapore, with offices in London, Durban, Tokyo and Rotterdam. Grindrod Shipping is listed on NASDAQ under the ticker “GRIN” and on the JSE under the ticker “GSH”.

 

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Fleet Table

 

The following table sets forth certain summary information regarding our fleet as of the date of this press release.

 

Drybulk Carriers — Owned Fleet (25 Vessels)

 

Vessel Name   Built  

Country of

Build

  DWT   Type of Employment
Handysize – Eco                
IVS Tembe   2016   Japan   37,740   IVS Commercial(1)
IVS Sunbird   2015   Japan   33,400   IVS Handysize Pool
IVS Thanda   2015   Japan   37,720   IVS Commercial(1)
IVS Kestrel   2014   Japan   32,770   IVS Handysize Pool
IVS Phinda   2014   Japan   37,720   IVS Commercial(1)
IVS Sparrowhawk   2014   Japan   33,420   IVS Handysize Pool
Handysize                
IVS Merlion   2013   China   32,070   IVS Handysize Pool
IVS Raffles   2013   China   32,050   IVS Handysize Pool
IVS Ibis   2012   Japan   28,240   IVS Handysize Pool
IVS Kinglet(2)   2011   Japan   33,130   IVS Handysize Pool
IVS Magpie(2)   2011   Japan   28,240   IVS Handysize Pool
IVS Orchard   2011   China   32,530   IVS Handysize Pool
IVS Knot(2)   2010   Japan   33,140   IVS Handysize Pool
IVS Sentosa   2010   China   32,700   IVS Handysize Pool
IVS Kingbird   2007   Japan   32,560   IVS Handysize Pool
Supramax/Ultramax – Eco                
IVS Prestwick   2019   Japan   61,300   IVS Supramax Pool
IVS Okudogo   2019   Japan   61,330   IVS Supramax Pool
IVS Phoenix(2)   2019   Japan   61,470   IVS Supramax Pool
IVS Swinley Forest   2017   Japan   60,490   IVS Supramax Pool
IVS Gleneagles   2016   Japan   58,070   IVS Supramax Pool
IVS North Berwick   2016   Japan   60,480   IVS Supramax Pool
IVS Bosch Hoek   2015   Japan   60,270   IVS Supramax Pool
IVS Hirono   2015   Japan   60,280   IVS Supramax Pool
IVS Wentworth   2015   Japan   58,090   IVS Supramax Pool
IVS Pinehurst(3)   2015   Philippines(4)   57,810   IVS Supramax Pool

 

 Drybulk Carriers — Long-Term Charter-In Fleet (6 Vessels)

 

Vessel Name   Built  

Country

of Build

  DWT    

Daily

Charter-

in Rate(5)

on June

30, 2022

 

Charter-

in Period (6)

   

Purchase

Option

Price

(Millions)

 

Type of

Employment

Supramax/Ultramax – Eco                                
IVS Atsugi(7)   2020   Japan   62,660   $ 12,200   2022-24   $ 25.2   IVS Supramax Pool
IVS Pebble Beach(8)   2020   Japan   62,660   $ 12,200   2022-24   $ 25.2   IVS Supramax Pool
IVS Hayakita(9)   2016   Japan   60,400   $ 13,500   2023-26   $ ~22.3   IVS Supramax Pool
IVS Windsor(10)   2016   Japan   60,280   $ 13,385   2023-26   $ -   IVS Supramax Pool
IVS Crimson Creek(11)   2014   Japan   57,950   $ 26,276   2023   $ -   IVS Supramax Pool
IVS Naruo(12)   2014   Japan   60,030   $ 12,750   2022-24   $ ~13.2   IVS Supramax Pool

 

 

 

(1)

Commercially managed by Grindrod Shipping alongside the IVS Handysize Pool.

 

(2) IVS Knot, IVS Kinglet, IVS Magpie and IVS Phoenix have each undergone separate financing arrangements in which we sold these vessels but retained the right to control the use of these vessels for a period up to 2030, 2031, 2031 and 2036, respectively, and we have an option to acquire IVS Knot, IVS Kinglet and IVS Magpie commencing in 2021 and IVS Phoenix in 2023. We regard the vessels as owned since we have retained the right to control the use of the vessels.

 

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(3)

We exercised the purchase option for an amount of $18.0 million and took delivery on July 25, 2022.

 

(4)

Constructed at Tsuneishi Cebu Shipyard, a subsidiary of Tsuneishi Shipbuilding of Japan.

 

(5)

Charter-in rate: The basic payment to the charterer for the use of the vessel under time charter. The amount is usually for a fixed period of time at rates that are generally fixed, but may contain a variable component based on inflation, interest rates, or current shipping market rates. The rate does not include any additional costs that are specified in the contract such as brokerage costs and victualing costs.

 

(6)

Expiration date range represents the earliest and latest re-delivery periods due to extension options.

 

(7)

Chartered-in until Q4 2022 with two one-year options to extend, at charter-in rates of $12,950 per day for the first extension year and $13,700 per day for the second extension year. The purchase option is exercisable beginning in Q4 2022 subject to contract terms and conditions.

 

(8)

Chartered-in until Q3 2022 with two one-year options to extend, at charter-in rates of $12,950 per day for the first extension year and $13,700 per day for the second extension year. The purchase option is exercisable beginning in Q3 2022 subject to contract terms and conditions.

 

(9)

Chartered-in until Q3 2023 with two one-year options and one nine-month option to extend, at charter-in rates of $14,000 per day for the first extension year, $14,500 per day for the second extension year, and $14,800 per day for the following nine-month extension period. The purchase option is exercisable next in Q3 2022 subject to contract terms and conditions and includes an estimated Japanese Yen denominated component but excludes estimated 50/50 profit sharing with vessel owner. The Japanese Yen component has been converted at a rate of 137 Yen to $1.

 

(10)

Chartered-in until Q3 2023 with two one-year options and one nine-month option to extend, at charter-in rates of $13,885 per day for the first extension year, $14,385 per day for the second extension year, and $14,885 per day for the following nine-month extension period.

 

(11)

Chartered-in for a period of 11 to 13 months at a charter-in rate of $26,276 per day commencing May 1, 2022.

 

(12) Chartered-in until Q4 2022 with two additional one-year options to extend at $13,000 per day for each extension year. The purchase option is exercisable next in Q4 2022 subject to contract terms and conditions and includes an estimated Japanese Yen denominated component which has been converted at a rate of 137 Yen to $1.

 

Unaudited Segment Information

 

   Three months ended June 30,   Six months ended June 30, 
(In thousands of U.S. dollars)  2022   2021   2022   2021 
Drybulk Carriers Business                
Handysize Segment                    
Revenue  $52,570   $37,364   $88,815   $61,066 
Cost of sales   (24,786)   (23,123)   (45,160)   (41,586)
Gross Profit   27,784    14,241    43,655    19,480 
Supramax/Ultramax Segment                    
Revenue  $78,246   $71,039   $150,990   $114,467 
Cost of sales   (42,641)   (51,229)   (92,137)   (88,941)
Gross Profit   35,605    19,810    58,853    25,526 

 

 8 

 

 

 

Selected Historical and Statistical Data of Our Operating Fleet

Set forth below are selected historical and statistical data of our operating fleet for the three months ended June 30, 2022 and 2021 and the six months ended June 30, 2022 and 2021 that we believe may be useful in better understanding our operating fleet’s financial position and results of operations. This table contains certain information regarding TCE per day, vessel operating costs per day and long-term charter-in costs per day which are non-GAAP measures. For a discussion of certain of these measures, see “Non-GAAP Financial Measures” at the end of this press release.

 

   Three months ended June 30,   Six months ended June 30, 
(In thousands of U.S. dollars)  2022   2021   2022   2021 
Drybulk Carriers Business                
Handysize Segment                    
Calendar days(1)   1,597    1,662    3,040    3,158 
Available days(2)   1,574    1,662    3,013    3,102 
Operating days(3)   1,560    1,630    2,952    3,052 
   Owned fleet operating days(4)   1,328    1,333    2,627    2,609 
   Long-term charter-in days(5)   -    -    -    - 
   Short-term charter-in days(6)   232    297    325    443 
Fleet utilization(7)   99.1%   98.1%   98.0%   98.4%
TCE per day(8)  $27,479   $18,104   $24,990   $15,285 
Vessel operating costs per day(9)  $5,247   $6,130   $5,461   $5,602 
Long-term charter-in costs per day(10)  $-   $-   $-   $- 
Supramax/Ultramax Segment                    
Calendar days(1)   2,123    2,494    4,365    4,963 
Available days(2)   2,123    2,482    4,365    4,914 
Operating days(3)   2,099    2,442    4,328    4,864 
   Owned fleet operating days(4)   819    728    1,626    1,404 
   Long-term charter-in days(5)   614    676    1,233    1,393 
   Short-term charter-in days(6)   666    1,038    1,469    2,067 
Fleet utilization(7)   98.9%   98.4%   99.2%   99.0%
TCE per day(8)  $31,021   $21,916   $27,604   $17,606 
Vessel operating costs per day(9)  $5,139   $5,116   $5,338   $5,212 
Long-term charter-in costs per day(10)  $13,948   $12,867   $13,552   $12,611 
                     

 

  (1)

Calendar days: total calendar days the vessels were in our possession for the relevant period.

 

  (2)

Available days: total number of calendar days a vessel is in our possession for the relevant period after subtracting off-hire days for scheduled drydocking and special surveys. We use available days to measure the number of days in a relevant period during which vessels should be available for generating revenue.

 

  (3)

Operating days: the number of available days in the relevant period a vessel is controlled by us after subtracting the aggregate number of days that the vessel is off-hire due to a reason other than scheduled drydocking and special surveys, including unforeseen circumstances. We use operating days to measure the aggregate number of days in a relevant period during which vessels are actually available to generate revenue.

 

  (4)

Owned fleet operating days: the number of operating days in which our owned fleet is operating for the relevant period.

 

  (5)

Long-term charter-in days: the number of operating days in which our long-term charter-in fleet is operating for the relevant period. We regard chartered-in vessels as long-term charters if the period of the charter we initially commit to is 12 months or more. Once we have included such chartered-in vessels in our fleet, we will continue to regard them as part of our fleet until the end of their chartered-in period, including any period that the charter has been extended under an option, even if at a given time the remaining period of their charter may be less than 12 months.

 

  (6)

Short-term charter-in days: the number of operating days for which we have chartered-in third party vessels for durations of less than one year for the relevant period.

 

  (7) Fleet utilization: the percentage of time that vessels are available for generating revenue, determined by dividing the number of operating days during a relevant period by the number of available days during that period. We use fleet utilization to measure a company’s efficiency in technically managing its vessels.

 

 9 

 

  

  (8) TCE per day: vessel revenue less voyage expenses during a relevant period divided by the number of operating days during the period. The number of operating days used to calculate TCE revenue per day includes the proportionate share of our joint ventures’ operating days and includes charter-in days. Please see “Non-GAAP Financial Measures” above for a discussion of TCE revenue and a reconciliation of TCE revenue to revenue.

 

  (9) Vessel operating costs per day: vessel operating costs per day represents vessel operating costs divided by the number of calendar days for owned vessels. The vessel operating costs and the number of calendar days used to calculate vessel operating costs per day includes the proportionate share of our joint ventures’ vessel operating costs and calendar days and excludes charter-in costs and charter-in days. Please see “Non-GAAP Financial Measures” above for a discussion of vessel operating costs per day.
     
  (10) Long-term charter-in costs per day: charter costs associated with long-term chartered-in vessels divided by long-term charter-in days for the relevant period. Please see “Non-GAAP Financial Measures” above for a discussion of long-term charter-in costs and its reconciliation to adjusted charter hire costs. That discussion also shows an analysis of adjusted charter hire costs split between long-term charter-in costs and short-term charter-in costs.

 

The average long-term charter-in costs per day for the supramax/ultramax fleet for the third quarter of 2022 is expected to be approximately $14,921/day.  

 

 10 

 

 

Unaudited Interim Condensed Consolidated Statement of Financial Position 

 

   30 June
2022
   31 December
2021
 
   US$’000   US$’000 
ASSETS          
Current assets          
Cash and bank balances   165,396    107,118 
Trade receivables   12,288    8,973 
Contract assets   3,108    3,686 
Other receivables and prepayments   25,922    22,424 
Loans to joint ventures   -    10 
Derivative financial instruments   2,654    5,370 
Inventories   20,075    13,909 
Total current assets   229,443    161,490 
           
Non-current assets          
Restricted cash   4,290    6,649 
Ships, property, plant and equipment   398,287    437,479 
Right-of-use assets   45,498    32,467 
Interest in joint ventures   15    13 
Derivative financial instruments   243    611 
Intangible assets   219    227 
Other receivables and prepayments   1,286    380 
Other investments   3,652    3,730 
Deferred tax assets   1,885    2,123 
Total non-current assets   455,375    483,679 
           
Total assets   684,818    645,169 
           
LIABILITIES AND EQUITY          
Current liabilities          
Trade and other payables   27,665    33,874 
Contract liabilities   13,039    8,441 
Lease liabilities   41,834    27,375 
Bank loans and other borrowings   34,811    28,020 
Retirement benefit obligation   122    124 
Derivative financial instruments   275    704 
Provisions   994    1,019 
Income tax payable   602    786 
Total current liabilities   119,342    100,343 
           
Non-current liabilities          
Trade and other payables   149    160 
Lease liabilities   1,765    5,896 
Bank loans and other borrowings   174,447    217,646 
Retirement benefit obligation   1,395    1,489 
Derivative financial instruments   256    - 
Total non-current liabilities   178,012    225,191 
           
Capital and reserves          
Share capital   320,683    320,683 
Other equity and reserves   (17,293)   (24,068)
Accumulated profit   84,074    23,020 
Total equity   387,464    319,635 
           
Total equity and liabilities   684,818    645,169 

 

 11 

 

 

Unaudited Interim Condensed Consolidated Statement of Profit or Loss

 

   Three months ended June 30,   Six months ended June 30, 
(In thousands of U.S. dollars, other than per share data)  2022   2021   2022   2021 
Continuing Operations                    
Revenue  $161,582   $109,830   $271,868   $178,255 
Cost of sales                    
Voyage expenses   (22,712)   (25,450)   (46,389)   (43,083)
Vessel operating costs   (10,699)   (11,376)   (22,102)   (21,325)
Charter hire costs   (18,579)   (20,411)   (34,533)   (33,140)
Depreciation of ships, drydocking and plant and equipment– owned assets   (7,262)   (6,665)   (15,474)   (12,596)
Depreciation of ships and ship equipment – right-of-use assets   (8,779)   (8,752)   (17,527)   (17,046)
Other expenses   971    (1,571)   (621)   (2,864)
Cost of ship sale   (29,925)   -    (29,925)   - 
Gross profit   64,597    35,605    105,297    48,201 
Other operating income   4,096    3,337    3,783    3,402 
Administrative expense   (7,629)   (7,889)   (15,890)   (14,169)
Share of (losses) profits of joint ventures   (1)   (5)   1    (28)
Interest income   166    38    269    75 
Interest expense   (4,305)   (3,879)   (7,374)   (7,123)
Profit before taxation   56,924    27,207    86,086    30,358 
Income tax (expense) benefit   (160)   53    (291)   78 
Profit for the period from continuing operations   56,764    27,260    85,795    30,436 
                     
Discontinued operation                    
Loss for the period from discontinued operation   -    (3,017)   -    (2,849)
Profit for the period   56,764    24,243    85,795    27,587 
                     
Profit for the period attributable to:                    
Owners of the Company   56,764    19,771    85,795    22,129 
Continuing operations  56,764    22,788    85,795    24,978 
Discontinued operation   -    (3,017)   -    (2,849)
Non-controlling interests   -    4,472    -    5,458 
    56,764    24,243    85,795    27,587 
                     
Profit per share attributable to owners of the Company:                    
From continuing and discontinued operation                    
Basic  $2.99   $1.02   $4.56   $1.15 
Diluted  $2.92   $1.01   $4.45   $1.13 
                     
From continuing operations                    
Basic  $2.99   $1.18   $4.56   $1.30 
Diluted  $2.92   $1.16   $4.45   $1.28 

 

 12 

 

 

Unaudited Summary Statement of Cash Flows

For the six month period ended 30 June

 

   2022   2021 
   US$’000   US$’000 
Operating activities          
Profit for the period   85,795    27,587 
Adjustments for:          
Share of (profits) losses of joint ventures   (1)   29 
(Gain) loss on disposal of ships   (57)   1,126 
Loss on disposal of businesses   -    25 
Gain on disposal of plant and equipment, furniture and fittings and motor vehicles   (30)   - 
Depreciation and amortisation   33,543    30,233 
Reversal of impairment loss recognised on ships   (4,073)   (3,557)
Impairment loss recognised on goodwill and intangibles   -    965 
Impairment loss on net disposal group   -    2,551 
Reversal of impairment loss recognised on right-of-use assets   -    (1,046)
(Reversal of) impairment loss recognised on financial assets   (30)   686 
(Reversal of) provision for onerous contracts   (25)   2,332 
Recognition of share-based payments expenses   1,392    512 
Net foreign exchange loss (gain)   117    (470)
Interest expense   7,374    7,737 
Interest income   (269)   (99)
Income tax expense (benefit)   291    (2,444)
Operating cash flows before movements in working capital and ships   124,027    66,167 
Inventories   (6,167)   (4,008)
Trade receivables, other receivables and prepayments   (7,722)   (3,018)
Contract assets   578    (154)
Trade and other payables   132    1,685 
Contract liabilities   4,598    4,803 
Due from related parties   -    556 
Operating cash flows before movement in ships   115,446    66,031 
Capital expenditure on ships   (1,041)   (4,636)
Proceeds from disposal of ships   29,481    47,809 
Net cash generated from operations   143,886    109,204 
Interest paid   (6,059)   (7,061)
Interest received   269    98 
Income tax paid   (266)   (172)
Net cash flows generated from operating activities   137,830    102,069 
           
Investing activities          
Repayment of loans and amount due from joint ventures   39    10 
Purchase of plant and equipment   (85)   (21)
Purchase of intangible assets   (75)   - 
Proceeds from disposal of businesses   -    69 
Proceeds from disposal of plant and equipment   62    - 
Dividends and distributions received from a joint venture   -    185 
Net cash (used in) generated from investing activities   (59)   243 
           
Financing activities          
Payment of principal portion of bank loans and other borrowings   (38,295)   (67,601)
Principal repayments on lease liabilities   (20,656)   (17,772)
Acquisition of treasury shares   -    (285)
Restricted cash   (133)   3,364 
 Dividends paid   (22,561)   - 
Net cash flows used in financing activities   (81,645)   (82,294)
           
Net increase in cash and cash equivalents   56,126    20,018 
Cash and cash equivalents at the beginning of the period   104,243    37,942 
Effect of exchange rate changes on the balance of cash held in foreign currencies   (340)   118 
Cash and cash equivalents at the end of the period   160,029    58,078 
           

 

 13 

 

 

During the six months ended June 30, 2021, cash flows relating to the discontinued operation of the tanker business were cash used in operating activities of $254,000, cash used in investing activities of $2,000 and cash used in financing activities $855,000. There is no discontinued operation during the six months ended June 30, 2022.

 

Non-GAAP Financial Measures

 

The financial information included in this press release includes certain “non-GAAP financial measures” as such term is defined in SEC regulations governing the use of non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company’s operating performance, financial position or cash flows that excludes or includes amounts that are included in, or excluded from, the most directly comparable measure calculated and presented in accordance with IFRS. For example, non-GAAP financial measures may exclude the impact of certain unique and/or non-operating items such as acquisitions, divestitures, restructuring charges, large write-offs or items outside of management’s control. Management believes that the non-GAAP financial measures described below provide investors and analysts useful insight into our financial position and operating performance.

 

TCE Revenue and TCE per day

 

TCE revenue is defined as vessel revenue less voyage expenses. Such TCE revenue, divided by the number of our operating days during the period, is TCE per day. Vessel revenue and voyage expenses as reported for our operating segments include a proportionate share of vessel revenue and voyage expenses attributable to our joint ventures based on our proportionate ownership of the joint ventures for the period the joint venture existed during the relevant period. The number of operating days used to calculate TCE per day also includes the proportionate share of our joint ventures’ operating days for the period the joint venture existed during the relevant period and also includes charter-in days.

 

TCE per day is a common shipping industry performance measure used primarily to compare daily earnings generated by vessels on time charters with daily earnings generated by vessels on voyage charters, because charter hire rates for vessels on voyage charters have to cover voyage expenses and are generally not expressed in per-day amounts while charter hire rates for vessels on time charters do not cover voyage expenses and generally are expressed in per day amounts.

 

Below is a reconciliation from TCE revenue to revenue for the three month periods ended June 30, 2022 and 2021.

 

   Three months ended June 30, 
   2022   2021 
(In thousands of U.S. dollars)  Revenue  

Voyage

Expenses

  

TCE

Revenue

   Revenue  

Voyage

Expenses

  

TCE

Revenue

 
Vessel revenue                              
   Handysize   52,446    (9,579)   42,867    37,246    (7,736)   29,510 
   Supramax/ultramax   78,246    (13,133)   65,113    71,039    (17,519)   53,520 
   Other   786              1,426           
Ship sale revenue   29,981              -           
Other revenue   123              119           
Revenue   161,582              109,830           

 

Below is a reconciliation from TCE revenue to revenue for the six months ended June 30, 2022 and 2021.

 

   Six months ended June 30, 
   2022   2021 
(In thousands of U.S. dollars)  Revenue  

Voyage

Expenses

  

TCE

Revenue

   Revenue  

Voyage

Expenses

  

TCE

Revenue

 
Vessel revenue                              
   Handysize   88,637    (14,866)   73,771    60,757    (14,107)   46,650 
   Supramax/ultramax   150,990    (31,522)   119,468    114,413    (28,779)   85,634 
   Other   2,082              2,722           
Ship sale revenue   29,981              -           
Other revenue   178              363           
Revenue   271,868              178,255           

 

Vessel operating costs per day

 

Vessel operating costs per day represents vessel operating costs divided by the number of calendar days for owned vessels during the period. The vessel operating costs and the number of calendar days used to calculate vessel operating costs per day includes the proportionate share of our joint ventures’ vessel operating costs and calendar days for the period the joint venture existed during the relevant period and excludes charter-in costs and charter-in days.

 

 14 

 

 

Vessel operating costs per day is a non-GAAP performance measure commonly used in the shipping industry to provide an understanding of the daily technical management costs relating to the running of owned vessels.

 

Long-term charter-in costs and Long-term charter-in costs per day

 

Long-term charter-in costs is defined as the charter costs relating to chartered-in vessels included in our fleet from time to time, which are vessels for which the period of the charter that we initially commit to is 12 months or more, even if at a given time the remaining period of their charter may be less than 12 months (“long-term charter-in vessels”). Such long-term charter-in costs, divided by the number of operating days for the relevant vessels during the period, is long-term charter-in costs per day.

  

Long-term charter-in costs and long-term charter-in costs per day are non-GAAP performance measures used primarily to provide an understanding of the total costs and total costs per day relating to the charter-in of the Company’s long-term chartered-in vessels.

 

Below is a reconciliation from Long-term charter-in costs to Charter hire costs for the three month periods ended June 30, 2022 and 2021.

 

   Three months ended June 30, 
   2022 
(In thousands of U.S. dollars) 

Charter

hire

costs

  

Lease

payments

on

Ships

  

Adjusted

charter hire

costs

  

Long-term

charter-in

costs

  

Short-term

charter-in

costs

  

Adjusted

charter hire

costs

 
Handysize   4,672    -    4,672    -    4,672    4,672 
Supramax/ultramax   13,907    9,854    23,761    8,564    15,197    23,761 
    18,579    9,854    28,433              28,433 
                               

 

   Three months ended June 30, 
   2021 
(In thousands of U.S. dollars) 

Charter

hire

costs

  

Lease

payments

on

Ships

  

Adjusted

charter hire

costs

  

Long-term

charter-in

costs

  

Short-term

charter-in

costs

  

Adjusted

charter hire

costs

 
Handysize   3,923    -    3,923    -    3,923    3,923 
Supramax/ultramax   16,488    9,335    25,823    8,698    17,125    25,823 
    20,411    9,335    29,746              29,746 

 

Below is a reconciliation from Long-term charter-in costs to Charter hire costs for the six months ended June 30, 2022 and 2021.

 

   Six months ended June 30, 
   2022 
(In thousands of U.S. dollars) 

Charter hire

costs

  

Lease

payments on

Ships

  

Adjusted

charter hire

costs

  

Long-term

charter-in

costs

  

Short-term

charter-in

costs

   Adjusted charter hire costs 
Handysize   5,930    -    5,930    -    5,930    5,930 
Supramax/ultramax   28,603    19,077    47,680    16,709    30,971    47,680 
    34,533    19,077    53,610              53,610 

 

   Six months ended June 30, 
   2021 
(In thousands of U.S. dollars) 

Charter

hire

costs

  

Lease

payments on

Ships

  

Adjusted

charter hire

costs

  

Long-term

charter-in

costs

  

Short-term

charter-in

costs

  

Adjusted

charter hire

costs

 
Handysize   5,028    -    5,028    -    5,028    5,028 
Supramax/ultramax   28,112    18,253    46,365    17,567    28,798    46,365 
    33,140    18,253    51,393              51,393 

 

 

 15 

 

 

EBITDA and Adjusted EBITDA

EBITDA is defined as earnings before income tax benefit (expense), interest income, interest expense, share of profits (losses) of joint ventures and depreciation and amortization. Adjusted EBITDA is EBITDA adjusted to exclude the items set forth in the table below, which represent certain non-recurring, non-operating or other items that we believe are not indicative of the ongoing performance of our core operations.

 

EBITDA and Adjusted EBITDA are used by analysts in the shipping industry as common performance measures to compare results across peers. EBITDA and Adjusted EBITDA are not items recognized by IFRS, and should not be considered in isolation or used as alternatives to profit for the period or any other indicator of our operating performance.

 

Our presentation of EBITDA and Adjusted EBITDA is intended to supplement investors’ understanding of our operating performance by providing information regarding our ongoing performance that exclude items we believe do not directly affect our core operations and enhancing the comparability of our ongoing performance across periods. Our management considers EBITDA and Adjusted EBITDA to be useful to investors because such performance measures provide information regarding the profitability of our core operations and facilitate comparison of our operating performance to the operating performance of our peers. Additionally, our management uses EBITDA and Adjusted EBITDA as measures when reviewing our operating performance. While we believe these measures are useful to investors, the definitions of EBITDA and Adjusted EBITDA used by us may not be comparable to similar measures used by other companies.

 

The table below presents the reconciliation between profit for the period to EBITDA and Adjusted EBITDA for the three month periods ended June 30, 2022 and 2021 and six months ended June 30, 2022 and 2021.

 

   Three months ended June 30,   Six months ended June 30, 
(In thousands of U.S. dollars)  2022   2021   2022   2021 
Profit for the period from continuing operations  $56,764   $27,260   $85,795   $30,436 
Adjusted for:                    
   Income tax expense (benefit)   160    (53)   291    (78)
   Interest income   (166)   (38)   (269)   (75)
   Interest expense   4,305    3,879    7,374    7,123 
   Share of  losses (profits) of joint ventures   1    5    (1)   28 
   Depreciation and amortization   16,308    15,714    33,543    30,233 
                     
EBITDA from continuing operations   77,372    46,767    126,733    67,667 
                     
Adjusted for                    
Reversal of impairment loss recognized on ships   (4,073)   (3,557)   (4,073)   (3,557)
Impairment loss recognized on goodwill and intangibles   -    965    -    965 
Reversal of impairment loss recognized on right-of-use assets   -    (1,046)   -    (1,046)
Share based compensation   598    256    1,392    512 
                     
Adjusted EBITDA from continuing operations   73,897    43,385    124,052    64,541 

 

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Adjusted net income and Adjusted Earnings per share

 

Adjusted net income is defined as Profit for the period attributable to the owners of the Company adjusted for reversal of impairment loss recognized on ships, impairment loss recognized on goodwill and intangibles, reversal of impairment loss recognized on right-of-use assets, impairment loss on net disposal group, loss on disposal of business, share based compensation and non-recurring expenditure. Adjusted Earnings per share represents this figure divided by the weighted average number of ordinary shares outstanding for the period.

 

Adjusted net income is used by management for forecasting, making operational and strategic decisions, and evaluating current company performance. It is also one of the inputs used to calculate the variable amount that will be returned to shareholders in the form of quarterly dividends and/or share repurchases. Adjusted net income is not recognized by IFRS, and should not be considered in isolation or used as alternatives to profit for the period or any other indicator of our operating performance.

 

Our presentation of Adjusted net income is intended to supplement investors’ understanding of our operating performance by providing information regarding our ongoing performance that exclude items we believe do not directly affect our core operations and enhancing the comparability of our ongoing performance across periods. We consider Adjusted net income to be useful to management and investors because it eliminates items that are unrelated to the overall operating performance and that may vary significantly from period to period. Identifying these elements will facilitate comparison of our operating performance to the operating performance of our peers. The definitions of Adjusted net income used by us may not be comparable to similar measures used by other companies.

 

The table below presents the reconciliation between Adjusted net income to Profit for the period attributable to the owners of the Company for the three month periods ended June 30, 2022 and 2021 and six months ended June 30, 2022 and 2021.

 

   Three months ended June 30,   Six months ended June 30, 
(In thousands of U.S. dollars)  2022   2021   2022   2021 
Profit for the period attributable to owners of the Company for continuing operations  $56,764   $22,788   $85,795   $24,978 
Adjusted for:                    
Reversal of impairment loss recognized on ships   (4,073)   (3,557)   (4,073)   (3,557)
Impairment loss recognized on goodwill and intangibles   -    965    -    965 
Reversal of impairment loss recognized on right-of-use assets   -    (1,046)   -    (1,046)
Share based compensation   598    256    1,392    512 
                     
Adjusted net income for continuing operations   53,289    19,406    83,114    21,852 
                     
Weighted average number of shares on which the profit per share and adjusted earnings per share has been calculated   18,958,025    19,297,655    18,819,474    19,203,308 
Effect of dilutive potential ordinary shares   460,637    347,168    460,637    347,168 
Weighted average number of ordinary shares for the purpose of calculating diluted profit per share and diluted adjusted earnings per share   19,418,662    19,644,823    19,280,111    19,550,476 
                     
Basic profit per share for continuing operations  $2.99   $1.18   $4.56   $1.30 
Diluted profit per share for continuing operations   2.92    1.16    4.45    1.28 
                     
Basic adjusted earnings per share for continuing operations  $2.81   $1.01   $4.42   $1.14 
Diluted adjusted earnings per share for continuing operations   2.74    0.99    4.31    1.12 

 

 

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Headline earnings and Headline earnings per share

 

The Johannesburg Stock Exchange, or JSE, requires that we calculate and publicly disclose Headline earnings per share and diluted Headline earnings per share. Headline earnings per share is calculated using net income which has been determined based on IFRS. Accordingly, this may differ to the Headline earnings per share calculation of other companies listed on the JSE because such companies may report their financial results under a different financial reporting framework such as U.S. GAAP.

 

Headline earnings for the period represents profit for the period attributable to owners of the Company adjusted for the re-measurements that are more closely aligned to the operating or trading results as set forth below, and Headline earnings per share represents this figure divided by the weighted average number of ordinary shares outstanding for the period.

 

The table below presents a reconciliation between Profit for the period attributable to owners of the Company to Headline earnings for the three month periods ended June 30, 2022 and 2021 and six months ended June 30, 2022 and 2021.

 

 

   Three months ended June 30,   Six months ended June 30, 
(In thousands of U.S. dollars, except per share data)  2022   2021   2022   2021 
Profit for the period attributable to owners of the Company  $56,764   $19,771   $85,795   $22,129 
Adjusted for:                    
Reversal of impairment loss recognized on ships   (4,073)   (3,557)   (4,073)   (3,557)
Reversal of impairment loss recognized on right-of-use assets   -    (1,046)   -    (1,046)
Impairment loss recognized on goodwill and intangibles   -    965    -    965 
Impairment loss on net disposal group   -    2,589    -    2,551 
Loss on disposals of business   -    25    -    25 
                     
Headline earnings   52,691    18,747    81,722    21,067 
                     
Weighted average number of shares on which the profit per share and headline earnings per share has been calculated   18,958,025    19,297,655    18,819,474    19,203,308 
Effect of dilutive potential ordinary shares   460,637    347,168    460,637    347,168 
Weighted average number of ordinary shares for the purpose of calculating diluted profit per share and diluted headline earnings per share   19,418,662    19,644,823    19,280,111    19,550,476 
                     
Basic profit per share  $2.99   $1.02   $4.56   $1.15 
Diluted profit per share   2.92    1.01    4.45    1.13 
                     
Basic headline earnings per share  $2.78   $0.97   $4.34   $1.10 
Diluted headline earnings per share   2.71    0.95    4.24    1.08 

 

 18 

 

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act 1995 with respect to Grindrod Shipping’s financial condition, results of operations, cash flows, business strategies, operating efficiencies, competitive position, growth opportunities, plans and objectives of management, and other matters. These forward looking statements, including, among others, those relating to our future business prospects, revenues and income, are necessarily estimates and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. Accordingly, these forward-looking statements should be considered in light of various important factors, including those set forth below. 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. These forward-looking statements are based on the information available to, and the expectations and assumptions deemed reasonable by Grindrod Shipping at the time these statements were made. Although Grindrod Shipping 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 Grindrod Shipping. Actual results may differ materially from those expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially from estimates or projections contained in the forward-looking statements include, without limitation, Grindrod Shipping’s future operating or financial results; the strength of world economies, including, in particular, in China and the rest of the Asia-Pacific region; the effects of the COVID-19 pandemic on our operations and the demand and trading patterns for the drybulk market, and the duration of these effects; cyclicality of the drybulk market, including general drybulk shipping market conditions and trends, including fluctuations in charter hire rates and vessel values; changes in supply and demand in the drybulk shipping industry, including the market for Grindrod Shipping’s vessels; changes in the value of Grindrod Shipping’s vessels; changes in Grindrod Shipping’s business strategy and expected capital spending or operating expenses, including drydocking, surveys, upgrades and insurance costs; competition within the drybulk industry; seasonal fluctuations within the drybulk industry; Grindrod Shipping’s ability to employ its vessels in the spot market and its ability to enter into time charters after its current charters expire; general economic conditions and conditions in the oil and coal industries; Grindrod Shipping’s ability to satisfy the technical, health, safety and compliance standards of its customers; the failure of counterparties to our contracts to fully perform their obligations with Grindrod Shipping; Grindrod Shipping’s ability to execute its growth strategy; international political and economic conditions including additional tariffs imposed by China and the United States; potential disruption of shipping routes due to weather, accidents, political events, natural disasters or other catastrophic events; vessel breakdowns; corruption, piracy, military conflicts, political instability and terrorism in locations where we may operate, including the recent conflicts between Russia and Ukraine and tensions between China and Taiwan; fluctuations in interest rates and foreign exchange rates and the changes in the method pursuant to which the London Interbank Offered Rate and other benchmark rates are determined; changes in the costs associated with owning and operating Grindrod Shipping’s vessels; changes in, and Grindrod Shipping’s compliance with, governmental, tax, environmental, health and safety regulations including the International Maritime Organization, or IMO 2020, regulations limiting sulfur content in fuels; potential liability from pending or future litigation; Grindrod Shipping’s ability to procure or have access to financing, its liquidity and the adequacy of cash flows for its operation; the continued borrowing availability under Grindrod Shipping’s debt agreements and compliance with the covenants contained therein; Grindrod Shipping’s ability to fund future capital expenditures and investments in the construction, acquisition and refurbishment of its vessels; Grindrod Shipping’s dependence on key personnel; Grindrod Shipping’s expectations regarding the availability of vessel acquisitions and its ability to buy and sell vessels and to charter-in vessels as planned or at prices we deem satisfactory; adequacy of Grindrod Shipping’s insurance coverage; effects of new technological innovation and advances in vessel design; and the other factors set out in “Item 3. Key Information-Risk Factors” in our Annual Report on Form 20-F for the year ended December 31, 2021 filed with the Securities and Exchange Commission on March 25, 2022. Grindrod Shipping undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events except as required by law.

 

Company Contact:

Stephen Griffiths

Interim CEO / CFO

Grindrod Shipping Holdings Ltd.

200 Cantonment Road, #03-01 Southpoint

Singapore, 089763

Email: [email protected]

Website: www.grinshipping.com

Investor Relations / Media Contact:

Nicolas Bornozis / Paul Lampoutis

Capital Link, Inc.

230 Park Avenue, Suite 1536

New York, N.Y. 10169

Tel.: (212) 661-7566

Fax: (212) 661-7526

Email: [email protected]

 

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