Global Ship Lease Reports Results for the Fourth Quarter of 2012

Global Ship Lease, Inc. (GSL), a containership charter owner, announced yesterday its unaudited results for the three months and year ended December 31, 2012.
Fourth Quarter and Year To Date Highlights
- Reported revenue of $36.2 million for the fourth quarter 2012 and $153.2 million for the full year
- Reported net income of $8.1 million for the fourth quarter 2012, after a $4.7 million non-cash interest rate derivative mark-to-market gain; net income for full year 2012 was $31.9 million, after a $9.7 million non-cash mark-to-market gain
- Normalized net income(1) was $3.5 million for the fourth quarter and $22.2 million for the full year 2012
- Generated $23.3 million of Adjusted EBITDA(1) for the fourth quarter 2012, and $102.2 million for the full year
- Agreed with lenders in November 2012 to waive the requirement to test the Leverage Ratio until December 1, 2014 and also to include all secured vessels in the test, whether subject to a charter or not
- Repaid $11.1 million of bank debt during the fourth quarter of 2012; repaid $57.9 million in the year ended December 31, 2012 and $173.4 million since the fourth quarter 2009
Ian Webber, Chief Executive Officer of Global Ship Lease, stated, "On the strength of our stable business model and a 99% utilization rate, we generated Adjusted EBITDA of $23.3 million for the fourth quarter and continued to de-lever our balance sheet, repaying an additional $11.1 million of debt. With all of our 17 vessels fully employed on time charters, we generated Adjusted EBITDA of $102.2 million during 2012 and utilized our sizeable cash flow to pay down a total of $57.9 million of debt."
Mr. Webber continued, "With an average remaining lease term of over seven years for our fleet and contracted revenue totaling $1 billion, we remain well insulated from the current charter rate environment. Further, with supportive credit markets and having secured relief from our loan-to-value test until December 2014, our top priority is to strengthen our capital structure and enhance our financial flexibility to create incremental value for our shareholders. In the meantime, we will continue to utilize our cash flow to further de-lever our balance sheet."
Revenue and Utilization
The 17 vessel fleet generated revenue from fixed rate long-term time charters of $36.2 million in the three months ended December 31, 2012, down $3.5 million on revenue of $39.7 million for the comparative period in 2011 mainly due to lower levels of charterhire on two vessels for new charters which commenced in late September 2012. The new daily rate is $9,962 compared to $28,500 previously. There were 16 days offhire, including 10 for a scheduled drydocking, up four on the prior period. During the three months ended December 31, 2012, there were 1,564 ownership days, the same as the comparable period in 2011. The 16 days offhire in the three months ended December 31, 2012 gives a utilization of 99.0%. In the comparable period of 2011 utilization was 99.2%.
For the year ended December 31, 2012, revenue was $153.2 million, down $3.1 million on revenue of $156.3 million in the comparative period, mainly due to lower charter rates on two vessels as noted above. Offhire days were 98, including 82 for planned drydockings, 8 fewer days offhire than in 2011. There were 17 additional ownership days in 2012 due to the leap year.
The drydocking of six vessels was completed in the year ended December 31, 2012. Three drydockings are scheduled for 2013, two in 2014, and none in 2015.
Vessel Operating Expenses
Vessel operating expenses, which include costs of crew, lubricating oil, spares and insurance, were $11.5 million for the three months ended December 31, 2012. The average cost per ownership day was $7,363 up $44, or 0.6% on $7,319 for the rolling four quarters ended September 30, 2012. Increased spend on repairs, maintenance and supplies have been offset by a benefit from exchange rate movements on costs denominated in euros, fewer insurance deductibles and lower expenses from fewer drydockings. The fourth quarter 2012 average daily cost was up $30, or 0.4% from the average daily cost of $7,333 for the fourth quarter 2011 for mainly the same reasons.
For the year ended December 31, 2012 vessel operating expenses were essentially flat at $45.6 million or an average of $7,327 per day, compared to $45.5 million in the comparative period or $7,336 per day.
Depreciation
Depreciation for the three months ended December 31, 2012 was $10.1 million, the same as in the fourth quarter of 2011.
Depreciation for the year ended December 31, 2012 was $40.3 million, compared to $40.1 million in the comparative period of 2011.
General and Administrative Costs
General and administrative costs were $1.5 million in the three months ended December 31, 2012, compared to $1.8 million in the fourth quarter of 2011 with the reduction due mainly to lower legal and professional fees.
For the year ended December 31, 2012, general and administrative costs were $5.8 million compared to $7.4 million for 2011. The reduction is due mainly to lower legal and professional fees.
Impairment Charge - 2011
Purchase options in the Company's favor to purchase two 4,250 TEU newbuildings at the end of 2011 were to be declared by September 16, 2011 for one vessel and October 4, 2011 for the other. The purchase of these vessels was always predicated on achieving a strong return for shareholders by acquiring the vessels, which had time charters attached, at an attractive price and securing financing on favorable terms. As the Company was not able to obtain committed finance on acceptable terms, the purchase options were allowed to lapse and the intangible assets relating to the options were written off in the Second Quarter 2011.
Other Operating Income
Other operating income in the three months ended December 31, 2012 was $116,000, compared to $100,000 in the fourth quarter of 2011.
For the year ended December 31, 2012, other operating income was $0.3 million, the same as for the comparative period.
Adjusted EBITDA
As a result of the above, Adjusted EBITDA was $23.3 million for the three months ended December 31, 2012 down $3.3 million from $26.6 million for the three months ended December 31, 2011.
Adjusted EBITDA for the year ended December 31, 2012 was $102.2 million, down $1.5 million from $103.7 million in 2011.
Interest Expense
Interest expense, excluding the effect of interest rate derivatives, for the three months ended December 31, 2012 was $5.1 million. The Company's borrowings under its credit facility averaged $436.8 million during the three months ended December 31, 2012. The average amount of preferred shares outstanding throughout the three months ended December 31, 2012 was $45.0 million, giving total average borrowings through the period of $481.7 million. Interest expense of $5.1 million in the comparative period in 2011 was due to a lower applicable margin on higher average borrowings, including the preferred shares, of $547.0 million.
For the year ended December 31, 2012, interest expense, excluding the effect of interest rate derivatives, was $21.2 million. The Company's borrowings under its credit facility and including the preferred shares, averaged $509.6 million during the year ended December 31, 2012. Interest expense for the year ended December 31, 2011 was $20.6 million based on average borrowings in that period, including the preferred shares, of $562.8 million.
Interest income for the three months and year ended December 31, 2012 and 2011 was not material.
Change in Fair Value of Financial Instruments
The Company hedges its interest rate exposure by entering into derivatives that swap floating rate debt for fixed rate debt to provide long-term stability and predictability to cash flows. As these hedges do not qualify for hedge accounting under US GAAP, the outstanding hedges are marked-to-market at each period end with any change in the fair value being booked to the income and expenditure account. The Company's derivative hedging instruments gave a realized loss of $4.7 million in the three months ended December 31, 2012 for settlements of swaps in the period, as current LIBOR rates are lower than the average fixed rates. Further, there was a $4.7 million unrealized gain for revaluation of the balance sheet position given current LIBOR and movements in the forward curve for interest rates. This compares to a realized loss of $4.8 million for the settlement of swaps and an unrealized mark-to-market gain of $4.0 million in the three months ended December 31, 2011.
For the year ended December 31, 2012, the realized loss from hedges was $18.4 million and the unrealized gain was $9.7 million. This compares to a realized loss of $19.4 million and an unrealized loss of $0.9 million in the year ended December 31, 2011.
At December 31, 2012, interest rate derivatives totaled $580.0 million against floating rate debt of $470.7 million, including the preferred shares. As a consequence, the Company is over hedged. This arises from accelerated amortization of the credit facility debt and not incurring additional floating rate debt anticipated to be drawn in connection with the originally intended purchases of the two 4,250 TEU vessels at the end of 2011. $253.0 million of the interest rate derivatives at a fixed rate of 3.40% expire mid March 2013. The total mark-to-market unrealized loss recognized as a liability on the balance sheet at December 31, 2012 was $35.6 million.
Unrealized mark-to-market adjustments have no impact on operating performance or cash generation in the period reported.
Taxation
Taxation for the three months ended December 31, 2012 was a charge of $38,000, compared to a credit of $212,000 in the fourth quarter of 2011, mainly for movements in the deferred tax balance.
Taxation for the year ended December 31, 2012 was a charge of $0.1 million, the same as for 2011.
Net Income/Loss
Net income for the three months ended December 31, 2012 was $8.1 million after a $4.7 million non-cash interest rate derivative mark-to-market gain. For the three months ended December 31, 2011 net income was $10.9 million, after $4.0 million non-cash interest rate derivative mark-to-market gain. Normalized net income was $3.5 million for the three months ended December 31, 2012 and $6.8 million for the three months ended December 31, 2011, which excludes the effect of the non-cash interest rate derivative mark-to-market gains.
Net income was $31.9 million for the year ended December 31, 2012 after a $9.7 million non-cash interest rate derivative mark-to-market gain. For the year ended December 31, 2011, net income was $9.1 million after the $13.6 million non-cash impairment charge and a $0.9 million non-cash interest rate derivative mark-to-market loss. Normalized net income was $22.2 million for the year ended December 31, 2012, and $23.6 million for the year ended December 31, 2011.
Credit Facility
While the Company's stable business model largely insulates it from volatility in the freight and charter markets, a covenant in the credit facility with respect to the Leverage Ratio, which is the ratio of outstanding drawings under the credit facility and the aggregate charter free market value of the secured vessels, causes the Company to be sensitive to significant declines in vessel values. Under the terms of the credit facility, the Leverage Ratio cannot exceed 75%. The Leverage Ratio has little impact on the Company's operating performance as cash flow is largely predictable under its business model.
Due to the continuing excess supply of capacity, there has been a decline in charter free market values of containerships in recent months. The Company anticipated that the Leverage Ratio as at November 30, 2012 would, if tested, exceed 75%. Therefore, it has agreed with its lenders a further waiver for two years of the requirement to perform the Leverage Ratio test. The next scheduled test will be as at December 1, 2014. During the waiver period, the fixed interest margin to be paid over LIBOR is 3.75%, prepayments are based on cash flow, subject to a minimum of $40 million on a rolling 12 month basis, rather than a fixed amount, and dividends on common shares cannot be paid. It has also been agreed that all secured vessels will be included in the Leverage Ratio test, whether they are subject to a charter or not.
In the three months ended December 31, 2012, a total of $11.1 million of debt was prepaid leaving a balance outstanding of $425.7 million. In the year ended December 31, 2012, a total of $57.9 million of debt was prepaid.
Preferred Shares
In connection with the agreement with CMA CGM in July 2012, granting the Company the right but not the obligation to enter new charters for Ville d'Orion and Ville d'Aquarius on the expiry of the then current charters, the Company redeemed $3.0 million of preferred shares held by CMA CGM, out of restricted cash received from the exercise of warrants in 2008 and for which the sole use is the redemption of these preferred shares. The remaining balance outstanding of preferred shares is $45.0 million.
Dividend
Under the terms of the waiver of the requirement to perform the Leverage Ratio test, Global Ship Lease is not currently able to pay a dividend on common shares.
Change in Board of Directors
As of March 8, 2013, Jeffrey Pribor stepped down as a Director of the Company in order to dedicate his time and attention to his new role at Jefferies & Co. as Global Head of Maritime Investment Banking. Global Ship Lease's Board of Directors now consists of four members, the majority of whom are independent.
Michael Gross, Chairman of the Company's board of Directors, commented, "We would like to thank Jeff for his years of service and contribution as a member of Global Ship Lease's Board of Directors. We wish him the best in his future endeavors."
New charters came into effect in September 2012 for Ville d'Aquarius and Ville d'Orion. They expire May 23, 2013 plus or minus 22 days at charterer's option and are at a rate of $9,962 per vessel per day.
Source: Global Ship Lease, Inc.