Navigator Holdings Ltd. Preliminary Third Quarter 2021 Results (Unaudited)

Navigator Holdings Ltd. Preliminary Third Quarter 2021 Results (Unaudited)

Highlights

  • Navigator Holdings Ltd. (the “Company”, “we”, “our” and “us”) (NYSE: NVGS) reported operating revenue of $102.7 million for the three months ended September 30, 2021, compared to $81.4 million for the three months ended September 30, 2020.
  • Net income was $6.7 million (earnings per share of $0.10) for the three months ended September 30, 2021, compared to a net income of $1.3 million (earnings per share of $0.02) for the three months ended September 30, 2020.
  • Adjusted EBITDA(1) was $40.3 million for the three months ended September 30, 2021, compared to $29.6 million for the three months ended September 30, 2020.
  • Fleet utilization was 84.0% for the three months ended September 30, 2021, an increase from the 78.8% achieved for the three months ended September 30, 2020.
  • The ethylene export marine terminal at Morgan’s Point, Texas on the Houston Ship Channel (the “Marine Export Terminal”) had throughput volumes of 128,000 tons for the three months ended September 30, 2021, compared to 170,000 tons for the three months ended September 30, 2020.
  • A fifth vessel entered a 12-month time charter with Mitsui & Co. Energy Trading Singapore Pte. Ltd. following an initial four vessels in the second quarter, transporting LPG from Pembina Pipeline Corporation’s new LPG export facility at Prince Rupert, British Columbia, West Coast Canada.
  • On August 4, 2021, the Company entered into the previously announced transaction with Naviera Ultranav Limitada (“Ultranav”) to acquire the Ultragas ApS (“Ultragas”) fleet and business activities. The addition of their vessels gives a combined fleet of 55 vessels which will enhance our capability to provide flexibility, choice and support to our customers.
  • In November 2021, the Company secured multi-year time charters for its remaining three midsize ethane carriers, with expiry of these time charters in 2026.

LONDON and NEW YORK, Nov. 29, 2021 (GLOBE NEWSWIRE) — The Company’s financial information for the quarter ended September 30, 2021, included in this press release is preliminary and is subject to change in connection with the completion of the Company’s quarter-end close procedures and further financial review. Actual results may differ from these estimates as a result of the completion of the Company’s quarter-end closing procedures, review adjustments and other developments that may arise between now and the time such financial information for the quarter ended September 30, 2021 is finalized.

Recent Developments

Ultragas Transaction

During the third quarter 2021, on August 4, 2021, the Company entered into the previously announced transaction with Naviera Ultranav Limitada (“Ultranav”) to combine the Ultragas ApS (“Ultragas”) fleet and business activities with Navigator, by acquiring two entities, Othello Shipping Company S.A. with its 18 wholly owned vessel owning entities; and Ultragas ApS, (the vessels’ operator) with its subsidiary (Ultraship, an in-house technical manager), and associated entities UltraShip Crewing and Unigas Intl B.V. (the pool in which 11 of the 18 vessels operate). The acquired fleet of 18 vessels, which has a provisional book value of approximately $377.0 million, comprises:

  • seven modern 22,000cbm handysize semi-refrigerated vessels;
  • five 12,000cbm ethylene vessels and;
  • six gas carriers in the 3,770-9,000cbm range, three of which are ethylene capable.

On September 28, 2021, the Company agreed to sell one of the older acquired vessels, the Happy Bride, a 1999 built 6,400 cbm LPG carrier to a third-party for $4.75 million. The sale completed on October 12, 2021.

The acquisition price for the entities acquired comprised of approximately 21.2 million new shares of the Company’s common stock issued to Ultranav as well as the Company assuming the acquired entities approximate $175.2 million of net debt.

The debt consists of five bank loans, secured on a total of 13 of the 18 vessels acquired, the other five vessels are unencumbered. The bank loans, which in aggregate have half yearly repayments of approximately $13.6 million, mature from June 2026 and attract interest at U.S. Libor plus a margin of between 1.9% and 2.65%. In each case U.S. Libor has been fixed through an interest rate swap of approximately 2.0%. The financial covenants on these five bank loans were modified on acquisition to be consistent with those of Navigator.

Market Trends

The 12 month timecharter assessment for handysize semi-refrigerated gas carriers was quoted at $625,000 per calendar month (“pcm”) at the beginning of the third quarter 2021 and reduced 6% to $590,000 pcm for September which is the lowest level throughout 2021. However, the market has firmed over the past two months and the time charter assessment has increased 9% to $645,000 pcm. A broker’s assessment of ethylene capable handysize vessels was $750,000 pcm at the end of the third quarter and has increased to $790,000 pcm since that time. The larger, medium sized gas carriers (“MGC’s”) and very large gas carriers (“VLGC’s”) are showing moderate to strong earnings being quoted at $680,000 pcm and $970,000 pcm respectively. This reduces interest in handysize LPG cargoes from the larger vessels as they focus on their traditional segment-specific trade-routes.

Similarly, when the ethylene capable handysize vessels are carrying ethane or ethylene cargoes, they do not seek employment from the LPG or other petrochemical cargoes that the semi-refrigerated handysize vessels are employed in. We therefore see a correlation in our utilization rates relative to U.S. export activity of ethane and ethylene. The U.S. petrochemical industry was building ethylene inventory levels during the third quarter, 2021 in anticipation of the hurricane season, which led to a reduction in physical exports of ethylene from the U.S. Gulf and forced some of the ethylene capable handysize vessels to seek employment opportunities in the traditional semi-refrigerated market. This cause-effect negatively impacted our utilization rates which reduced slightly from 85% in the second quarter 2021 to 84% in the third quarter. Since October however, U.S. ethylene exports have gone from strength to strength showing record volumes for November, which in turn has had a positive impact on our vessel utilization. In addition to increased volumes to transport, trade-routes have changed from previously being the majority to shorter European destinations to now a majority to Far Eastern destinations, which doubles the ton-mile demand for each ton exported. At the beginning of 2021, we had two fully-refrigerated handysize vessels employed in ammonia trades, today we have five and we expect ammonia to become a larger part of our employment portfolio going forward. This will also have a positive effect in tightening the handysize segment, as switching handysize vessels from LPG to ammonia reduces the availability of vessels trading in LPG.

Our four MGCs with ethane and ethylene capability are contracted on multi-year ethane time charters. This means they are employed in the premium trades that they were built for, thus avoiding competing with our handysize vessels in the LPG and petrochemical markets. There is continued interest in additional spot ethane opportunities from the various petrochemical consumers and we see our Luna Pool increasingly playing an important part in adding value to this particular supply chain.

Terminal
Ethane remains competitive as a feedstock for the production of ethylene. This key fundamental underpins the continuation of U.S. produced ethylene to international markets. The arbitrage, being the price difference between U.S. product and international ethane prices, have been uncharacteristically volatile during 2021, including the third quarter. U.S. ethylene exports are likely to achieve record high export levels in November, and we expect the Marine Export Terminal to maintain nameplate capacity going forward.

Factors Affecting Comparability

You should consider the following factors when evaluating our historical financial performance and assessing our future prospects:

  Our fleet size has changed. On August 4, 2021, we acquired an additional 18 LPG Carriers as part of the acquisition of Ultragas and Othello Shipping Company S.A.. These vessels comprised:
         
      seven modern 22,000cbm handysize semi-refrigerated vessels;
      five 12,000cbm ethylene vessels and;
      six gas carriers in the 3,770-9,000cbm range, three of which are ethylene capable.
         
    On September 28, 2021, the Company agreed to sell one of the older acquired vessels, the Happy Bride, a 1999 built 6,400 cbm LPG carrier to a third-party for $4.75 million. The sale completed on October 12, 2021.

Given the increase in the number of vessels operating in our fleet, our historical financial statements reflect, and in the future will reflect, significantly different levels of ownership and operating days as well as different levels of voyage expenses, vessel operating expenses, interest expense and other related costs.

  We have additional financing arrangements. We have assumed five bank loan facilities with the acquisition of Ultragas and Othello Shipping Company S.A.. The loans are secured on a total of 13 of the 18 vessels acquired, the other five vessels are unencumbered. The bank loans, which in aggregate have half yearly repayments of approximately $13.6 million, mature from June 2026 and attract interest at U.S. Libor plus a margin of between 1.9% and 2.65%. In each case interest is fixed by an interest rate swap of approximately 2.0%. The financial covenants on these five bank loans were modified to align with those of Navigator.

Results of Operations for the Three Months Ended September 30, 2020 Compared to the Three Months Ended September 30, 2021

The following table compares our operating results for the three months ended September 30, 2020 and 2021:

  Three Months
Ended
September 30,
2020
  Three Months
Ended
September 30,
2021
  Percentage
Change
  (in thousands, except percentages)
Operating revenue         $                 75,613     $         87,085               15.2 %
Operating revenue – Luna Pool collaborative arrangement            5,738               7,504               30.8 %
Operating revenue – Unigas Pool                          8,155                      n/a
       
Total operating revenues           81,351               102,744               26.3 %
       
Expenses:      
Brokerage commissions           1,220               1,163               (4.7 %)
Voyage expenses           14,584               16,775               15.0 %
Voyage expenses – Luna Pool collaborative arrangement           4,390               4,772               8.7 %
Vessel operating expenses           27,221               34,948               28.4 %
Depreciation and amortization           19,180               24,054               25.4 %
General and administrative costs           6,525               7,749               18.8 %
Other income           (77 )             (98 )             27.3 %
       
Total operating expenses           73,043               89,363               22.3 %
       
Operating income           8,308               13,381               61.1 %
Foreign currency exchange (loss) / gain on senior secured bonds           (1,612 )             1,372               n/a
Unrealized gain / (loss) on non-designated derivative instruments           1,991               (227 )             n/a
Interest expense           (9,341 )             (10,373 )             11.0 %
Loss on repayment of 7.75% senior unsecured bonds           (479 )                   n/a
Write off of deferred financing costs           (155 )                   n/a
Interest income           52               70               34.6 %
       
(Loss) / income before taxes and share of result of equity accounted joint ventures           (1,236 )             4,223               n/a
Income taxes           (120 )             (446 )             271.7 %
Share of result of equity accounted joint ventures           3,147               3,302               4.9 %
       
Net income           1,791               7,079               295.3 %
Net income attributable to non-controlling interest           (446 )             (389 )             (12.8 %)
       
Net income attributable to stockholders of Navigator Holdings Ltd.         $         1,345     $         6,690               397.4 %
       

Operating Revenue. Operating revenue increased by $11.5 million or 15.2% to $87.1 million for the three months ended September 30, 2021, from $75.6 million for the three months ended September 30, 2020. This increase was principally due to:         

  • an increase in operating revenue of approximately $7.9 million attributable to an increase in available days which increased by 438 days to 3,822 days for the three months ended September 30, 2021, from 3,384 days for the three months ended September 30, 2020. This increase in available days was as a result of seven additional handysize vessels being acquired as part of the Ultragas transaction;
  • an increase in operating revenue of approximately $4.4 million as a result of a increase in fleet utilization to 84.0% for the three months ended September 30, 2021, from 78.8% for the three months ended September 30, 2020;
  • a decrease in operating revenue of approximately $3.0 million attributable to a decrease in average monthly time charter equivalent rates, which decreased to an average of approximately $21,891 per vessel per day ($665,800 per calendar month) for the three months ended September 30, 2021, compared to an average of approximately $22,892 per vessel per day ($696,200 per calendar month) for the three months ended September 30, 2020; and
  • an increase in operating revenue of approximately $2.2 million primarily attributable to an increase in pass through voyage costs, due to more expensive bunker fuel and additional canal transits for the three months ended September 30, 2021, compared to the three months ended September 30, 2020.

The following table presents selected operating data for our vessels for the three months ended September 30, 2020 and 2021, which we believe are useful in understanding the basis for movement in our operating revenue. It does not include our 11 owned vessels in the independently managed Unigas Pool or the five Pacific Gas vessels in our Luna Pool.

  Three Months
Ended
September 30, 2020
  Three Months
Ended
September 30, 2021
Fleet Data:              
Weighted average number of vessels                   38.0               42.6  
Ownership days                   3,496               3,923  
Available days                   3,384               3,822  
Operating days                   2,666               3,212  
Fleet utilization                              78.8 %     84.0 %
Average daily time charter equivalent rate (*)         $         22,892     $         21,891  

*  Non-GAAP Financial Measure—Time charter equivalent: Time charter equivalent (“TCE”) rate is a measure of the average daily revenue performance of a vessel. TCE is not calculated in accordance with U.S. GAAP. For all charters, we calculate TCE by dividing operating revenue, less any voyage expenses, by the number of operating days for the relevant period. Under a time charter, the charterer pays substantially all of the vessel voyage related expenses, whereas for voyage charters, also known as spot market charters, we pay all voyage expenses. TCE rate is a shipping industry performance measure used primarily to compare period-to-period changes in a company’s performance despite changes in the mix of charter types (i.e., spot charters, time charters and contracts of affreightment) under which the vessels may be employed between the periods. We include average daily TCE rate, as we believe it provides additional meaningful information in conjunction with net operating revenues, because it assists our management in making decisions regarding the deployment and use of our vessels and in evaluating their financial performance. Our calculation of TCE rate may not be comparable to that reported by other companies.

Reconciliation of Operating Revenue to TCE rate

The following table represents a reconciliation of operating revenue to TCE rate. Operating revenue is the most directly comparable financial measure calculated in accordance with U.S. GAAP for the periods presented.

  Three Months
Ended
September 30, 2020
  Three Months
Ended
September 30, 2021
  (in thousands, except operating days
and average daily time charter equivalent rate)
Fleet Data:            
Operating revenue (excluding collaborative arrangements)         $         75,613     $         87,085  
Voyage expenses (excluding collaborative arrangements)                   14,584               16,775  
             
Operating revenue less Voyage expenses                   61,029               70,310  
             
Operating days                   2,666               3,212  
Average daily time charter equivalent rate         $         22,892     $         21,891  

Operating Revenue – Luna Pool collaborative arrangement. Operating revenue – Luna Pool collaborative arrangement, which was our share of the other Luna Pool participants revenue increased by $1.8 million to $7.5 million for the three months ended September 30, 2021, compared to $5.7 million for the three months ended September 30, 2020. This increase relates to improved utilization and time charter rates for the Luna Pool vessels for the three months ended September 30, 2021, compared to the three months ended September 30, 2020.

Operating Revenue – Unigas Pool. Operating revenue – Unigas Pool was $8.2 million for the three months ended September 30, 2021 and represents our share of the revenue earned on our 11 vessels operating within the Unigas Pool, based on agreed pool points. These vessels were acquired as part of the Ultragas transaction on August 4, 2021 and therefore the Operating revenue – Unigas Pool relates to revenue earned for a portion for the three months ended September 30, 2021. We had no vessels operating in the Unigas pool for the three months ended September 30, 2020.

Brokerage Commissions. Brokerage commissions, which typically vary between 0.625% and 2.5% of operating revenue, was consistent at $1.2 million for both the three months ended September 30, 2020 and 2021, notwithstanding the increased operating revenue.

Voyage Expenses. Voyage expenses increased by 15.0% to $16.8 million for the three months ended September 30, 2021, from $14.6 million for the three months ended September 30, 2020. This was primarily due to an increase in the price of bunkers used by our vessels, and an additional number of voyage charter days during the three months ended September 30, 2021 as a result of having additional vessels, as compared to the three months ended September 30, 2020. These increased voyage costs are typically pass through costs, corresponding to an increase in operating revenue of the same amount.

Voyage Expenses. – Luna Pool collaborative arrangement. Voyage expenses – Luna Pool collaborative arrangement, which was our other Luna Pool participants share of our revenue, was $4.8 million for the three months ended September 30, 2021 compared to $4.4 million for the three months ended September 30, 2020. This increase was due to improved utilization and time charter rates for the Luna Pool vessels for the three months ended September 30, 2021, compared to the three months ended September 30, 2020.

Vessel Operating Expenses. Vessel operating expenses increased by 28.4% to $34.9 million for the three months ended September 30, 2021, from $27.2 million for the three months ended September 30, 2020. The increase in vessel operating expenses was as a result of an additional 18 vessels joining the fleet during the three months ended September 30, 2021. However, average daily vessel operating expenses decreased by $179 per vessel per day, or 2.3%, to $7,607 per vessel per day for the three months ended September 30, 2021, compared to $7,786 per vessel per day for the three months ended September 30, 2020.

Depreciation and Amortization. Depreciation and amortization expense increased by 25.4% to $24.1 million for the three months ended September 30, 2021 from $19.2 million for the three months ended September 30, 2020. Depreciation and amortization expense included amortization of capitalized drydocking costs of $3.7 million and $1.7 million for the three months ended September 30, 2021, and 2020 respectively.

General and Administrative Costs. General and administrative costs increased by $1.2 million or 18.8% to $7.7 million for the three months ended September 30, 2021, from $6.5 million for the three months ended September 30, 2020. The increase in general and administrative costs was primarily as a result of additional audit fees of $0.5 million for the three months ended September 30, 2021, as well as $0.6 million for general and administrative costs associated with Ultragas since the date of the transaction.

Other Income. Other income was $0.1 million for both the three months ended September 30, 2021, and September 30, 2020, and represents management fees we receive for commercial and administrative activities we perform for the Luna Pool.

Non-operating Results         

Foreign Currency Exchange Loss on Senior Secured Bonds. Exchange gains and losses relate to non-cash movements on our 600 million Norwegian Kroner 2018 Bonds which are translated to U.S. Dollar at the prevailing exchange rate as of September 30, 2021. The foreign currency exchange loss of $1.4 million for the three months ended September 30, 2021, was as a result of the Norwegian Kroner weakening against the U.S. dollar, being NOK 8.7 to USD 1.0 as of September 30, 2021, compared to NOK 8.6 to USD 1.0 as of June 30, 2021. The foreign currency exchange gain of $1.6 million for the three months ended September 30, 2020, was as a result of the Norwegian Kroner strengthening against the U.S. dollar, being NOK 9.4 to USD 1.0 as of September 30, 2020, compared to NOK 9.7 to USD 1.0 as of June 30, 2020.

Unrealized Loss on Non-designated Derivative Instruments. The unrealized loss on non-designated derivative instruments of $0.2 million for the three months ended September 30, 2021, relates to the fair value movement in our cross-currency interest rate swap and is primarily due to the weakening of the Norwegian Kroner against the U.S. dollar. The unrealized gain on this swap for the three months ended September 30, 2020, was $2.0 million.

Interest Expense. Interest expense increased by $1.0 million, or 11.0%, to $10.4 million for the three months ended September 30, 2021, from $9.3 million for the three months ended September 30, 2020. This is primarily as a result of an additional debt amount of $192.7 million assumed as part of the Ultragas transaction on August 4, 2021. This additional debt attracts interest at a fixed rate of approximately 4.0%.

Income Taxes. Income taxes related to taxes on our subsidiaries incorporated in the United Kingdom, Poland and Singapore and our consolidated variable interest entity (“VIE”), incorporated in Malta. For the three months ended September 30, 2021, we had a tax charge of $446,000 compared to taxes of $120,000 for the three months ended September 30, 2020.

Share of result of equity accounted joint venture. The share of result of the Company’s 50% ownership in the Export Terminal Joint Venture was a profit of $3.3 million for the three months ended September 30, 2021, compared to a profit of $3.1 million for the three months ended September 30, 2020, primarily as a result of the terminal being fully operational during the three months ended September 30, 2021, whereas for three months ended September 30, 2020, the new cryogenic storage tank was not yet in service.

Non-Controlling Interest. We have entered into a sale and leaseback arrangement with a wholly-owned special purpose vehicle (“lessor SPV”) of a financial institution. While we do not hold any equity investments in this lessor SPV, we have determined that we are the primary beneficiary of this entity and accordingly, we are required to consolidate this VIE into our financial results. Thus, the income attributable to the financial institution of $0.4 million is presented as the non-controlling interest in our financial results.

Results of Operations for the Nine Months Ended September 30, 2020 Compared to the Nine Months Ended September 30, 2021

The following table compares our operating results for the nine months ended September 30, 2020 and 2021:

  Nine Months
Ended
September 30,
2020
  Nine Months
Ended
September 30,
2021
  Percentage
Change
  (in thousands, except percentages)
Operating revenue         $         236,739     $         247,746               4.6 %
Operating revenue – Luna Pool collaborative arrangement                    8,334               18,290               119.5 %
Operating revenue – Unigas Pool                    —               8,155   n/a
       
Total operating revenue           245,073               274,191               11.9 %
       
Operating expenses:      
Brokerage commissions                   3,780               3,330               (11.9 %)
Voyage expenses                   46,856               50,080               6.9 %
Voyage expenses – Luna Pool collaborative arrangement                   7,363               14,567               97.8 %
Vessel operating expenses                   81,120               90,766               11.9 %
Depreciation and amortization                   57,541               62,800               9.1 %
General and administrative costs                   17,542               19,825               13.0 %
Other income                   (124 )             (258 )             108.1 %
       
Total operating expenses                   214,078               241,110                12.6 %
       
Operating income                   30,995               33,081               6.7 %
Foreign currency exchange gain on senior secured bonds                   4,953               1,710               (65.5 %)
Unrealized (loss) / gain on non-designated derivative instruments                   (5,616 )             51           n/a
Interest expense                   (32,009 )             (27,981 )             (12.6 %)
Loss on repayment of 7.75% senior unsecured bonds                   (479 )             —           n/a
Write off of deferred financing costs                   (155 )             —           n/a
Interest income                   367               164               (55.3 %)
       
(Loss) / income before taxes and share of result of equity accounted joint venture                         (1,944 )             7,025           n/a
Income taxes                   (456 )             (781 )             71.3 %
Share of result of equity accounted joint venture                   (58 )             4,698           n/a
       
Net Loss / income                   (2,458 )             10,942           n/a
Net income attributable to non-controlling interest                   (1,351 )             (1,172 )             (13.2 %)
       
Net (loss) / income attributable to stockholders of Navigator Holdings Ltd.         $         (3,809 )   $         9,770           n/a
       

Operating Revenue. Operating revenue, net of address commission, increased by $11.0 million or 4.6% to $247.7 million for the nine months ended September 30, 2021, from $236.7 million for the nine months ended September 30, 2020. This increase was principally due to:

  • an increase in operating revenue of approximately $4.1 million attributable to an increase in vessel available days by 222 days to 10,452 days for the nine months ended September 30, 2021, from 10,230 days for the nine months ended September 30, 2020. This increase in available days was as a result of seven additional handysize vessels being acquired as part of the Ultragas transaction;
  • an increase in operating revenue of approximately $2.8 million attributable to an increase in average monthly time charter equivalent rates, which increased to an average of approximately $22,044 per vessel per day ($670,490 per vessel per calendar month) for the nine months ended September 30, 2021, compared to an average of approximately $21,733 per vessel day ($661,082 per vessel per calendar month) for the nine months ended September 30, 2020;
  • an increase in operating revenue of approximately $0.9 million attributable to an increase in fleet utilization which was 85.8% for the nine months ended September 30, 2021 compared to 85.4% for the nine months ended September 30, 2020; and
  • an increase in operating revenue of approximately $3.2 million primarily attributable to an increase in pass through voyage costs, due to additional fuel and canal transit costs for the nine months ended September 30, 2021 compared to the nine months ended September 30, 2020.

The following table presents selected operating data for the nine months ended September 30, 2020 and 2021, which we believe are useful in understanding the basis for movement in our operating revenues. It does not include our 11 owned vessels in the independently managed Unigas Pool or the five Pacific Gas vessels in our Luna Pool.

  Nine Months
Ended
September 30, 2020
  Nine Months
Ended
September 30, 2021
Fleet Data:              
Weighted average number of vessels                   38.0               39.6  
Ownership days                   10,412               10,799  
Available days                   10,230               10,452  
Operating days                   8,737               8,967  
Fleet utilization           85.4 %     85.8 %
Average daily time charter equivalent rate (*)         $         21,733     $         22,044  

*  Non-GAAP Financial Measure—Time charter equivalent: Time charter equivalent (“TCE”) rate is a measure of the average daily revenue performance of a vessel. TCE is not calculated in accordance with U.S. GAAP. For all charters, we calculate TCE by dividing operating revenue, less any voyage expenses, by the number of operating days for the relevant period. Under a time charter, the charterer pays substantially all of the vessel voyage related expenses, whereas for voyage charters, also known as spot market charters, we pay all voyage expenses. TCE rate is a shipping industry performance measure used primarily to compare period-to-period changes in a company’s performance despite changes in the mix of charter types (i.e., spot charters, time charters and contracts of affreightment) under which the vessels may be employed between the periods. We include average daily TCE rate, as we believe it provides additional meaningful information in conjunction with net operating revenues, because it assists our management in making decisions regarding the deployment and use of our vessels and in evaluating their financial performance. Our calculation of TCE rate may not be comparable to that reported by other companies.

Reconciliation of Operating Revenue to TCE rate

The following table represents a reconciliation of operating revenue to TCE rate. Operating revenue is the most directly comparable financial measure calculated in accordance with U.S. GAAP for the periods presented.

  Nine Months
Ended
September 30, 2020
  Nine Months
Ended
September 30, 2021
  (in thousands, except operating days
and average daily time charter equivalent rate)
Fleet Data:              
Operating revenue (excluding collaborative arrangements)         $         236,739     $         247,746  
Voyage expenses (excluding collaborative arrangements)                   46,856               50,080  
     
Operating revenue less Voyage expenses                   189,883               197,666  
     
Operating days                   8,737               8,967  
Average daily time charter equivalent rate         $         21,733     $         22,044  

Operating Revenue – Luna Pool collaborative arrangement. Operating revenue – Luna Pool collaborative arrangement, which was our share of the other Luna Pool participants revenue, was $18.3 million for the nine months ended September 30, 2021 compared to $8.3 million for the nine months ended September 30, 2020. The increase was principally as a result of the Luna Pool only becoming operational during the quarter ended June 30, 2020, compared to being operational for the full nine months to September 30, 2021.

Operating Revenue – Unigas Pool. Operating revenue – Unigas Pool was $8.2 million for the nine months ended September 30, 2021 and represents our share of the revenue earned on our 11 vessels operating within the Unigas Pool, based on agreed pool points. These vessels were acquired as part of the Ultragas transaction on August 4, 2021 and therefore the Operating revenue – Unigas Pool relates to revenue earned for a portion for the nine months ended September 30, 2021. We had no vessels operating in the Unigas pool for the nine months ended September 30, 2020.

Brokerage Commissions. Brokerage commissions, which typically vary between 0.625% and 2.5% of operating revenue, reduced by 11.9%, to $3.3 million for the nine months ended September 30, 2021, from $3.8 million for the nine months ended September 30, 2020, primarily due to a charter negotiation direct with the charterer where no broker commission is payable.

Voyage Expenses. Voyage expenses increased by 6.9% to $50.1 million for the nine months ended September 30, 2021, from $46.9 million for the nine months ended September 30, 2020. This was primarily due to an increase in the price of bunkers used by our vessels. These increased voyage costs are pass through costs, corresponding to an increase in operating revenue of the same amount.

Voyage Expenses. – Luna Pool collaborative arrangement. Voyage expenses – Luna Pool collaborative arrangement, which was our other Luna Pool participants share of our revenue, was $14.6 million for the nine months ended September 30, 2021 an increase of $7.2 million compared to the $7.4 million for the nine months ended September 30, 2020. The Luna Pool became operational during the quarter ended June 30, 2020 and consequently there were no Voyage Expenses – Luna Pool collaborative arrangement during the first three months ended March 31, 2020 and a reduced share of the other Luna Pool participants share of our revenue during the initial quarter of its operations.

Vessel Operating Expenses. Vessel operating expenses increased by 11.9% to $90.8 million for the nine months ended September 30, 2021, from $81.1 million for the nine months ended September 30, 2020. The increase in vessel operating expenses was as a result of an additional 18 vessels joining the fleet during August 2021 as a result of the Ultragas transaction. Average daily vessel operating expenses increased by $121 per vessel per day, or 1.6%, to $7,912 per vessel per day for the nine months ended September 30, 2021, compared to $7,791 per vessel per day for the nine months ended September 30, 2020. This was primarily due to a general reduction in vessel operating expenses across the fleet in the nine months ended September 30, 2020 as a result of COVID-19, which resulted in operating costs being deferred to subsequent quarters.

Depreciation and Amortization. Depreciation and amortization expense increased by 9.1% to $62.8 million for the nine months ended September 30, 2021, from $57.5 million for the nine months ended September 30, 2020. Depreciation and amortization expense included amortization of capitalized drydocking costs of $8.0 million and $5.8 million for the nine months ended September 30, 2021 and 2020 respectively.

General and Administrative Costs. General and administrative costs increased by $2.3 million or 13.0% to $19.8 million for the nine months ended September 30, 2021, from $17.5 million for the nine months ended September 30, 2020. This increase in general and administrative costs was primarily due to additional audit fees of $0.5 million, increased insurance premium of $0.9 million for directors & officers insurances and $0.6 million for general and administrative costs associated with Ultragas since the date of the transaction.

Non-operating Results         

Foreign Currency Exchange Gain on Senior Secured Bonds. Exchange gains relate to non-cash movements on our 600 million Norwegian Kroner 2018 Bonds which are translated to U.S. Dollars at the prevailing exchange rate as of September 30, 2021. The foreign currency exchange gain of $1.7 million for the nine months ended September 30, 2021 was as a result of the Norwegian Kroner weakening against the U.S. dollar, being NOK 8.7 to USD 1.0 as of September 30, 2021 compared to NOK 8.5 to USD 1.0 as of December 31, 2020. The foreign currency exchange gain of $5.0 million for the nine months ended September 30, 2020 was as a result of the Norwegian Kroner weakening against the U.S. dollar, being NOK 9.4 to USD 1.0 as of September 30, 2020 compared to NOK 8.8 to USD 1.0 as of December 31, 2019.

Unrealized Gain/(Loss) on Non-designated Derivative Instruments. The unrealized gain on non-designated derivative instruments of $51,000 for the nine months ended September 30, 2021 relates to the fair value movement in our cross-currency interest rate swap and is primarily due to a slight weakening of the Norwegian Kroner against the U.S. dollar. The unrealized loss on this swap for the nine months ended September 30, 2020 was $5.6 million as a result of the significant volatility between the Norwegian Kroner and the U.S. dollar due to uncertainties surrounding COVID-19 during the early part of 2020.

Interest Expense. Interest expense decreased by $4.0 million, or 12.6%, to $28.0 million for the nine months ended September 30, 2021, from $32.0 million for the nine months ended September 30, 2020. This is primarily as a result of a reduction in 3-month US LIBOR interest rates and is notwithstanding interest on the additional debt of $192.7 million assumed with the Ultragas acquisition on August 4, 2021.

Income Taxes. Income taxes related to taxes on our subsidiaries incorporated in the United Kingdom, Poland and Singapore and our consolidated variable interest entity (“VIE”), incorporated in Malta. For the nine months ended September 30, 2021, we had a tax charge of $781,000, an increase from the $456,000 for the nine months ended September 30, 2020.

Share of result of equity accounted joint venture. The share of result of the Company’s 50% ownership in the Export Terminal Joint Venture was a gain of $4.7 million for the nine months ended September 30, 2021 compared to a loss of $58,000 for the nine months ended September 30, 2020, primarily as a result of increased volumes of product through the Marine Export Terminal during the nine months ended September 30, 2021, compared to the initial volumes for the nine months ended September 30, 2020, prior to the completion of the cryogenic storage tank and it becoming operational.

Non-Controlling Interest. We have entered into a sale and leaseback arrangement with a wholly-owned special purpose vehicle (“lessor SPV”) of a financial institution. While we do not hold any equity investments in this lessor SPV, we have determined that we are the primary beneficiary of this entity and accordingly, we are required to consolidate this VIE into our financial results. Thus, the income attributable to the financial institution of $1.2 million is presented as the non-controlling interest in our financial results.

Reconciliation of Non-GAAP Financial Measures

The following table sets forth a reconciliation of net income attributable to the stockholders of the Company to EBITDA and Adjusted EBITDA for the three and nine months ended September 30, 2020 and 2021:

  (in thousands)   (in thousands)
  Three months ended   Nine months ended
  September 30,
2020
    September 30,
2021
    September 30,
2020
    September 30,
2021
 
Net income / (loss) attributable to the stockholders of Navigator Holdings Ltd. $         1,345     $         6,690     $         (3,809 )   $         9,770  
Net interest expense                   9,289               10,303               31,642               27,817  
Income taxes                   120               446               456               781  
Depreciation and amortization                   19,180               24,054               57,541               62,800  
           
EBITDA(1)         $         29,934     $         41,493     $         85,830     $         101,168  
Foreign currency exchange (gain) / loss on senior secured bonds                   1,612               (1,372 )             (4,953 )             (1,710 )
Unrealized loss / (gain) on non-designated derivative instruments                   (1,991 )             227               5,616               (51 )
           
Adjusted EBITDA(1) $         29,555     $         40,348     $         86,493     $         99,407  
           

1 EBITDA and Adjusted EBITDA are not measurements prepared in accordance with U.S. GAAP (non-GAAP financial measures). EBITDA represents net income attributable to stockholders of the Company before net interest expense, income taxes and depreciation and amortization. We define Adjusted EBITDA as EBITDA before foreign currency exchange gain or loss on senior secured bonds and unrealized gain or loss on non-designated derivative instruments. Management believes that EBITDA and Adjusted EBITDA are useful to investors in evaluating the operating performance of the Company. EBITDA and Adjusted EBITDA do not represent and should not be considered alternatives to consolidated net income, cash generated from operations or any measure prepared in accordance with U.S. GAAP, and our calculation of EBITDA and Adjusted EBITDA may not be comparable to that reported by other companies. See the table above for a reconciliation of EBITDA and Adjusted EBITDA to net income / (loss) attributable to stockholders of the Company, our most directly comparable U.S. GAAP financial measure.

Our Fleet

The following table sets forth details of our vessels as of November 26, 2021:

Operating Vessel   Year
Built
  Vessel Size
(cbm)
  Employment
Status
  Current
Cargo
  Charter
Expiration Date
Ethylene/ethane capable semi-refrigerated midsize                    
Navigator Aurora           2016                   37,300   Time Charter   Ethane   December 2026
Navigator Eclipse           2016                   37,300   Time Charter   Ethane   March 2026
Navigator Nova           2017                   37,300   Time Charter   Ethane   September 2026
Navigator Prominence           2017                   37,300   Time Charter   Ethane   January 2026
                     
Ethylene/ethane capable semi-refrigerated handysize                    
Navigator Orion*           2000                   22,085   Time Charter   Ethane   January 2022
Navigator Neptune*           2000                   22,085   Spot Market   Repairs  
Navigator Pluto           2000                   22,085   Spot Market   Propylene  
Navigator Saturn*           2000                   22,085   Time Charter   Ethane   May 2022
Navigator Venus*           2000                   22,085   Spot Market   Ethylene  
Navigator Atlas*           2014                   21,000   Spot Market   Ethylene  
Navigator Europa*           2014                   21,000   Spot Market   Ethane  
Navigator Oberon*           2014                   21,000   Spot Market   Ethylene  
Navigator Triton*           2015                   21,000   Spot Market   Ethylene  
Navigator Umbrio*           2015                   21,000   Spot Market   Ethylene  
                     
Ethylene/ethane capable semi-refrigerated smaller size                    
Happy Kestrel**           2013           12,000   Unigas Pool    
Happy Osprey**           2013           12,000   Unigas Pool    
Happy Peregrine**           2014           12,000   Unigas Pool    
Happy Albatross**            2015           12,000   Unigas Pool    
Happy Avocet**           2017           12,000   Unigas Pool    
                     
Semi-refrigerated handysize                    
Navigator Magellan           1998                   20,700   Time charter   LPG   December 2021
Navigator Aries           2008                   20,750   Time charter   LPG   December 2021
Navigator Capricorn           2008                   20,750   Time charter   LPG   March 2022
Navigator Gemini           2009                   20,750   Time charter   LPG   December 2021
Navigator Pegasus           2009                   22,200   Time charter   Propylene   March 2022
Navigator Phoenix           2009                   22,200   Time charter   LPG   May 2022
Navigator Scorpio           2009                   20,750   Spot market    
Navigator Taurus           2009                   20,750   Spot market   Propylene  
Navigator Virgo           2009                   20,750   Spot market   LPG  
Navigator Leo           2011                   20,600   Time charter   LPG   December 2023
Navigator Libra           2012                   20,600   Time charter   LPG   December 2023
Atlantic Gas           2014           22,000   Spot market   LPG  
Adriatic Gas           2015           22,000   Time charter   LPG   December 2021
Balearic Gas           2015           22,000   Time charter   LPG   March 2022
Celtic Gas           2015           22,000   Spot market   Propylene  
Navigator Centauri           2015                   21,000   Time charter   LPG   May 2022
Navigator Ceres           2015                   21,000   Time charter   LPG   June 2022
Navigator Ceto           2016                   21,000   Time charter   LPG   June 2022
Navigator Copernico           2016                   21,000   Time charter   LPG   June 2022
Bering Gas           2016           22,000   Spot market   Butadiene  
Navigator Luga           2017                   22,000   Time charter   LPG   February 2022
Navigator Yauza           2017                   22,000   Time charter   LPG   April 2022
Arctic Gas           2017           22,000   Spot market   LPG  
Pacific Gas           2017           22,000   Spot market   Butadiene  
                     
Semi-refrigerated smaller size                    
Happy Bird**           1999           8,600   Unigas Pool    
Happy Falcon**           2002           3,770   Unigas Pool    
Happy Condor**           2008           9,000   Unigas Pool    
Happy Pelican**            2012           6,800   Unigas Pool    
Happy Penguin**            2013           6,800   Unigas Pool    
                     
Fully-refrigerated                    
Navigator Glory           2010                   22,500   Time charter   Ammonia   May 2022
Navigator Grace           2010                   22,500   Time charter   Ammonia   April 2022
Navigator Galaxy           2011                   22,500   Time charter   Ammonia   December 2021
Navigator Genesis           2011                   22,500   Time charter   Ammonia   January 2022
Navigator Global           2011                   22,500   Time charter   LPG   February 2022
Navigator Gusto           2011                   22,500   Time charter   LPG   January 2022
Navigator Jorf           2017                   38,000   Time charter   Ammonia   August 2027
                     

*denotes our owned vessels that operate within the Luna Pool
**denotes our owned vessels that operate within the independently managed Unigas Pool

Conference Call Details:

Tomorrow, Tuesday, November 30, 2021 at 10:00 A.M. ET, the Company’s management team will host a conference call to discuss the financial results.

Conference Call Details:

Participants should dial into the call 10 minutes before the scheduled time using the following numbers: 1 (877) 553-9962 (US Toll Free Dial In), 0 (808) 238-0669 (UK Toll Free Dial In) or +44 (0) 2071 928592 (Standard International Dial In). Please quote “Navigator” to the operator.

Audio Webcast:

There will also be a live, and then archived, webcast of the conference call, available through the Company’s website (www.navigatorgas.com). To listen to the live and archived audio file, visit our website www.navigatorgas.com and click on Key Dates under our Investors Centre page. Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.

Navigator Gas

Attention: Investor Relations Department – investorrelations@navigatorgas.com

London: 10 Bressenden Place, London, SW1E 5DH. Tel: +44 (0)20 7340 4850

About Us

Navigator Holdings Ltd. is the owner and operator of the world’s largest fleet of handysize liquefied gas carriers and a global leader in the seaborne transportation services of petrochemical gases, such as ethylene and ethane, liquefied petroleum gas (“LPG”) and ammonia and owns a 50% share, through a joint venture, in an ethylene export marine terminal at Morgan’s Point, Texas on the Houston Ship Channel, USA. On August 4, 2021, Navigator acquired the fleet and business activities of Ultragas ApS, adding an additional 18 vessels to the fleet. The transaction unites two leading gas shipping companies. Navigator’s combined fleet now consists of 55 semi- or fully-refrigerated liquefied gas carriers, 22 of which are ethylene and ethane capable. The Company plays a vital role in the liquefied gas supply chain for energy companies, industrial consumers and commodity traders, with its sophisticated vessels providing an efficient and reliable ‘floating pipeline’ between the parties, connecting the world today, creating a sustainable tomorrow.


NAVIGATOR HOLDINGS LTD.
Condensed Consolidated Balance Sheets
(Unaudited)

  December 31, 2020   September 30, 2021
  (in thousands, except share data)
Assets              
Current assets              
Cash, cash equivalents and restricted cash         $         59,271     $         105,827  
Accounts receivable, net of allowance for credit losses of $119, (December 31, 2020: 161)                   14,451               31,070  
Accrued income                   20,073               6,457  
Prepaid expenses and other current assets                   22,015               26,998  
Bunkers and lubricant oils                   8,428               14,102  
Insurance Receivable                   447               6,159  
Amounts due from related parties           11,853               16,447  
     
Total current assets                   136,538               207,060  
Non-current assets    
Vessels, net                   1,545,688               1,868,493  
Asset held for sale                         4,543  
Property, plant and equipment, net                    502               576  
Intangible assets, net of accumulated amortization of $295 (December 31, 2020: $279)            277               207  
Investment in equity accounted joint venture                   148,665               143,665  
Investment in associated companies                         1,486  
Derivative assets                          223  
Right-of-use asset for operating leases                     5,701               1,210  
Prepaid expenses and other non-current assets                   2,037               1,120  
     
Total non-current assets                   1,702,870               2,021,523  
     
Total assets         $         1,839,408     $         2,228,583  
     
Liabilities and stockholders’ equity    
Current liabilities    
Current portion of secured term loan facilities, net of deferred financing costs         $         65,662     $         127,091  
Current portion of operating lease liabilities                   1,276               773  
Accounts payable                   8,565               12,565  
Accrued expenses and other liabilities                   16,488               24,037  
Accrued interest                   3,398               3,418  
Deferred income                   11,604               20,542  
Amounts due to related parties                   229               437  
     
Total current liabilities                   107,222               188,863  
     
Non-current liabilities    
Secured term loan facilities and revolving credit facilities, net of current portion and deferred financing costs                   552,595               649,652  
Senior secured bond, net of deferred financing costs                   69,580               68,060  
Senior unsecured bond, net of deferred financing costs                   98,158               98,453  
Derivative liabilities                   3,007               8,140  
Operating lease liabilities, net of current portion                           5,232               575  
Amounts due to related parties                   61,219               56,479  
     
Total non-current liabilities                   789,791               881,359  
     
Total Liabilities                   897,013               1,070,222  
Commitments and contingencies    
Stockholders’ equity    
Common stock—$.01 par value per share; 400,000,000 shares authorized; 77,173,957 shares issued and outstanding, (December 31, 2020: 55,893,618)                   559               771  
Additional paid-in capital                   593,254               797,046  
Accumulated other comprehensive loss                   (245 )             (268 )
Retained earnings                   346,972               356,742  
Equity hedging reserve                 1,043  
     
Total Navigator Holdings Ltd. stockholders’ equity                   940,540               1,155,334  
Non-controlling interest                   1,855               3,027  
     
Total equity                   942,395               1,158,361  
     
Total liabilities and stockholders’ equity         $         1,839,408     $         2,228,583  
     

NAVIGATOR HOLDINGS LTD.
Condensed Consolidated Statements of Operations
(Unaudited)

  Three months ended
September 30,
  Nine months ended
September 30,
    2020       2021       2020       2021  
         
  (in thousands except share and per share data)
Revenues        
Operating revenue         $         75,613     $ 87,085     $         236,739     $         247,746  
Operating revenue- Luna Pool collaborative arrangement                   5,738               7,504               8,334               18,290  
Operating revenue – Unigas Pool                          8,155                     8,155  
         
Total operating revenues                   81,351               102,744               245,073               274,191  
         
Expenses        
Brokerage commissions                   1,220               1,163               3,780               3,330  
Voyage expenses                   14,584               16,775               46,856               50,080  
Voyage expenses – Luna Pool collaborative arrangement                   4,390               4,772               7,363               14,567  
Vessel operating expenses                   27,221               34,948               81,120               90,766  
Depreciation and amortization                   19,180               24,054               57,541               62,800  
General and administrative costs                   6,525               7,749               17,542               19,825  
Other income                   (77 )             (98 )             (124 )             (258 )
         
Total operating expenses                   73,043               89,363               214,078               241,110  
         
Operating income                   8,308               13,381               30,995               33,081  
Other income / (expense)        
Foreign currency exchange gain / (loss) on senior secured bonds           (1,612 )             1,372                      4,953               1,710  
Unrealized gain / (loss) on non-designated derivative instruments                   1,991               (227 )             (5,616 )             51  
Interest expense                                 (9,341 )             (10,373 )              (32,009 )             (27,981 )
Loss on repayment of 7.75% senior unsecured bonds                   (479 )                          —               (479 )             —  
Write off of deferred financing costs                   (155 )                          —               (155 )             —  
Interest income                   52               70               367               164  
         
(Loss) / income before income taxes and share of result of equity accounted joint venture                   (1,236 )             4,223               (1,944 )             7,025  
Income taxes                   (120 )             (446 )              (456 )             (781 )
Share of result of equity accounted joint ventures                   3,147               3,302               (58 )             4,698  
         
Net income / (loss)                   1,791               7,079       (2,458 )             10,942  
Net income attributable to non-controlling interest           (446 )             (389 )                (1,351 )             (1,172 )
         
Net income / (loss) attributable to stockholders of Navigator Holdings Ltd.         $         1,345     $         6,690     $         (3,809 )   $       9,770  
         
Earnings / (Loss) per share attributable to stockholders of Navigator Holdings Ltd.:        
Basic and diluted:         $         0.02     $         0.10     $         (0.07 )   $         0.16  
Weighted average number of shares outstanding:        
Basic:                   55,903,672               69,338,187               55,881,948               60,452,459  
Diluted:                   56,243,608               69,673,623               55,881,948               60,789,378  
         

NAVIGATOR HOLDINGS LTD.

Condensed Consolidated Statements of Cash Flows
(Unaudited)

  Nine Months ended
September 30,
2020
  Nine Months ended
September 30,
2021
  (in thousands)
Cash flows from operating activities              
Net income / (loss)         $         (2,458 )   $         10,942  
Adjustments to reconcile net income to net cash provided by operating activities    
Unrealized (gain)/loss on non-designated derivative instruments                   5,616               (51 )
Depreciation and amortization                   57,541               62,800  
Payment of drydocking costs                   (7,307 )             (15,304 )
Amortization of share-based compensation                   859               1,094  
Amortization of deferred financing costs                   3,836               2,779  
Call option premium on redemption of senior secured bonds           236                              —  
Share of result of equity accounted joint venture, net of distributions received                   58               (511 )
Insurance claim receivable                   —               (6,123 )
Impairment of vessel                   —               5,400  
Unrealized foreign exchange loss/(gain) on senior secured bonds                   (4,953 )             (1,710 )
Other unrealized foreign exchange gain                   (306 )             (32 )
Changes in operating assets and liabilities    
Accounts receivable                   907               (9,548 )
Bunkers and lubricant oils                   (20 )             (3,635 )
Accrued income and prepaid expenses and other current assets                   (7,409 )             13,035  
Accounts payable, accrued interest, accrued expenses and other liabilities                   6,488               6,621  
Amounts due to related parties                   286               (764 )
     
Net cash provided by operating activities                   53,374               64,993  
     
     
Cash flows from investing activities    
Payments to acquire ballast water systems                   (1,756 )             (2,293 )
Investment in equity accounted joint venture                   (15,000 )             (4,000 )
Distributions from equity accounted joint venture                   —               9,513  
Purchase of other property, plant and equipment                   (36 )             (232 )
Cash acquired from investment in Ultragas                                  —       17,477  
Insurance recoveries                   740               411  
     
Net cash (used in) / provided by investing activities                   (16,052 )             20,876  
     
Cash flows from financing activities    
Proceeds from secured term loan facilities and revolving credit facilities                   200,000               18,000  
Issuance of 8.0% senior unsecured bonds                   100,000    
Issuance costs of 8.0% senior unsecured bonds                   (1,963 )  
Issuance costs of secured bonds                   (141 )             —  
Issuance costs of secured revolving credit facilities                   (1,924 )     (46 )
Issuance costs of refinancing of vessel to related parties                   (18 )             —  
Repayment of 7.75% senior unsecured bonds                   (100,236 )  
Repayment of financing of vessel to related parties                   (5,208 )             (3,713 )
Issuance costs of Terminal Facility                   (72 )             —  
Repayment of secured term loan facilities and revolving credit facilities                   (226,834 )             (53,554 )
     
Net cash used in financing activities                   (36,396 )             (39,313 )
     
Net increase in cash, cash equivalents and restricted cash                   926               46,556  
Cash, cash equivalents and restricted cash at beginning of period                   66,130               59,271  
     
Cash, cash equivalents and restricted cash at end of period         $         67,056     $         105,827  
     
Supplemental Information    
Total interest paid during the period, net of amounts capitalized         $         31,417     $         22,751  
     
Total tax paid during the period         $         212     $         334  
     

IMPORTANT INFORMATION REGARDING FORWARD-LOOKING STATEMENTS

This press release contains certain forward-looking statements concerning plans and objectives of management for future operations or economic performance, or assumptions related thereto, including our trends or forecasts. In addition, we and our representatives may from time to time make other oral or written statements that are also forward-looking statements. Such statements include, in particular, statements about our plans, strategies, business prospects, changes and trends in our business and the markets in which we operate as described in this press release. In some cases, you can identify the forward-looking statements by the use of words such as “may,” “could,” “should,” “would,” “expect,” “plan,” “anticipate,” “intend,” “forecast,” “believe,” “estimate,” “predict,” “propose,” “potential,” “continue,” “scheduled,” or the negative of these terms or other comparable terminology. Forward-looking statements appear in a number of places in this press release. These risks and uncertainties include but are not limited to:

  • the completion of the Company’s quarter-end close procedures and further financial review with respect to the Company’s financial statements for the quarter ended September 30, 2021, and other developments that may arise between now and the disclosure of the Company’s final results for such quarter;
  • global epidemics or other health crises such as the outbreak of COVID-19, including its impact on our business;
  • future operating or financial results;
  • pending acquisitions, business strategy and expected capital spending;
  • operating expenses, availability of crew, number of off-hire days, drydocking requirements and insurance costs;
  • fluctuations in currencies and interest rates;
  • general market conditions and shipping market trends, including charter rates and factors affecting supply and demand;
  • our ability to continue to comply with all our debt covenants;
  • our financial condition and liquidity, including our ability to refinance our indebtedness as it matures or obtain additional financing in the future to fund capital expenditures, acquisitions and other corporate activities;
  • estimated future capital expenditures needed to preserve our capital base;
  • our expectations about the availability of vessels to purchase, the time that it may take to construct new vessels, or the useful lives of our vessels;
  • our continued ability to enter into long-term, fixed-rate time charters with our customers;
  • the availability and cost of low sulfur fuel oil compliant with the International Maritime Organization sulfur emission limit reductions, generally referred to as “IMO 2020,” which took effect January 1, 2020;
  • our vessels engaging in ship to ship transfers of LPG or petrochemical cargoes which may ultimately be discharged in sanctioned areas or to sanctioned individuals without our knowledge;
  • changes in governmental rules and regulations or actions taken by regulatory authorities;
  • potential liability from future litigation;
  • our expectations relating to the payment of dividends;
  • our ability to successfully remediate material weaknesses in our internal control over financial reporting and our disclosure controls and procedures;
  • our expectation regarding providing in-house technical management for certain vessels in our fleet and our success in providing such in-house technical management;
  • our expectations regarding the financial success of the Marine Export Terminal and our related Export Terminal Joint Venture;
  • our expectations regarding the integration, profitability and success of the vessels and businesses acquired in the Ultragas transaction; and
  • other factors detailed from time to time in other periodic reports we file with the Securities and Exchange Commission.

All forward-looking statements included in this press release are made only as of the date of this press release. New factors emerge from time to time, and it is not possible for us to predict all of these factors. Further, we cannot assess the impact of each such factor on our business or the extent to which any factor, or combination of factors, may cause actual results to be materially different from those contained in any forward-looking statement. We expressly disclaim any obligation to update or revise any of these forward-looking statements, whether because of future events, new information, a change in our views or expectations, or otherwise. We make no prediction or statement about the performance of our common stock.

About Us
Navigator Holdings Ltd. is the owner and operator of the world’s largest fleet of handysize liquefied gas carriers and a global leader in the seaborne transportation services of petrochemical gases, such as ethylene and ethane, liquefied petroleum gas (“LPG”) and ammonia and owns a 50% share, through a joint venture, in an ethylene export marine terminal at Morgan’s Point, Texas on the Houston Ship Channel, USA. On August 4, 2021, Navigator announced that it merged the fleet and business activities of Ultragas ApS with its own, adding an additional 18 vessels to the fleet. The transaction unites two leading gas shipping companies. Navigator’s combined fleet now consists of 55 semi- or fully-refrigerated liquefied gas carriers, 22 of which are ethylene and ethane capable. The Company plays a vital role in the liquefied gas supply chain for energy companies, industrial consumers and commodity traders, with its sophisticated vessels providing an efficient and reliable ‘floating pipeline’ between the parties, connecting the world today, creating a sustainable tomorrow.

Our latest CSR Report can be found in Annual Reports under the Company website at www.navigatorgas.com.

Navigator Gas
Attention: Investor Relations investorrelations@navigatorgas.com 
London: 10 Bressenden Place, London, SW1E 5DH.
Tel: +44 (0)20 7340 4850

Investor Relations / Media Advisors
Nicolas Bornozis / Paul Lampoutis
Capital Link – New York
Tel: +1-212-661-7566
Email:   navigatorgas@capitallink.com

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