Seanergy Maritime Holdings Corp.

Thank you for standing by, ladies and gentlemen, and welcome to the Synergy Maritime Holdings Co-op conference call on the fourth quarter and year-end December 31st, 2025 financial results. We have with us Mr. Stamatis Santanis, Chairman and CEO, and Mr. Stavros Giftakis, Chief Financial Officer of Synergy Maritime Holdings Co-op. At this time, all participants are in a listen-only mode. There will be a presentation followed by a question and answer session, at which time, if you would like to ask a question, please press star 1-1 on your telephone keypad. You will then hear an automated message advising your hand is raised. Please be advised that this conference call is being recorded today, Tuesday, February 17th, 2026. The archived webcast of the conference call will soon be made available on the Synergy website, www.synergy.com. synergymaritime.com. To access today's presentation and listen to the archived audio file, visit the Synergy Maritime website following the webcast and presentation section under the investor relations page. Please now turn to slide two of the presentation. Many of the remarks today contain forward-looking statements based on current expectations. Actual results may differ materially from the results projected from those forward-looking statements. Additional information concerning factors that can cause the actual results to differ materially from those in the forward-looking statements is contained in the fourth quarter and year-ended December 31, 2025 earnings release. which is available on the Synergy website again, www.synergymaritime.com. I would now like to turn the conference over to one of your speakers today, the chairman and CEO of the company, Mr. Stamatis Santanis. Please go ahead, sir.

Thank you, operator, and welcome, everyone. Today, we're pleased to present our financial results and company updates for the fourth quarter and full year of 2025. 2025 marked our fifth consecutive year of profitability and another important milestone for Synergy. We delivered strong earnings, generated meaningful cash flow, advanced our fleet renewal strategy, and continued returning capital to our shareholders, significant capital to our shareholders, all while further strengthening our balance sheet. For the fourth quarter of 2025, we reported earnings per share of 68 cents. And for the full year period of 2025, we reported earnings per share of $1.28. Both our net income, as well as the appreciation in value of vessels acquired since 2021, underscore the operating leverage embedded in our platform. Our profitable track record validates our long-term consistent strategy of focusing exclusively on larger bulkers, Cape Sizes and Newcastle Maxes. Synergy is optimally positioned in what we believe is a favourable Cape Size environment, supported by expanding long-haul demand while fleet supply growth remains constrained. Ageing tonnage, limited new ordering and environmental regulations are creating a structured, tighter supply environment. With respect to fleet renewal and optimization, we have made significant progress. To date, we have secured three high-specification eco-new buildings, two Cape sizes and one Newcastle MAX, at leading Chinese shipyards with deliveries between Q227 and Q228, totaling approximately $226 million. At the same time, we recently concluded the sale of a 2010-built Duke ship at a firm price. In addition to the sale of the 2010 built genus ship earlier in 2025, both transactions released significant capital for the company. The current strength in second-hand values allows us to execute our fleet transition in a disciplined and measured manner while maintaining strong balance sheet. At the year-end, our fleet loan value stood at 43%, reflecting a conservative leverage profile supported by disciplined balance sheet management. As a pure-play, cape-size operator, we maintain balanced leverage that preserves financial resilience while retaining meaningful exposure to market upside. Let us turn now to slide 4 for an overview of our capital distributions. Slide 4. In this profitable market environment, our capital allocation priorities remain clear. Return capital to our investors, modernize our fleet, and preserve financial strength. In 2025, we declare total dividends of $0.43 per share, including $0.20 for the fourth quarter. Since Q4 2021, we have returned approximately $96 million to our shareholders through dividends, share buybacks, and note repurchases. Based on our track record and current market strength, we remain constructive on future distributions subject to market conditions and capital commitments. Slide number five, commercial snapshot. Turning to slide number five, 2025 demonstrated the strength of our charting strategy. During the fourth quarter, Synergy achieved a daily time chatter equivalent of approximately $26,600, while our full year time chatter equivalent was approximately $21,000 a day. Fleet utilization exceeded 96%, despite the intense dry docking schedule reflecting our strong operating efficiency. In what was an extremely volatile year for the Cape size market, we are very pleased with our balanced commercial strategy, combining index linked exposure with selective forward fixtures. And that has allowed us to participate in market upside while securing cash flows, visibility, and reducing volatility. Looking forward for the first quarter of 2026, we expect our time charter equivalent to be about $25,300 per day, based on the FFA curve for the remaining days of February and March. We are closely tracking capes as indexed during the period of counter-seasonal strength. As the market remains on a clear positive trend, we aim to selectively fix a percentage of all of our available days at attractive rates, securing high cash flows in terms of invested capital. For the period from Q2 until Q4 of 2026, we have fixed approximately 32 of our available fleet days at an average gross rate of $27,300, subject of course to further increase as a result of the profit-sharing scheme for two of our vessels, $27,300. Looking further ahead, the upcoming delivery of new buildings will further improve the commercial profile of Synergy, and we are currently considering our options with regards to their employment. Slide 6. Since our previous quarterly update, we have taken decisive steps towards fleet renewal and placed orders for two additional new buildings at first-class shipyards based in China. We have two sister cape-sized new buildings for mid-2027 and one new castle max for Q2 2028. The combined contract cost stands at approximately $226 million, which we believe represents a very, very competitive value given the prompt deliveries and the quality of the yards. Our three new building vessels have already attracted strong interest from both existing and prospective chatterers. However, given the continued strengthening of the market, we remain flexible and have not yet committed to any long-term employment agreements. Their superior fuel and environmental performance enhance their attractiveness to major dry-bark chatterers and position them very well as regulatory requirements will come to tighten the market. On that note, I would like to turn the call over to Stavros. for an overview of our financial performance, as well as our financing developments with regards to our existing and new building vessels. Stavros, please go ahead.

Thank you, Stamati, and good morning to everyone joining us. Let's begin with slide seven, where we will review the key highlights of our financial performance. Before turning to the numbers, I would like to emphasize the continued strength and resilience of our platform 2025 marks our fifth consecutive year of profitability. For the fourth quarter of 2025, the strong capesize market supported robust financial results. Net revenue for the quarter totaled $49.4 million, while adjusted EBITDA and net income reached $28.9 million and $12.5 million, respectively, reflecting the strength of the second half of the year. For the full year, net revenue amounted to $158.1 million, adjusted EBITDA reached $81.7 million, and net income was $21.2 million, translating into earnings per share of $1.02. These results underscore the effectiveness of our chartering strategy and risk management framework. Turning to the balance sheet, we maintained a strong liquidity position with 62.7 million in cash and cash equivalents, or approximately 3.1 million per vessel. This liquidity provides operational resilience and supports the execution of our flip modernization strategy. Now, regarding our new building program, the investment plan has been carefully structured with a large schedule to ensure alignment with our shareholder reward strategy and financial flexibility. Approximately $80 million is expected to be deployed this year, $100 million in 2027, and $50 million in 2028. Financing for two of these vessels has been secured on attractive terms, while we are in active discussions for the third. Our debt-to-capital ratio remained well below 50%. This conservative leverage profile, combined with strong cap generation, provides flexibility as we enter 2026 and supports the funding of our new building program. Overall, 2025 was characterized by consistent profitability, disciplined balance sheet management, and solid cash generation, positioning us well to continue delivering value to our shareholders moving forward. Moving on to slide eight, for the full year, our TCE averaged 20,937 per day, closely aligned with the annual BCI average. This reflects the effectiveness of our charting strategy, which balances index exposure with selective forward fixtures to manage volatility while preserving upside. Adjusted EBITDA reached 81.7 million for the year, significantly above our five-year average. The strong performance in the second half demonstrates the operating leverage inherent in our fleet. Our EBITDA margin of approximately 50% and operating cash flow margin of roughly 33% highlight the quality and resilience of our earnings. Even amid a volatile freight market, we generated meaningful and recurring cash flows, supporting both shareholder returns and fleet modernization. Daily operating expenses per vessel average approximately $7,100, only modestly higher year over year despite the inflationary pressures and the aging profile of our fleet. Moving on to slide 9, let's look at our leverage profile and overall debt position. We closed the year with approximately $294 million of total debt gross of deferred finance fees. Fleet loan to value declined to about 43%, with net LTV at 34%, supported by refinancing activity and resilient vessel valuations. This places us in a comfortable position relatively to both historical levels and industry benchmarks. Debt per vessel stands at about 14.7 million versus an average market value of 34.1 million, reflecting substantial embedded equity. Additionally, approximately 70% of our total debt is covered by scrap value, offering meaningful downside protection. Daily cash interest expense per vessel decreased to approximately $2,570 per day, representing a 6% year-over-year improvement and enhancing our cash flow profile entering 2026. Before moving on, let me briefly touch on our recent refinancing activities. Over the past month, we executed several refinancings that strengthened liquidity, lowered margins, and extended our maturity profile. At the same time, we secured competitive funding for two of our new building vessels, locking in attractive pricing well ahead of delivery. These facilities were structured with prudent amortization, limited covenant restrictions, and enhanced flexibility, including purchase and repayment options. Overall, our actions reinforce balance sheet resilience and provide the financial flexibility needed to support fleet renewal while maintaining discipline leverage. Specific details of this financing are outlined in our earnings release. With a strengthened balance sheet and enhanced financial flexibility in place, let us now turn to slide 10 to illustrate the operating leverage embedded in our platform and the sensitivity of our earnings to movements in the CAPE seismic. At current FFA levels, we estimate full-year EBITDA of approximately 122 million. At 2025 average BCI levels, EBITDA would approximate 95 million, providing a reference point based on current market assumptions. At rates above 30,000, EBITDA would increase materially, deflecting the operating leverage embedded in our platform. That concludes my review of our financial results and updates. I will now turn the call back to Stamatis, who will provide insights into the Cape Size Market and his concluding remarks. Stamatis?

Thank you, Stavros. Slide 11. 2025 was another strong year for the Cape Size Market, despite the initial volatility. The Baltic Cape Size Index averaged approximately $21,300 per day. The year began on a softer note during the first half before iron ore and coal restocking activity in China supported the strong recovery in the second half of the year. Record iron ore exports from Brazil and record bauxite exports from Guinea provided a meaningful tailwind to Cape Sight's 10-mile demand, reinforcing the constructive long-term demand outlook for the segment. In addition, market sentiment and broader tribal fundamentals were further supported by strength in the Panamax market driven by increased grain exports from Brazil and the United States, as well as additional coal restocking towards the year-end. Moving to 2026, in regards of CAPE size demand, we have started very strongly with the BCI averaging 22,000 over the first two weeks of the year, marking one of the strongest first quarters of the past decades. Guinea bauxite exports have grown by 14% year-over-year, while dry weather in Brazil and Australia has resulted in high iron ore cargo activity during a traditionally weak seasonal period. For the rest of 2026, the demand outlook remains constructive, with bauxite trade expected to continue its growth path and iron ore miners' production and sales outlook pointing to resilient trade volumes. This trend looks set to continue into 2027, with a Simandou mining project in West Africa ramping up its output. China's demand for high-grade iron ore remains healthy, supporting demand for imported iron ore versus lower-quality domestically produced one. Moving on to cape size supply. The supply picture for the larger bulkers, especially cape sizes, points to further tightness and limited vessel availability for the next two years. The order book currently represents 12% of the fleet compared to about 9% of the fleet being 20 years or older. Moreover, what is significantly important is that right now, 40% of all the larger bulkers, Cape Size, Newcastle Maxis and VLOCs, 40%, exceeds 15 years of average age. so we are talking about an excessively ageing fleet. At the current pace of vessel ordering and given the limited capacity of shipyards to deliver new buildings, it becomes clear that the supply tightness is likely to continue over the next many years. As regards our near-term forecasts, 2026 and 2027 are also likely to be affected by the extensive dry docking of the current ships that usually entails considerable downtime. With more than 20% of the whole Cape-sized fleet built 2011-2012, a significant portion of vessels will undergo their 15-year special survey in 2026-2027, temporarily reducing the effective supply, plus, of course, a significant cost. This is expected to result in a fleet capacity reduction of more than 1.5% in both years, while some estimates calling for a 2% to 2.5% reduction. This should not be underestimated as it would counteract the 2.2% expected fleet growth due to new billing deliveries and could continue to contribute to periods of significant market tightness during the next two years. To summarize, as we have seen in the past, the Cape size market will always be subject to considerable volatility stemming from multiple unpredicted factors, but the limited vessel supply that is shaping up over the next few years, along with increased ton mile demand should result in positive trend for chapter 8. We are pleased to see this positive trend unfold over the past 2-3 years and we are confident in our view of a strong market in the following years. As I mentioned before, Synergy is optimally positioned to deliver our stated priorities of capital returns and fleet growth while maintaining a sustainable balance sheet throughout the cycle. We're very well placed to deliver strong financial performance over the next few years, and we are therefore excited about our prospects. On this note, I would like to turn the call over to the operator and answer any questions you may have. Operator, please take the call. Thank you.

Thank you. As a reminder to ask a question, please press star 1-1 on your telephone and wait for your name to be announced. Once again, it's star 1-1 on your telephone and wait for your name to be announced. Please stand by while we compile the Q&A roster. We are now going to proceed with our first question. And the questions come from the line of Liam Burke from B. Riley Securities. Please go ahead. Your line is open.

Thank you. Good afternoon. Good afternoon. Good afternoon. Hello, Liam. Good morning. Stamatis, you've been very nimble in terms of managing your fleet and maximizing the rate environment. I mean, a year ago, you were out-distancing the BCI even when rates are low. But are you seeing anything in the market where it's more prudent to add longer-term time charters versus moving more of the fleet into the spot market?

Well, we constantly are. If you see the release, we have about 35% of our days already pretty much in some sort of long-term contracts that carry all the way to the end of the year. As we are progressing after the Chinese New Year that we expect to see more strengthening in the market, we will continue switching more and more ships from floating to fixed. So already we have 35% at around 27,000.

and you know as the year will be progressing we will do some more okay uh you uh have gotten well how are you balancing going forward uh inflated asset values some of your older vessels versus what looks to be a fairly attractive rate environment for the next two to three years well that's exactly what we're doing right now i mean we were able to secure

very prompt delivery slots for new buildings. First of all, let me step back a little bit. The five-year-old ships, as you know, have been very much inflated. So for five-year-old ships, it's kind of a no-go for acquisitions. So it's pretty much identical to new buildings or a bit lower than that. So we decided to seek new buildings at high-quality shipyards, but then the question was, whether we're going to have debt capital, you know, in these orders or not. And then due to our connections and excellent relationships, we were able to secure very prompt for the KHS market delivery slots, and we went ahead and we placed a couple of ships, actually three ships, two ships for 2007 and one for 2028. So that's how we manage. So once we identify prompt slots for new buildings, we will likely continue doing a few more. While at the same time, we might be disposing some of our older assets the way that we did it right now with the Duke ship, from Synergy to United, or some other more, let's say, interesting ideas. But that's how much we're going to do it. So if we were able to add three ships and dispose of a couple, or even add a few more, that's how we're going to do it.

Great. Thank you, Stamatis. Appreciate it.

Very welcome.

We are now going to proceed with our next question. And the questions come from the line of Mark Rickman from Noble Capital Markets. Please go ahead. Your line is open.

Thank you. Good morning. Maybe slide six would be the slide to look at, but just following up on the last question, you know, how it is a favorable financing environment. You're able to get these sustainable linked loans. But when you think about, you know, the high asset values of the existing fleet versus the new builds, what are your expectations in terms of your weighted average cost of capital and your return on invested capital on maybe some of these new builds? And would you expect that the difference to widen or, you know, kind of how are you thinking about that and managing that into your decisions?

Well, that's an excellent question and thank you. The answer is yes. We are seeing inflation and inflated prices all across the shipping new building assets. So it's not only a Cape size or Newcastle Max situation. We are seeing that all over the place. You see that on tankers, containers, LNGs and, of course, on other dry bulk, smaller dry bulk ships. At the end of the day, however, the amount of money you spend for the CAPEX is basically what you expect to make in return, like you very well asked. Thanks to the excellent efforts from our finance department, we're able to secure financing terms that will keep the all-in cash breakeven of these new acquisitions at around $20,000 a day. So the forward rate now stands anywhere between, let's say, $26,000 and $30,000 for a standard cape. If you count in the premium of these modern ships, that exceeds $30,000 a day. So, you know, if we're able to secure anywhere between $8,000 and $12,000, $13,000 a day on a net cash flow basis, and you do the math, you can automatically see that the return on equity on these assets is quite significant. That's how we approach.

That's very helpful. And then I kind of always ask this question on the conference calls. What are your expectations in terms of operational off-hire days for 2026?

I believe it's going to be consistent with 2025, but maybe a little lower than that. We have a much softer dry dock schedule in 26 compared to 25, so I believe it's going to be a bit lower than 2025.

Okay, and then just a last question. This is really a client-driven question. Could you speak to the limited shipyard availability? I guess the question was really kind of the the low order book versus the limited shipyard availability seems all incongruent.

Well, again, that's an excellent question. There is no such thing as a limited shipbuilding capacity. I believe that the global shipbuilding capacity, especially coming from China as well as Korea and Japan, is all times high. But the good thing is that it's pretty much covered by other types of ships. We have a tremendous order book on containers, also on the tankers, as well as smaller bulkers and other ships. So the order book for the standard Cape sizes and the Newcastle Max is quite limited because it's pretty much covered by all the other asset classes. Also, it's too far down the road. I mean, if you ask for a CPR today, it's likely going to come back with 2029 or 2030. Given the fact that a very big percentage of the current fleet is already quite old, I don't expect to be in a position to be replaced with modern donuts until well before 2031, 2032, just to have a normal churn rate, to put it this way.

Oh, that's great. That's very helpful. Thank you very much. You're very welcome. Thank you.

As a reminder to ask a question, you need to press star one, one on your telephone and wait for your name to be announced. Once again, it's star one, one on your telephone and wait for your name to be announced. We are now going to proceed with our next question. The questions come from the line of Tate Sullivan from Maxine Group. Please ask a question.

Hi, thank you. Good day and great comments and congratulations on the new builds. in light of the new build program, can you comment and remind us on the current dividend policy and how you're looking at evaluating the dividend with the new build expenditures going forward, please? Because I think there's a discretionary cash reserve element in the dividend, but wanted to double check.

Good morning, Tate. Thank you very much for your question. We do not expect the dividend policy to be affected by the new buildings. The sale of the plus some other planned things that we intend to make, if we are to put additional new buildings, will likely be more than sufficient in order to cover all the cash expenditure. And of course, the efforts of Stavros at the finance department to get the financing in place, it's going to be unlikely to affect our dividend policy. So we will and we expect to be in a position to start renewing our fleet without affecting the operating cash flow and the dividend that we will continue to pay to our shareholders.

Thank you. And the second question, you mentioned already having some very early contracting discussions regarding the new builds. It seems like in the last five years, maybe the tanker sector would lock in multi-year contracts at below market fixed rates, maybe at the behest of the lenders. How are you strategizing of contracting the new builds? Are you considering the multi-year or is that a dynamic part of the conversation you have with the lenders?

Well, not so much. I mean, our lenders are very comfortable with the fact that our balance sheet is very solid. We have very low loan value right now. We have a very significant cash balance. So as far as we keep our order book in a well-managed situation, I don't think that any of our existing lenders was going to have any issue. and we see a very strong appetite from new lenders in order to provide additional financing. So I don't see that as an issue altogether. Now, fixing the ships for five years or seven years, we are, of course, considering and we feel that these ships are in very high demand from our chatterers. I think closer to the delivery, maybe in a few months from now or end of the year, we will be in a position to fix some of these ships in long-term periods. but I don't want them to be below market, just to sacrifice the operating cash flow of the ships. Okay, thank you very much. Thank you, Tate.

Thank you. This concludes the question and answer session in today's conference call. Thank you all for participating. You may now disconnect your lines.