Globus Maritime Limited Reports Financial Results for the Quarter and Nine-Month Period Ended September 30, 2020
GLYFADA, Greece, Dec. 04, 2020 (GLOBE NEWSWIRE) — Globus Maritime Limited (“Globus,” the “Company,” “we,” or “our”) (NASDAQ: GLBS), a dry bulk shipping company, today reported its unaudited consolidated operating and financial results for the quarter and nine-month period ended September 30, 2020.
As of September 30, 2020 the Total Assets of the Company were $76.4 million compared to $55.7 million as of December 31, 2019, an increase of 37%.As of September 30, 2020 and December 31, 2019, our cash and bank balances and bank deposits (including restricted cash) were $31.2 and $4.8 million respectively, an increase of 550%.As of September 30, 2020 the Total Liabilities of the Company (including Total Debt) were $42.4 million compared to $45.8 million as of December 31, 2019, a decrease of 7%.For the nine-month period ended September 30, 2020 the average operating expenses decreased to $4,422, per vessel/per day, compared to $4,943 for the same period in 2019, a decrease of 11%.Financial Highlights
Current Fleet Profile
As of the date of this press release, Globus’ subsidiaries own and operate six dry bulk carriers, consisting of one Panamax, one Kamsarmax and four Supramax vessels.Current Fleet DeploymentAll our vessels are currently operating on short-term time charters (“on spot”).Management CommentaryWe remain optimistic that the dry bulk industry will improve significantly in 2021 and 2022. As the world returns to some form of normality, trade and world GDP are expected to surge dramatically. What is interesting to see at this point in the industry is the historically low order book for new vessels; this means that the increase of new supply introduced in our industry will be also low. These two factors, the increase in world trade activity coupled with the low order book, should increase the worldwide fleet utilization and by extent pressure rates upwards.In the 3rd Quarter we continued to focus on improving our balance sheet and have remained alert to opportunities for growth. It is along these lines that we completed, as previously announced, an asset acquisition and have taken delivery of a new vessel in October. This is the main theme for the rest of 2020 and the Company is ready to fully take advantage of what we think is going to be an exciting future for our industry. At present, we are looking at several financing options to further expand our fleet in order to fully leverage the operational and technical expertise the company provides.”Management Discussion and Analysis of the Results of OperationsRecent DevelopmentsConvertible NoteOn March 13, 2020, the Company and the holder of the Convertible Note, which is further discussed in the 2019 Annual Report, entered into a waiver regarding the Convertible Note (the “Waiver”). The Waiver waived the Company’s obligation to repay the Convertible Note on the existing maturity date of March 13, 2020 and did not require the Company to repay the Convertible Note until March 13, 2021. The Convertible Note was fully repaid in June 2020.Firment Shipping Inc.On May 8, 2020, the Company and Firment Shipping Inc. agreed to enter into an amended and restated agreement. The final maturity of the Firment Shipping Credit Facility was extended to October 31, 2021 and the available amount to be drawn under this Facility increased to $14.2 million. The outstanding amount under the Firment Shipping Credit Facility was fully repaid on July 27, 2020.Gaining Compliance with NASDAQ Capital MarketOn March 6, 2020, the Company received written notification from The Nasdaq Stock Market (“Nasdaq”) dated March 2, 2020, indicating that because the closing bid price of its common stock for the last 30 consecutive business days was below $1.00 per share, the Company no longer met the minimum bid price continued listing requirement for the Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5450(a)(1). Pursuant to Nasdaq Listing Rules, the applicable grace period to regain compliance is 180 days, or August 31, 2020, but citing extraordinary market conditions, Nasdaq filed an immediately effective rule change with the Securities and Exchange Commission which, with effect from April 16, 2020, tolled the listing process until July 1, 2020. Consequently, the Company’s compliance period has effectively been extended until November 12, 2020.On October 19, 2020 the Company determined to effect a 1‐for-100 reverse stock split in order to regain compliance with the Nasdaq Capital Market concerning the minimum bid price requirement. On October 21, 2020, the Company had the 1‐for‐100 reverse stock split effected and on November 5, 2020 it received notification from Nasdaq that it had regained compliance with the minimum bid price and the matter is now closed.The 1-for-100 reverse stock split, reduced number of outstanding common shares from 175,675,651 to 1,756,720 shares (adjustments were made based on fractional shares). Unless otherwise noted, all historical share numbers, per share amounts, including common share, preferred shares and warrants, have been adjusted to give effect to this reverse split.Issuance of the Series B preferred sharesOn June 12, 2020, the Company entered into a stock purchase agreement and issued 50 of our newly-designated Series B Preferred Shares, par value $0.001 per share, to Goldenmare Limited, a company controlled by our Chief Executive Officer, Athanasios Feidakis, in return for $150,000, which amount was settled by reducing, on a dollar-for-dollar basis, the amount payable as executive compensation by the Company to Goldenmare Limited pursuant to a consultancy agreement.The issuance of the Series B preferred shares to Goldenmare Limited was approved by an independent committee of the Board of Directors of the Company, which received a fairness opinion from an independent financial advisor that the transaction was for a fair value.Each Series B preferred share entitles the holder thereof to 25,000 votes per share on all matters submitted to a vote of the shareholders of the Company, provided however, that no holder of Series B preferred shares may exercise voting rights pursuant to Series B preferred shares that would result in the aggregate voting power of any beneficial owner of such shares and its affiliates (whether pursuant to ownership of Series B preferred shares, common shares or otherwise) to exceed 49.0% of the total number of votes eligible to be cast on any matter submitted to a vote of shareholders of the Company. To the fullest extent permitted by law, the holders of Series B preferred shares shall have no special voting or consent rights and shall vote together as one class with the holders of the common shares on all matters put before the shareholders. The Series B preferred shares are not convertible into common shares or any other security. They are not redeemable and have no dividend rights. Upon any liquidation, dissolution or winding up of the Company, the Series B preferred shares are entitled to receive a payment with priority over the common shareholders equal to the par value of $0.001 per share. The Series B preferred shareholder has no other rights to distributions upon any liquidation, dissolution or winding up of the Company. All issued and outstanding Series B preferred shares must be held of record by one holder, and the Series B preferred shares shall not be transferred without the prior approval of our Board of Directors. Finally, in the event the Company (i) declares any dividend on its common shares, payable in common shares, (ii) subdivides the outstanding common shares or (iii) combines the outstanding common shares into a smaller number of shares, there shall be a proportional adjustment to the number of outstanding Series B preferred shares.In July 2020, we issued an additional 250 of our Series B preferred shares to Goldenmare Limited in return for $150,000. The $150,000 was paid by reducing, on a dollar-for-dollar basis, the amount payable as compensation by the Company to Goldenmare Limited pursuant to a consultancy agreement.In addition, we increased the maximum voting rights under the Series B preferred shares from 49.0% to 49.99%. The issuance of the Series B preferred shares to Goldenmare Limited was approved by an independent committee of the Board of Directors of the Company, which received a fairness opinion from an independent financial advisor that the transaction was for a fair value.Public OfferingsOn June 22, 2020, the Company completed its public offering of 342,857 units of the Company, each unit consisting of one common share and one Class A Warrant to purchase one common share (a “Class A Warrant”), for $35 per unit. At the time of the closing, the underwriters exercised and closed a part of their over-allotment option, and purchased an additional 51,393 Common Shares and 51,393 Class A Warrants.The pre-funded warrants are exercisable at any time after their original issuance until exercised in full. The Class A Warrants are exercisable at an exercise price of $35 per share at any time after their original issuance up to the date that is five years after their original issuance. Each of the pre-funded warrants and the Class A Warrants will be exercisable, in whole or in part by delivering to us a duly executed exercise notice and, at any time a registration statement registering the issuance of the common shares underlying the warrants under the Securities Act is effective and available for the issuance of such shares, by payment in full in immediately available funds for the number of common shares purchased upon such exercise. If a registration statement registering the issuance of the common shares underlying the warrants under the Securities Act is not effective or available, the holder may, in its sole discretion, elect to exercise the warrant through a cashless exercise, in which case the holder would receive upon such exercise the net number of common shares determined according to the formula set forth in the warrant. The Company may be required to pay certain amounts as liquidated damages as specified in the warrants in the event it does not deliver common shares upon exercise of the warrants within the time periods specified in the warrants.On June 30, 2020, the Company issued 458,500 of its common shares in a registered direct offering and 458,500 of its June Private Placement (“PP”) Warrants in a concurrent private placement for a purchase price of $27 per common share and June PP Warrant. The exercise price of each June PP Warrant is $30 per share.The PP Warrants are exercisable for a period of five and one-half years commencing on the date of issuance. The warrants will be exercisable, at the option of each holder, in whole or in part by delivering to us a duly executed exercise notice with payment in full in immediately available funds for the number of common shares purchased upon such exercise. If a registration statement registering the resale of the common shares underlying the private placement warrants under the Securities Act is not effective or available at any time after the six-month anniversary of the date of issuance of the private placement warrants, the holder may, in its sole discretion, elect to exercise the private placement warrant through a cashless exercise, in which case the holder would receive upon such exercise the net number of common shares determined according to the formula set forth in the warrant. If the Company does not issue the shares in a timely fashion, the warrant contains certain liquidated damages provisions.On July 21, 2020, the Company issued 833,333 of its common shares in a registered direct offering and 833,333 of its July PP Warrants to purchase common shares in a concurrent private placement for a purchase price of $18 per common share and July PP Warrant. The exercise price of each July PP Warrant is $18 per share. Concurrently with this offering the exercise price of the June PP Warrants was reduced to $18 per share.The PP Warrants are exercisable for a period of five and one-half years commencing on the date of issuance. The warrants will be exercisable, at the option of each holder, in whole or in part by delivering to us a duly executed exercise notice with payment in full in immediately available funds for the number of common shares purchased upon such exercise. If a registration statement registering the resale of the common shares underlying the private placement warrants under the Securities Act is not effective or available at any time after the six-month anniversary of the date of issuance of the private placement warrants, the holder may, in its sole discretion, elect to exercise the private placement warrant through a cashless exercise, in which case the holder would receive upon such exercise the net number of common shares determined according to the formula set forth in the warrant. If the Company does not issue the shares in a timely fashion, the warrant contains certain liquidated damages provisions.From June 22, 2020 through to date, the Company issued 5,550 common shares pursuant to exercises of outstanding Class A Warrants. As of December 4, 2020, no PP Warrants had been exercised.Acquisition of new vesselOn October 29, 2020, the Company took delivery of the M/V “Galaxy Globe”, a 2015-built Kamsarmax dry bulk carrier, it acquired for a purchase price of $18.4 million. The M/V “Galaxy Globe” was built at the Hudong-Zhonghua Shipyard in China and has a carrying capacity of 81,167 DWT. Following this acquisition, the fleet of Globus comprises of six dry bulk carriers with a total carrying capacity of 381,738 DWT.Results of OperationsThird quarter of the year 2020 compared to the third quarter of the year 2019Total comprehensive loss for the third quarter of the year 2020 amounted to $1.3 million or $0.8 basic and diluted loss per share based on 1,574,877 weighted average number of shares, compared to total comprehensive income of $198 thousand for the same period last year or $4.47 basic and diluted earnings per share based on 44,191 weighted average number of shares.The following table corresponds to the breakdown of the factors that led to the increase in total comprehensive income during the third quarter of 2020 compared to the third quarter of 2019 (expressed in $000’s):3rdQuarter of 2020 vs 3rdQuarter of 2019Voyage expenses
Voyage expenses reached $0.2 million during the third quarter of 2020 compared to $0.4 during the same period in 2019. Voyage expenses include commissions on revenues, port and other voyage expenses and bunker expenses. Bunker expenses mainly refer to the cost of bunkers consumed during periods that our vessels are travelling seeking employment. Voyage expenses for the third quarter of 2020 and 2019 are analyzed as follows:Vessel operating expenses
Vessel operating expenses, which include crew costs, provisions, deck and engine stores, lubricating oils, insurance, maintenance, and repairs, decreased by $0.4 million or 17% to $2 million during the three-month period ended September 30, 2020 compared to $2.4 million during the same period in 2019. The breakdown of our operating expenses for the quarters ended September 30, 2020 and 2019 was as follows:Average daily operating expenses during the three-month periods ended September 30, 2020 and 2019 were $4,391 per vessel per day and $5,288 per vessel per day respectively, corresponding to a decrease of 17%.Depreciation
Depreciation charge during the three-month period ended September 30, 2020, reached $0.6 million compared to $1.2 million during the same period in 2019. This is mainly attributed to the impairment loss of $4.6 million and $29.9 million we recognized in the 1st quarter of 2020 and in December 2019, respectively, as the recoverable amounts of the vessels were lower than their respective carrying amounts.Interest expense and finance costs
Interest expense and finance costs reached $0.9 million for the third quarter of 2020 compared to $1.2 million for the same period of 2019. Interest expense and finance costs for the third quarter of 2020 and 2019 are analyzed as follows:This decrease is mainly due to the decrease of interest payable to EnTrust loan facility attributed to the decrease of LIBOR from 2.3% during the three-month period ended September 30, 2019, compared to 0.3% three-month period ended September 30, 2020.Gain on derivative financial instruments
For the three-month period ended September 30, 2020 the gain on the derivative financial instruments is attributed to the repayment of the total outstanding amount under the Firment Shipping Credit Facility on July 27, 2020. For the three-month period ended September 30, 2019 the gain on the derivative financial instruments is mainly attributed to the valuation of the Convertible Note. As per the conversion clause included in this agreement, the Company has recognized it as a hybrid instrument which includes an embedded derivative. This embedded derivative was separated to the derivative component and the non-derivative host. The derivative component is shown separately from the non-derivative host at fair value. The changes in the fair value of the derivative financial instrument are recognized in the consolidated statement of comprehensive loss. For the three-month period ended September 30, 2019 the Company recognized a gain on this derivative financial instrument amounting to $1.2 million.Nine–month period ended September 30, 2020 compared to the nine–month period ended September 30, 2019Total comprehensive loss for the nine-month period ended September 2020 amounted to $14.5 million or $24.76 basic and diluted loss per share based on 584,158 weighted average number of shares, compared to total comprehensive loss of $3.3 million for the same period last year or $83.95 basic and diluted loss per share based on 39,016 weighted average number of shares.The following table corresponds to the breakdown of the factors that led to the increase in total comprehensive loss during the nine-month period ended September 30, 2020 compared to the nine-month period ended September 30, 2019 (expressed in $000’s):9–month period of 2020 vs 9–month period of 2019Voyage revenues
During the nine-month period ended September 30, 2020 and 2019, our Voyage revenues reached $7.8 million and $11.9 million respectively. The 35% decrease in Voyage revenues was mainly attributed to the decrease in the average time charter rates achieved by our vessels during the nine-month period ended September 30, 2020, compared to the same period in 2019. Daily Time Charter Equivalent rate (TCE) for the nine-month period of 2020 was $4,191 per vessel per day against $7,539 per vessel per day during the same period in 2019 corresponding to a decrease of 44%, which is attributed to the outbreak of COVID-19 virus.Voyage expenses
Voyage expenses reached $2.2 million during the nine-month period ended September 30, 2020, compared to $1.6 million during the same period last year. Voyage expenses include commissions on revenues, port and other voyage expenses and bunker expenses. Bunker expenses mainly refer to the cost of bunkers consumed during periods that our vessels are travelling seeking employment. Voyage expenses for the nine-month period ended September 30, 2020 and 2019, are analyzed as follows:Bunkers expenses for the nine-month period ended September 30, 2020 reached $2 million compared to $1.2 million for the same period in 2019. This increase is attributed to the more expensive low sulphur fuel we needed to procure for our vessels in order to comply with the IMO’s low sulphur fuel oil requirement, which cuts sulphur levels from 3.5% to 0.5% and became effective as of January 1, 2020. Another factor that contributed to the increase was the considerably longer periods that our vessels were travelling seeking employment due to the decrease of demand, which is attributed to the outbreak of COVID-19 virus.Vessel operating expenses
Vessel operating expenses, which include crew costs, provisions, deck and engine stores, lubricating oils, insurance, maintenance, and repairs, reached $6.1 million during the nine-month period ended September 30, 2020, compared to $6.7 million during the same period last year. The breakdown of our operating expenses for the nine-month period ended September 30, 2020 and 2019 was as follows:Average daily operating expenses during the nine-month periods ended September 30, 2020 and 2019 were $4,422 per vessel per day and $4,943 per vessel per day respectively, corresponding to a decrease of 11%. This is partly attributed to the decrease of Crew traveling expenses as due to COVID-19 there are restrictions on travelling on many jurisdictions and it is increasingly hard, if not restrictive, for our crews to be relieved by new crew members.Depreciation
Depreciation charge during the nine-month period ended September 30, 2020, reached $1.7 million compared to $3.6 million during the same period in 2019. This is mainly attributed to the impairment loss of $4.6 million and $29.9 million we recognized in the 1st quarter of 2020 and in December 2019, respectively, as the recoverable amounts of the vessels were lower than their respective carrying amounts.Impairment loss
During the 1st quarter of 2020, the Company concluded that the recoverable amounts of the vessels were lower than their respective carrying amounts and recognized an impairment loss of $4.6 million. No further impairment was recorded during the 2nd and 3rd quarters of 2020.Interest expense and finance costs
Interest expense and finance costs reached $3.2 million during the nine-month period ended September 30, 2020, compared to $3.5 million in 2019. Interest expense and finance costs for the nine-month periods ended September 30, 2020 and 2019, are analyzed as follows:As of September 30, 2020, and 2019 we and our vessel-owning subsidiaries had outstanding borrowings under our Loan agreements of an aggregate of $37 million and $42.3 million, respectively, gross of unamortized debt discount. The increase in interest payable is mainly attributed to the increase of the weighted interest rate from 8% during the nine-month period ended September 30, 2019 to 9.7% for the same period in 2020. Other finance expenses for the nine-month period ended September 30, 2019 include approximately $600 that were the loan prepayment fee and expenses relating to the prepayment of Macquarie Loan Agreement.Gain/(Loss) on derivative financial instruments
For the period ended September 30, 2020 the loss on the derivative financial instruments is mainly attributed to the conversions and the repayment of the “Convertible Note”. Further to the conversion clause included into the Convertible Note during the 1st half of 2020 a total amount of approximately $1,168, principal and accrued interest, was converted to share capital with the conversion price of $100 per share and a total number of approximately 11,677 new shares issued in name of the holder of the Convertible Note. These conversions resulted to a loss of approximately $0.3 million recognized in the consolidated statement of comprehensive loss. Furthermore, with the repayment of the Convertible Note on June 25, 2020, we recognized a loss of $1.3 million in the consolidated statement of comprehensive loss. For the period ended September 30, 2019, the gain on the derivative financial instruments is mainly attributed to the valuation of the Convertible Note. As per the conversion clause included in this agreement, the Company has recognized it as a hybrid instrument which includes an embedded derivative. This embedded derivative was separated to the derivative component and the non-derivative host. The derivative component is shown separately from the non-derivative host at fair value. The changes in the fair value of the derivative financial instrument are recognized in the consolidated statement of comprehensive loss. As of September 30, 2019 the Company recognized a gain on this derivative financial instrument amounting to $2.6 million.Liquidity and capital resources
As of September 30, 2020 and December 31, 2019, our cash and bank balances and bank deposits (including restricted cash) were $31.2 and $4.8 million respectively.Net cash used in operating activities for the three-month period ended September 30, 2020 was $0.6 million compared to $0.8 million Net cash generated from operating activities for the three-month period ended September 30, 2019. The decrease in our cash from operations was mainly attributed to the decrease in our Voyage revenues from $4.9 million during the third quarter of 2019 to approximately $3.2 million during the three-month period under consideration.Net cash used in operating activities for the nine–month period ended September 30, 2020 was $4.6 million compared to $1 million during the respective period in 2019. The increase in our cash used in operating activities was mainly attributed to the decrease in our Voyage revenues from $11.9 million during the nine month period ended September 30, 2019 to $7.8 million during the nine month period under consideration.Net cash generated from/(used in) financing activities during the three-month and nine-month period ended September 30, 2020 and 2019 were as follows:As of September 30, 2020 and 2019 we and our vessel-owning subsidiaries had outstanding borrowings under our Loan agreements of an aggregate of $37 million and of $42.3 million, respectively, net of unamortized debt discount.SELECTED CONSOLIDATED FINANCIAL & OPERATING DATA(1) Shares and per share data give effect to the 1‐for‐100 reverse stock split that became effective on October 21, 2020. The weighted average number of shares for the nine-month period ended September 30, 2020 was 584,158 compared to 39,016 shares for the nine-month period ended September 30, 2019. The weighted average number of shares for the three-month period ended September 30, 2020 was 1,574,877 compared to 44,191 shares for the three-month period ended September 30, 2019.(2) Adjusted EBITDA represents net earnings before interest and finance costs net, gains or losses from the change in fair value of derivative financial instruments, foreign exchange gains or losses, income taxes, depreciation, depreciation of dry-docking costs, amortization of fair value of time charter acquired, impairment and gains or losses on sale of vessels. Adjusted EBITDA does not represent and should not be considered as an alternative to total comprehensive income/(loss) or cash generated from operations, as determined by IFRS, and our calculation of Adjusted EBITDA may not be comparable to that reported by other companies. Adjusted EBITDA is not a recognized measurement under IFRS.Adjusted EBITDA is included herein because it is a basis upon which we assess our financial performance and because we believe that it presents useful information to investors regarding a company’s ability to service and/or incur indebtedness, and it is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry.Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reported under IFRS. Some of these limitations are:Adjusted EBITDA does not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments;Adjusted EBITDA does not reflect the interest expense or the cash requirements necessary to service interest or principal payments on our debt;Adjusted EBITDA does not reflect changes in or cash requirements for our working capital needs; andOther companies in our industry may calculate Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure.Because of these limitations, Adjusted EBITDA should not be considered a measure of discretionary cash available to us to invest in the growth of our business.The following table sets forth a reconciliation of Adjusted EBITDA to total comprehensive income/(loss) and net cash generated from/(used in) operating activities for the periods presented:
Consolidated statement of changes in equity:
Voyage Revenues to Daily Time Charter Equivalent (“TCE”) Reconciliation(1) Subject to rounding.About Globus Maritime Limited
Globus is an integrated dry bulk shipping company that provides marine transportation services worldwide and presently owns, operates and manages a fleet of six dry bulk vessels that transport iron ore, coal, grain, steel products, cement, alumina and other dry bulk cargoes internationally. Globus’ subsidiaries own and operate six vessels with a total carrying capacity of 381,738 Dwt and a weighted average age of 10.9 years as of September 30, 2020.Safe Harbor Statement
This communication contains “forward-looking statements” as defined under U.S. federal securities laws. Forward-looking statements provide the Company’s current expectations or forecasts of future events. Forward-looking statements include statements about the Company’s expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts or that are not present facts or conditions. Words or phrases such as “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “ongoing,” “plan,” “potential,” “predict,” “project,” “will” or similar words or phrases, or the negatives of those words or phrases, may identify forward-looking statements, but the absence of these words does not necessarily mean that a statement is not forward-looking. Forward-looking statements are subject to known and unknown risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. The Company’s actual results could differ materially from those anticipated in forward-looking statements for many reasons specifically as described in the Company’s filings with the Securities and Exchange Commission. Accordingly, you should not unduly rely on these forward-looking statements, which speak only as of the date of this communication. Globus undertakes no obligation to publicly revise any forward-looking statement to reflect circumstances or events after the date of this communication or to reflect the occurrence of unanticipated events. You should, however, review the factors and risks Globus describes in the reports it will file from time to time with the Securities and Exchange Commission after the date of this communication.