Capital Product Partners L.P. Announces the Sale of Three 10,000 TEU Container Vessels
Capital Product Partners L.P. (NASDAQ: CPLP), an international owner of ocean-going vessels, announced that the Partnership entered into a memorandum of agreement for the sale of three 10,000 TEU container vessels, built in 2011 at Samsung Heavy Industries, S. Korea: the M/V Athos, the M/V Aristomenis and the M/V Athenian. Delivery of the vessels to the buyer is expected in April 2024.
On November 13, 2023, as part of the transformative acquisition of 11 newbuild LNG carriers for $3.1 billion, the Partnership announced its focus on LNG carriers and energy transition shipping, and its intention to divest from non-core container vessels. With the recently completed sale of the M/V Akadimos (115,534 DWT / 9,300 TEU, Eco-Flex, Wide Beam container vessel, built 2015, Daewoo-Mangalia Heavy Industries S.Α., Romania), which was delivered to its new owners on March 8, 2024, the Partnership has completed the sale of two container vessels and has agreed to sell two Panamax container vessels and three Neo-Panamax container vessels. Total expected gross cash proceeds from the sale of the seven container vessels are estimated at approximately $272.5 million or $182.5m after repaying outstanding debt.
Capital Product Partners L.P. Announces the Acquisition of One LNG Carrier, the Acquisition of Three 13,278 TEU Container Vessels and the Sale of Two 8,266 TEU Container Vessels
Capital Product Partners L.P., an international owner of ocean-going vessels, announced:
The acquisition of one 174,000 cubic meter (“cbm”) latest generation X-DF LNG carrier (“LNG/C”) and three 13,278 TEU hybrid scrubber-fitted, latest generation eco container vessels, all with long term charters attached, for total consideration of $597.5 million; andThe sale of two 8,266 TEU container vessels, namely the M/V Archimidis and the M/V Agamemnon, for total consideration of $130.0 million.
Acquisition of One 174,000 cbm LNG/C & Three 13,278 TEU Container VesselsThe Partnership announced that it has agreed to exercise its right of first offer and acquire one 174,000 cbm latest generation X-DF LNG/C and three 13,278 TEU hybrid scrubber-fitted Tier III and Phase III, dual fuel ready eco container sister vessels from Capital Maritime & Trading Corp. (the “Seller”), for total consideration of $597.5 million.
The LNG/C, to be named “Asterix I”, is currently under construction by Hyundai Heavy Industries Co. Ltd., South Korea, and is expected to be delivered to the Partnership in January 2023 upon its delivery from the shipyard. The LNG/C Asterix I comes with a long-term time charter with Hartree Partners Power & Gas Company (UK) Limited (“Hartree”) for a firm period of 5 years, which, together with the optional period, expires in 2031.
The three 13,278 TEU eco container sister vessels, to be named “Manzanillo Express”, “Itajai Express” and “Buenaventura Express”, are currently under construction by Hyundai Samho Industries Co. Ltd., South Korea, and are scheduled for delivery to the Partnership in October 2022, January 2023 and May 2023, upon their respective delivery from the shipyard. The vessels have secured long-term time charters with Hapag Lloyd Aktiengesellschaft for a firm period of 10 years which, together with the optional periods, expire between October 2038 and May 2039.
The total consideration for the four vessels amounts to $597.5 million and is expected to be financed with approximately $122.0 million of cash, $468.0 million of debt and $7.5 million in CPLP common units. These acquisitions are expected to generate approximately $73.4 million of annual gross revenue over the firm period of the charters. The vessels will be paid for upon the delivery of each ship. The issuance of common units to the Seller will occur upon the delivery of the first vessel, the M/V Manzanillo Express.
Sale of Two 8,266 TEU Container VesselsOn May 30, 2022, the Partnership entered into a memorandum of agreement for the sale of M/V Archimidis (108,892 dwt / 8,266 TEU, container carrier built 2006, Daewoo Shipbuilding & Marine Engineering Co., Ltd., South Korea) and M/V Agamemnon (108,892 dwt / 8,266 TEU, container carrier built 2007, Daewoo Shipbuilding & Marine Engineering Co., Ltd., South Korea) to an unaffiliated third party for total consideration of $130.0 million. Delivery of the two vessels to their buyer is expected in the third quarter of 2022. The estimated carrying value of the M/V Archimidis and the M/V Agamemnon as of May 30, 2022 was approximately $38.7 million and $41.8 million respectively resulting in an expected gain of approximately $49.5 million. The Partnership expects to generate gross cash proceeds from the sale, after repaying outstanding debt, of approximately $99.5 million (based on the debt amount outstanding and vessel charter-free fair market values as of March 31, 2022).
Mr. Jerry Kalogiratos, Chief Executive Officer of the Partnership’s General Partner, commented:
“We are very pleased to announce today two important transactions for the Partnership. The divestment of our two oldest container vessels allows the Partnership to benefit from the historically high container market and is in line with our strategy of divesting older vessels. At the same time, we are replacing a sixteen- and a fifteen-year-old vessel, both of which have less than two years remaining charter duration, and redeploying the equity released from the sale into four brand new, latest generation LNG and container carriers with firm charters in place of minimum 8.8 years duration and $580.7 million of contracted revenue. On a fully-delivered basis, these transactions will reduce the average age of our fleet by approximately 2.9 years. We expect the acquisitions to be accretive across all financial metrics, increasing our distributable cash flow, further extending our cash flow visibility, while continuing to replenish the average age of our fleet and reducing its carbon intensity.”
The transaction was negotiated and unanimously approved by the conflicts committee of the Board of Directors (“Committee”) and was also unanimously approved by the full Board of Directors. Evercore Group L.L.C. served as financial advisor and Fried, Frank, Harris, Shriver & Jacobson LLP served as legal advisors to the Committee.
Capital Product Partners L.P. Announces the Acquisition of One LNG Carrier, the Acquisition of Three 13,278 TEU Container Vessels and the Sale of Two 8,266 TEU Container Vessels
Capital Product Partners L.P., an international owner of ocean-going vessels, announced:
The acquisition of one 174,000 cubic meter (“cbm”) latest generation X-DF LNG carrier (“LNG/C”) and three 13,278 TEU hybrid scrubber-fitted, latest generation eco container vessels, all with long term charters attached, for total consideration of $597.5 million; andThe sale of two 8,266 TEU container vessels, namely the M/V Archimidis and the M/V Agamemnon, for total consideration of $130.0 million.
Acquisition of One 174,000 cbm LNG/C & Three 13,278 TEU Container Vessels
The Partnership announced that it has agreed to exercise its right of first offer and acquire one 174,000 cbm latest generation X-DF LNG/C and three 13,278 TEU hybrid scrubber-fitted Tier III and Phase III, dual fuel ready eco container sister vessels from Capital Maritime & Trading Corp. (the “Seller”), for total consideration of $597.5 million.
The LNG/C, to be named “Asterix I”, is currently under construction by Hyundai Heavy Industries Co. Ltd., South Korea, and is expected to be delivered to the Partnership in January 2023 upon its delivery from the shipyard. The LNG/C Asterix I comes with a long-term time charter with Hartree Partners Power & Gas Company (UK) Limited (“Hartree”) for a firm period of 5 years, which, together with the optional period, expires in 2031.
The three 13,278 TEU eco container sister vessels, to be named “Manzanillo Express”, “Itajai Express” and “Buenaventura Express”, are currently under construction by Hyundai Samho Industries Co. Ltd., South Korea, and are scheduled for delivery to the Partnership in October 2022, January 2023 and May 2023, upon their respective delivery from the shipyard. The vessels have secured long-term time charters with Hapag Lloyd Aktiengesellschaft for a firm period of 10 years which, together with the optional periods, expire between October 2038 and May 2039.
The total consideration for the four vessels amounts to $597.5 million and is expected to be financed with approximately $122.0 million of cash, $468.0 million of debt and $7.5 million in CPLP common units. These acquisitions are expected to generate approximately $73.4 million of annual gross revenue over the firm period of the charters. The vessels will be paid for upon the delivery of each ship. The issuance of common units to the Seller will occur upon the delivery of the first vessel, the M/V Manzanillo Express.
Sale of Two 8,266 TEU Container Vessels
On May 30, 2022, the Partnership entered into a memorandum of agreement for the sale of M/V Archimidis (108,892 dwt / 8,266 TEU, container carrier built 2006, Daewoo Shipbuilding & Marine Engineering Co., Ltd., South Korea) and M/V Agamemnon (108,892 dwt / 8,266 TEU, container carrier built 2007, Daewoo Shipbuilding & Marine Engineering Co., Ltd., South Korea) to an unaffiliated third party for total consideration of $130.0 million. Delivery of the two vessels to their buyer is expected in the third quarter of 2022. The estimated carrying value of the M/V Archimidis and the M/V Agamemnon as of May 30, 2022 was approximately $38.7 million and $41.8 million respectively resulting in an expected gain of approximately $49.5 million. The Partnership expects to generate gross cash proceeds from the sale, after repaying outstanding debt, of approximately $99.5 million (based on the debt amount outstanding and vessel charter-free fair market values as of March 31, 2022).
Mr. Jerry Kalogiratos, Chief Executive Officer of the Partnership’s General Partner, commented:
“We are very pleased to announce today two important transactions for the Partnership. The divestment of our two oldest container vessels allows the Partnership to benefit from the historically high container market and is in line with our strategy of divesting older vessels. At the same time, we are replacing a sixteen- and a fifteen-year-old vessel, both of which have less than two years remaining charter duration, and redeploying the equity released from the sale into four brand new, latest generation LNG and container carriers with firm charters in place of minimum 8.8 years duration and $580.7 million of contracted revenue. On a fully-delivered basis, these transactions will reduce the average age of our fleet by approximately 2.9 years. We expect the acquisitions to be accretive across all financial metrics, increasing our distributable cash flow, further extending our cash flow visibility, while continuing to replenish the average age of our fleet and reducing its carbon intensity.”
The transaction was negotiated and unanimously approved by the conflicts committee of the Board of Directors (“Committee”) and was also unanimously approved by the full Board of Directors. Evercore Group L.L.C. served as financial advisor and Fried, Frank, Harris, Shriver & Jacobson LLP served as legal advisors to the Committee.
Capital Product Partners L.P. Announces Fourth Quarter 2020 Financial Results, the Acquisition of Three 5,100 TEU Container Vessels and an up to $30 Million Unit Repurchase Program
Capital Product Partners L.P., an international owner of ocean-going vessels, Friday released its financial results for the fourth quarter ended December 31, 2020.
Agreed to acquire three 5,100 TEU container vessels with five year employment for a total consideration of $40.5 million.
Operating Surplus1 and Operating Surplus after the quarterly allocation to the capital reserve for the fourth quarter of 2020 was $20.7 million and $11.4 million respectively.Announced common unit distribution of $0.10 for the fourth quarter of 2020.Announced an up to $30 million common unit repurchase program.
COVID-19
We continue to monitor the impact of COVID-19 on the Partnership’s financial condition and operations and on the container industry in general (see also Market Commentary Update below). The various travel restrictions, health protocols and changing quarantine regimes in the countries in which we operate have so far translated into, among other things, increased costs and off hire related to crewing, crew rotation and crew related expenses, in addition to higher forwarding expenses and longer lead times to delivery, as well as increased dry docking duration and costs.
The actual impact of the COVID-19 pandemic in the longer run, as well as the efficacy of any measures we take in response to the challenges presented, as described in our previous releases, will depend on how the pandemic will continue to develop, the duration and extent of the restrictive measures that are associated with the pandemic and their further impact on global economy and trade.
Management Commentary
Mr. Jerry Kalogiratos, Chief Executive Officer of our General Partner, commented:
“We are pleased to announce the addition of three Panamax container vessels to our fleet, as we continue to execute our business plan of growing the Partnership through accretive acquisitions with long term cash flow visibility. This transaction will be completed with a minimal cash outlay from the Partnership in view of the advantageous debt and Sellers’ Credit arrangements we have obtained. The low acquisition price, the five year charter in place to a reputable charterer, as well as the high residual value of these vessels imply very favorable returns on equity deployed.”
“In view of the positive market developments in the container charter market, we are focused on increasing cash flow visibility and charter coverage for the Partnership’s vessels that come off charter, while we pursue further accretive acquisitions on the back of our increasing liquidity position. Finally, the unit repurchase program we have announced today in addition to our common unit distribution policy will allow us to balance growth going forward with returning capital to our unitholders.”
Financial Summary
As previously announced, the share-for-share transaction with DSS Holdings L.P. (the “DSS Transaction”), involving an aggregate repayment of debt in a principal amount of $146.5 million, the full redemption and retirement of our Class B Convertible Preferred Units at par value and the spin-off of our 25 crude and product tankers (the “Tanker Business”), was completed on March 27, 2019. Accordingly, we present our financial results for comparative periods, on a continuing operations basis, except where reference is made to discontinued operations.
Overview of Fourth Quarter 2020 Results
Net income from continuing operations for the quarter ended December 31, 2020 was $7.3 million, compared with net income from continuing operations of $5.8 million for the fourth quarter of 2019. After taking into account the interest attributable to the general partner, net income from continuing operations per common unit for the quarter ended December 31, 2020 was $0.38, compared to net income from continuing operations per common unit of $0.31 for the fourth quarter of 2019.
Total revenue was $35.1 million for the quarter ended December 31, 2020, compared to $27.7 million during the fourth quarter of 2019. The increase in revenue was primarily attributable to the increase in the size of our fleet following the acquisition of three 10,000 TEU containers in January 2020, partly set off by the decrease in the average daily charter rate earned by the vessels in our fleet as well as the off-hire associated with passing special survey for the M/V Cape Agamemnon and with one of our 5,000 TEU vessels that had to remain off-hire for an extended period due to a covid-19 incident and the associated quarantine rules.
Total expenses for the quarter ended December 31, 2020 were $24.6 million, compared to $18.2 million in the fourth quarter of 2019. Voyage expenses for the quarter ended December 31, 2020 increased to $1.9 million, compared to $1.1 million in the fourth quarter of 2019, as one of the vessels in our fleet was employed under a voyage charter compared to none during the respective period in 2019. Total vessel operating expenses during the fourth quarter of 2020 amounted to $10.3 million, compared to $7.7 million during the fourth quarter of 2019. The increase in operating expenses was mainly due to the increase in the size of our fleet following the acquisition of the three 10,000 TEU container vessels in January 2020. Total expenses for the fourth quarter of 2020 also include vessel depreciation and amortization of $10.7 million, compared to $7.5 million in the fourth quarter of 2019. The increase in depreciation and amortization during the fourth quarter of 2020 was mainly attributable to the increase in the size of our fleet, the completion of the special surveys of nine of our vessels and the installation of scrubber systems in seven of our vessels during the second half of 2019 and the full year of 2020. General and administrative expenses for the fourth quarter of 2020 amounted to $1.8 million as compared to $2.0 million in the fourth quarter of 2019.
Total other expense, net for the quarter ended December 31, 2020 was $3.2 million compared to $3.7 million for the fourth quarter of 2019. Total other expense, net includes interest expense and finance costs of $3.4 million for the fourth quarter of 2020, as compared to $3.9 million for the fourth quarter of 2019. The decrease in interest expense and finance costs was mainly attributable to the decrease in the LIBOR weighted average interest rate compared to the fourth quarter of 2019 partly offset by the increase in the average long-term debt outstanding during the period.
Capitalization of the Partnership
As of December 31, 2020, total cash amounted to $54.3 million. Total cash includes restricted cash of $7.0 million which represents the minimum liquidity requirement under our financing arrangements.
As of December 31, 2020, total partners’ capital amounted to $422.1 million, an increase of $15.3 million compared to $406.7 million as of December 31, 2019. The increase reflects net income for the year ended December 31, 2020 and the amortization associated with the equity incentive plan, partly offset by distributions declared and paid during the period in the total amount of $17.1 million.
As of December 31, 2020, the Partnership’s total debt was $379.7 million, reflecting an increase of $117.3 million compared to $262.4 million as of December 31, 2019. The increase is attributable to the term loan entered into with Hamburg Commercial Bank A.G. and the sale and lease back transaction entered into with CMB Financial Leasing Co., Ltd in connection with the acquisition of three 10,000 TEU containers in January 2020 and the refinancing of three 9,000 TEU Container vessels which was completed in May 2020, partially offset by scheduled principal payments during the period.
Operating Surplus
Operating surplus from continuing operations for the quarter ended December 31, 2020 amounted to $20.7 million, compared to $21.0 million for the previous quarter ended September 30, 2020 and $15.0 million for the fourth quarter of 2019. We allocated $9.3 million to the capital reserve for the fourth quarter of 2020, in line with the previous quarter. Operating surplus for the quarter ended December 31, 2020, after the quarterly allocation to the capital reserve was $11.4 million.
Acquisition of Three 5,100 TEU Container Vessels
On January 27, 2021, the Partnership agreed to acquire from Capital Maritime & Trading Corp. (“Capital Maritime”) three 5,100 TEU sister container vessels, namely the M/V Seattle Express, M/V Long Beach Express and M/V Fos Express, all built in 2008 at Hanjin Heavy Industries S. Korea, for a total consideration of $40.5 million. The vessels are employed under five year charters to Hapag-Lloyd at a gross charter rate of $12,300 per day and will be delivered to the Partnership with their special surveys passed and fitted with ballast water treatment and alternative maritime power (‘AMP’) systems.
The Partnership will partly fund the acquisition of the three vessels by entering into a sale and lease back transaction with CMB Financial Leasing Co., Ltd, (“CMBFL”) for an amount of $30.0 million in aggregate. The lease has a duration of five years and will be repaid in 20 equal consecutive quarterly installments of $0.8 million including a purchase option for the Partnership to acquire each vessel on expiration of the lease at the predetermined price of $4.5 million. In addition, the Partnership has various purchase options commencing from the first year anniversary of the lease. The sale and lease back arrangement bears interest at a rate of LIBOR plus 2.85%.
Furthermore, the Partnership entered into a sellers’ credit agreement with Capital Maritime to defer $6.0 million of the purchase price for up to five years from the delivery of the vessels (the “Sellers’ Credit”). The Sellers’ Credit bears interest at a fixed rate of 5.0% per year.
The acquisition and the Sellers’ Credit agreement were entered into on an arm’s length basis and were reviewed and unanimously approved by the conflicts committee of the Board of Directors (the “Committee”) and the entire Board of Directors. Fearnleys Securities served as financial advisor and Fried, Frank, Harris, Shriver & Jacobson LLP served as legal advisors to the Committee.
As a result of the acquisition, the Partnership’s charter coverage for 2021 and 2022 amounts to 90% and 81%, respectively, while the remaining charter duration corresponds to 4.2 years.
Unit Repurchase Program
On January 25, 2021, the Partnership’s Board of Directors approved a unit repurchase program, providing the Partnership with authorization to repurchase up to $30.0 million of units of the Partnership’s common unit, effective for a period of two years. The Partnership may repurchase these units in the open market or in privately negotiated transactions, at times and prices that are considered to be appropriate by the Partnership.
Quarterly Common Unit Cash Distribution
On January 21, 2021, the Board of Directors of the Partnership (the “Board”) declared a cash distribution of $0.10 per common unit for the fourth quarter of 2020 payable on February 10, 2021 to common unit holders of record on February 2, 2021.
Market Commentary Update
Following a sharp decline in charter rates during the second quarter of 2020, the charter market experienced a strong rebound across all sizes during the third quarter, which accelerated further during the fourth quarter, as the supply of vessels became increasingly restricted, while demand for container vessels continued to increase. The increased demand was driven by faster than expected economic recovery, inventory re-stocking and change in consumer behavior with the transpacific trade benefitting especially from these trends. The supply of vessels was affected by increasing disruptions in the supply chain mostly due to covid-19 restrictions, as well as port congestion.
Analysts now expect container vessel demand contraction for the full year of 2020 at -1.1% compared to the initial estimate of -4.1% in previous quarter, while demand growth for 2021 is expected at 5.7%. As a result of the firming chartering market, the container vessel orderbook has seen an increase from historical lows and currently stands at 10.8% of current fleet TEU capacity. As of quarter end, slippage including cancellations of newbuilding container vessels stood at 25.0% in TEU compared to 29% at the end of the third quarter of 2020. Supply growth for 2021 is estimated at 3.8% compared to FY 2020 estimate of 2.9%.
View Full Report