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Navios Maritime Holdings Inc. Reports Financial Results for the Second Quarter and Six Months Ended June 30, 2009
Wednesday, August 19, 2009 5:54 PM


(Source: PRNewswire-FirstCall)trackingPIRAEUS, Greece, Aug. 19 /PRNewswire-FirstCall/ -- Navios Maritime Holdings Inc. ("Navios Holdings") , a global, vertically integrated seaborne shipping and logistics company, today reported financial results for the second quarter and six months ended June 30, 2009.

"We are pleased with our performance for the first six months. We have solidified our balance sheet, originated approximately $700.0 million of long term debt financing and agreed to issue $213.1 million of mandatorily convertible preferred stock. We have also improved our cash flow by acquiring six new vessels which will generate about $60.0 million of annual EBITDA. We accomplished all of this while protecting shareholders interests", stated Angeliki Frangou, Chairman and CEO of Navios Holdings. Ms. Frangou continued, "We believe that our good reputation, strong balance sheet and significant cash flow afford Navios the opportunity to be patient while we await market developments."

   SECOND QUARTER 2009 HIGHLIGHTS -- RECENT DEVELOPMENTS    Acquisition of Six New Capesize Vessels   

Navios Holdings agreed to purchase four Capesize vessels in June 2009 and two Capesize vessels in August 2009. All vessels are currently under construction at the same South Korean shipyard. The vessels will be employed under existing long term charter-out agreements with an average length of 9.8 years. The vessels are expected to generate approximately $60.0 million in annual EBITDA (assuming operating expense of $5,000 per day and 360 revenue days per year).

The nominal purchase price for the six new vessels is approximately $466.0 million, of which $213.1 million was funded by mandatorily convertible preferred stock (described below). The use of preferred stock that mandatorily converts into common at a price of not less than $10.00 per share effectively reduces the average vessel acquisition price to $61.1 million from a nominal acquisition price of $77.7 million.

The details of the six new Capesize vessels and their related charters are set forth in the below table:

   Name   Type      DWT    Delivery   Annual  Charter-out Charter  Profit                             Date     EBITDA   rate per    Term     Share                                    (millions) day (net)  (years)   ---  --------  -------   ------   -------   -------    ------  ---------   NB1  Capesize  180,000   8/2010    $8.7     $29,356      12    50/50 in                                                                 excess of                                                                   $37,500    NB2  Capesize  180,000   9/2010    $8.7     $29,356      10    50/50 in                                                                 excess of                                                                   $38,500    NB3  Capesize  180,000   2/2011    $8.7     $29,356      12    50/50 in                                                                 excess of                                                                   $37,500    NB4  Capesize  180,000   8/2010   $16.4     $50,588       5        n/a    NB5  Capesize  180,000  10/2010    $8.7     $29,356      10    50/50 in                                                                 excess of                                                                   $38,500    NB6  Capesize  180,000  12/2010    $8.7     $29,356      10    50/50 in                                                                 excess of                                                                   $38,500     Delivery of Three Newbuild Capesize Vessels   

During June and July 2009, Navios Holdings took scheduled delivery of three newbuild Capesize vessels, constructed by South Korean shipyards. The three vessels will be employed under existing long-term charter-out contracts that are expected to generate a total annual EBITDA of approximately $46.6 million (assuming operating expense of $5,000 per day and 360 revenue days per year). These contracts have been insured by an AA+ EU governmental agency.

Navios Holdings issued a $20.0 million unsecured bond due 2012 ("Debt Security") in partial payment of the acquisition price of a Capesize vessel. The Debt Security is not convertible into any other security of Navios Holdings. Interest will accrue on the principal amount of the Debt Security at the rate of 6% per annum. All accrued interest (which will not be compounded) will be first due and payable in July 2012, on the maturity date. The Debt Security may be prepaid by Navios Holdings at any time without penalty.

Issuance of Mandatorily Convertible Preferred Stock

In June 2009 and August 2009, Navios Holdings agreed to issue $213.1 million in mandatorily convertible preferred stock. $52.8 million will be used to partially finance three existing Capesize vessels, scheduled for delivery in the fourth quarter of 2009, in accordance with the amended agreements.

In general, the holders of the mandatorily convertible preferred stock will receive an annual dividend equal to 2%, payable quarterly, until such time as the preferred stock converts into common stock.

The preferred shares will mandatorily convert into common stock upon the following events: (1) following the third anniversary of issuance, if the common stock closing price is at least $20.00 per share for 10 consecutive business days, then the outstanding shares of preferred stock automatically convert at a conversion price of $14.00 per share of common stock; and (2) 30% of the then-outstanding mandatorily convertible preferred stock will mandatorily convert into common stock five years from the date of issuance and any remaining then-outstanding preferred stock will convert 10 years from the date of issuance at a $10.00 price per share of common stock.

The holder shall have the right to convert the shares of preferred stock into common stock prior to the scheduled maturity date at a price of $14.00 per share of common stock.

The number of shares of common stock that may be issued ranges from 15.2 million, if all shares of preferred stock are converted at $14.00 per share, to 21.3 million, if all shares of preferred stock are converted at $10.00 per common share.

Sale of All Rights to the Panamax Vessel "Navios Sagittarius"

On June 10, 2009, Navios Holdings sold to Navios Maritime Partners L.P. ("Navios Partners") all of the rights to the Navios Sagittarius, a 2006 Japanese-built Panamax vessel with a capacity of 75,756 dwt, including a long term charter-out agreement through November 2018. The sale price amounted to $34.6 million and was received entirely in cash.

12-month Option for the Capesize Navios Bonavis (ex TBN I) - Replacing Purchase Obligation

Navios Holdings released Navios Partners from its obligation to purchase the Capesize vessel Navios Bonavis for $130.0 million and instead has granted a 12-month option to purchase the vessel for $125.0 million. In return, Navios Partners issued to Navios Holdings 1,000,000 subordinated series A units. For purposes of US GAAP, this issuance was recognized as a $6.1 million Non-Cash Income for the second quarter ended June 30, 2009.

In connection with this transaction, Navios Holdings was also released, for a two-year period, from the Omnibus Agreement restriction prohibiting Navios Holdings from acquiring qualifying vessels from third parties. Navios Holdings was not released from the requirement that it offer to sell to Navios Partners qualifying vessels in Navios Holdings' existing fleet. Navios Partners also issued 20,408 additional general partnership units to the General Partner in exchange for $0.2 million.

Following the above transactions, Navios Holdings owns a 46.7% equity interest in Navios Partners which includes 2% general partner interest.

   Financial Highlights     --  EBITDA increased by 15.6% to $53.4 million in the second quarter of       2009 from $46.2 million in the same period in 2008     --  EBITDA increased by 13.8% to $95.8 million in the six months ended       June 30, 2009 from $84.2 million fin the same period in 2008     --  Maintained net debt to book capitalization at 45.0% at June 30, 2009       compared with 43.5% at December 31, 2008     --  Shareholders' Equity increased by 6.5% to $858.0 million at June 30,       2009 compared with $805.8 million at December 31, 2008    Dividend Policy:   

The Board of Directors declared a quarterly cash dividend for the second quarter of 2009 of $0.06 per share of common stock. This dividend is payable on October 2, 2009 to stockholders of record as of September 18, 2009. The declaration and payment of any further dividend remains subject to the discretion of the Board and will depend on, among other things, Navios Holdings' cash requirements as measured by market opportunities and restrictions under its credit agreements.

Time Charter Coverage:

Navios Holdings has extended its long-term fleet employment by entering into agreements to charter-out vessels for periods ranging from one to 12 years. As of August 19, 2009, Navios Holdings had contracted 99.0%, 81.4%, 63.2% and 57.7% of its available days on a charter-out basis for 2009, 2010, 2011 and 2012, respectively, equivalent to $251.6 million, $307.1 million, $317.4 million and $305.7 million in revenue, respectively. The average contractual daily charter-out rate for the core fleet is $25,708, $30,471, $34,627 and $35,422 for 2009, 2010, 2011 and 2012, respectively. The average daily charter-in rate for the active long-term charter-in vessels for 2009 is $10,003.

The above figures do not include vessels servicing the Contracts of Affreightment ("COA") and Logistics businesses.

Fleet Profile:

Navios Holdings controls a fleet of 59 vessels totaling 6.3 million dwt, of which 32 are owned and 27 are chartered-in under long-term charters. Navios Holdings currently operates 38 vessels (eight Capesize, 13 Panamax, 16 Ultra Handymax and one Handysize product tanker vessel) totaling 3.3 million dwt and has 21 newbuildings to be delivered. These vessels are expected to be delivered at various dates through 2013. The average age of the operating fleet is 4.8 years.

   Exhibit 2 displays the "Core Fleet" profile of Navios Holdings.    Financial Results   

For the following results and the selected financial data presented herein, Navios Holdings has compiled consolidated statement of income for the three month periods ended June 30, 2009 and 2008. The information was derived from the unaudited condensed consolidated financial statements for the respective periods. EBITDA is a non-US GAAP financial measure and should not be used in isolation or substitution for Navios Holdings' results.

Second Quarter 2009 Results (in thousands of U.S. dollars, unless otherwise stated, except per share data):

                         Three Months            Three Months                            ended                   ended                           June 30,                June 30,                             2009                   2008                          ---------               ---------    Revenue               $142,208                $328,040    EBITDA (*)             $53,393                 $46,175    Net income (*)         $22,137                 $79,166    EPS (*)                  $0.21                   $0.72   

(*) EBITDA, Net Income and EPS for the three months ended June 30, 2009, were positively affected by $16.8 million gain on sale of assets, $6.1 million non cash compensation from Navios Partners and were negatively affected by $13.8 million unrealized mark-to-market losses on common units of Navios Partners accounted for as available for sale securities. Net Income and EPS for the three month period ended June 30, 2008 were positively affected by the effect of a $57.3 million write-off of deferred Belgian taxes and $0.2 million gain on sale of assets.

Revenue from vessel operations for the three months ended June 30, 2009 was $107.1 million as compared to $302.5 million for the same period during 2008. The decrease in revenue was mainly attributable to a) the decrease in Time Charter Equivalent ("TCE") per day by 43.6% to $26,684 per day in the first quarter of 2009 from $47,313 per day in the same period of 2008 and b) the decrease in the available days for the fleet by 37.8% to 3,721 in the first quarter of 2009 from 5,987 days in the same period of 2008. The decrease in days is mainly attributable to the significantly reduced short term fleet activity by 2,461 days, from 3,035 days in the second quarter of 2008 to 574 days in the second quarter of 2009.

Revenue from the logistics business was $35.1 million for the three months ended June 30, 2009 as compared to $25.5 million during the same period of 2008. This increase was mainly due to the increased fleet of Navios Logistics (which became operating in the fourth quarter of 2008) compared to the same period of 2008.

EBITDA for the second quarter of 2009 and 2008 was $53.4 million and $46.2 million, respectively. The $7.2 million increase in EBITDA was primarily due to a decrease in time charter, voyage and logistic business expenses by $197.6 million from $280.5 million in the second quarter of 2008 to $82.9 million in the same period in 2009 and an increase in gains from sale of assets by $16.6 million. This overall favorable variance of $214.2 was mitigated mainly by a decrease in revenue by $185.8 million from $328.0 million in the second quarter of 2008 to $142.2 million for the same period in 2009, an increase in direct vessel expenses (excluding the amortization of deferred dry dock and special survey costs) by $0.9 million from $6.4 million in the second quarter of 2008 to $7.3 million for the same period in 2009, an increase in general and administrative expenses by $1.7 million from $8.4 million in the second quarter of 2008 to $10.1 million for the same period in 2009 (excluding $0.5 million and $0.7 million share-based compensation for the second quarter of 2009 and 2008, respectively), a decrease in gain from derivatives by $7.1 million from $7.7 million for the second quarter of 2008 to $0.6 million for the same period in 2009, an increase in net other expenses by $10.3 million, a decrease in equity in net earnings from affiliated companies by $0.9 million, from $6.3 million for the second quarter of 2008 to $5.4 million for the same period of 2009 and an increase in income attributable to non-controlling interests by $0.3 million from $1.3 million in the second quarter of 2008 to $1.6 million in the same period of 2009.

EBITDA from the logistics business was $8.6 million for the three months ended June 30, 2009 as compared to $8.2 million during the same period in 2008.

Net income for second quarter ended June 30, 2009 was $22.1 million as compared to $79.2 million for the comparable period of 2008. The decrease of net income by $57.1 million was mainly due to the increase of depreciation and amortization by $2.7 million, the increase in net interest expense by $5.4 million and the decrease in income tax by $56.4 million due to the write-off of deferred income taxes of $57.3 million in the second quarter of 2008. These were mitigated by the increase of $7.2 million in EBITDA discussed above, as well as the $0.2 million decrease in share-based compensation.

First Half of 2009 Results (in thousands of U.S.



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