Global Ship Lease, Inc.

Thank you very much. Thank you. Good morning, good afternoon, everybody, and welcome to the GSL second quarter 2021 earnings conference call. The slides that accompany the presentation are available to our websites at www.globalshiplease.com. As usual, slides two and three remind you that the call today may include forward-looking statements that are based on current expectations and assumptions and are by their nature inherently uncertain and outside of the company's control. Actual results may differ materially from these forward-looking statements due to many factors, including those described in the safe harbour section of the slide presentation. We also draw your attention to the risk factor section in our most recent annual report on Form 20F, which is for 2020 and was filed with the SEC on March the 19th this year. You can obtain this via our website or via the SEC's. All of our statements are qualified by these and other disclosures in our reports filed with the SEC and we don't undertake any duty to update forward-looking statements. For reconciliations of the non-GAAP financial measures to which we will refer during this call, to the most directly comparable measures calculated and presented in accordance with GAAP, please refer to the earnings release that we issued this morning. That's also available on our website. I'm joined as usual by Executive Chairman George Yeroukos, our Chief Financial Officer Tasos Saropoulos, and our Chief Commercial Officer Tom Lister. George will begin the call with some high-level commentary and an update on our current areas of focus. And then Tasos, Tom, and I will take you through our recent achievements, quarterly results in financials, and the current market environment. After that, we'll be pleased to take your questions. So turning now to slide four, I'll pass the call to George.

Thank you, Ian. And good morning or good afternoon to all of you joining us today. After an excellent first quarter, the second quarter of 2021 has seen the container shipping industry, NGSL in particular, continuing to reach new heights in ways that will benefit us for many years to come. We are currently in the midst of red-hot freight and charter markets based upon highly supportive fundamentals and exacerbated by poor congestion and an overburdened supply chain that have proven to be longer-term features of the market that was initially expected. In this environment, we have been very active year-to-date agreeing to acquire 23 ships, 19 of which have been delivered, for approximately half a billion dollars and securing 40 new charters representing $900 million of revenue. This has been achieved with only modest equity dilution from our capital raise in January. D23 ships are well specified in the mid-sized and smaller vessel classes, which continues to be our focus, with attached charters that minimize downside or residual risk. As a result, we have grown our fleet by over 50% this year, driven our earnings dramatically higher to record levels in a sustainable manner, and initiated a quarterly dividend of 25 cents per share, more than twice that was originally expected. We have also refinanced the vast majority of our 2022 maturity debt, including the expensive 9.875 senior secured notes, significantly reducing our cost of capital. The rating agencies have acknowledged our improved credit quality. Both Moody's and S&P upgraded us in Q1, and Moody's has upgraded us again, so our rating today are B plus stable and B1 stable. Now, from this materially improved strategic position, we are positioned to continue executing a proven growth strategy and seizing additional immediately accretive opportunities ahead of us while maintaining the discipline and high standards that have served us so well in getting us to this point. Now, if you turn to slide five, I'll describe the big picture for industry at this moment. Where the second half of 2020 demonstrated the resilience of containerized trade in snapping back rapidly, despite COVID-driven widespread lockdowns and diverse global challenges, 2021 is set to show demand growth significantly higher than that seen in recent years, at nearly 7%. And current projections for 2022 are for demand to once again be meaningfully above recent levels at nearly 6%. Against such robust demand growth, the very limited underlying supply growth in the mid-size and smaller classes supplemented by the global fleet speeding up to increase effective capacity has led to rates and overall charter terms getting better and better for owners such as GSL. Beyond earnings and asset value improvements for GSL, the fundamentals-driven recovery has seen our liner company customers guiding to record earnings for the year and taking major steps towards improving their balance sheets. It has been reported that the market strength has caused an uptick in new vessel orders. But it is important to understand four things here. First, as has been the case for many years now, these new orders are heavily weighted towards the largest vessels. which do not and often cannot participate in the non-mainline trades where our vessels operate. Second, because the majority of the current order book is recently contracted and CPRs face capacity limitations in addition to the lengthy construction times themselves, there is still very little capacity scheduled to be delivered until at least late 2023-early 2024, with demand growth in the interim expected to significantly outpace supply growth, and with little that can be done to augment that supply in the interim. When we talk about new orders in container shipping, comparisons are inevitably made to the situation of 2008-2009, when the order book hit a peak of 60% of standing capacity. Let us face this comparison head-on. The order book has obviously grown so far this year in response to a clear instance of undersupply, as it is meant to. But the difference here is not only that the current size of the order book is a fraction of that from 2008-2009, which it is in fact, but also that the combination of lessons learned and uncertainty about the green fuels of the future have capped the willingness of owners and their lenders to engage in the kind of speculative ordering that characterized and supercharged that order book before the financial crisis. There is a clear distinction between On the one hand, the recent increase in vessel ordering due to a real and current shortage of capacity, and on the other hand, the extreme speculative ordering seen up to 2008, driven in part by an apparently infinite supply of cheap capital, often from Germany. The fourth point that I would like to make here is that on the increasing imperative to decarbonize oil, which the EU, the IMO, and a growing number of regulatory bodies and governments are looking to encourage. From January 2023, one such important regulation is set to come into effect known as EEXI. Under this more stringent performance emissions requirement, much of the global fleet of container ships will only be able to achieve compliance by reducing its speed to reduce fuel burn, to reduce fuel CO2 emissions. Just one not average reduction of speed equates to an effective reduction in global fleet capacity of 5-6%. This is a hugely impactful regulation that will have a profound effect on the supply-demand balance in our business, potentially just when slightly elevated levels of new buildings are being delivered. One final point that I would like to make here is that we still believe that there is a great deal of potential for consolidation. The container ship owner sector remains highly fragmented with dozens of subscale players who are unable to benefit from the scale advantages, mainly access to capital, of a sizable and publicly listed platform such as DSL. Moreover, the exodus of some of the financial players who entered this sector often a decade or more ago offers a range of additional acquisition opportunities, as we have proven. In summary, we are in an excellent position and we see much to be optimistic about in the coming quarters and years. With that, I will turn the call to Ian.

Thank you, George. Let's turn to slide six. If you follow GSL, you'll probably already be familiar with the 23 ships that we've acquired this year. I'll come to them shortly, but want to spend a few moments first on the additional value that we continue to generate from our pre-existing fleet. On this slide, we show those vessels which were part of the GSL fleet as at the beginning of the year, less the latter, which we sold at the end of June this year, on June the 30th, in fact. We've indicated in dark blue those charters that have been agreed year to date. And you'll notice that for nearly all of these, They're now for multiple years and are at rates that are materially above those that came before, in a number of instances quite dramatically above. Let me highlight for you the very first vessel on the list, the 18-year-old 2200 TU Kita, which will transition in the fourth quarter of this year from a current day rate of $9,400 per day to a new rate of $25,000 per day all the way through 2025, when she'll become 22 years old. Similarly, further down the list, the 2002 built 6,800 TSL Nicoletta is currently earning $13,500 a day and will, in short order, be earning $35,750 per day well into 2024, when she too will be 22 years old. And just to remind you that the operating leverage inherent in our business means that 100% of any revenue increase goes straight to our bottom line, both earnings and cash, because our costs are fixed. Operating costs are largely fixed. By the way, it can take some time to negotiate a new charter and some time for that charter to become public. So some of the fixtures we're announcing today and that are included in this chart were settled a while ago when rates in the market were low. What does all this activity amount to? The 14 charters added year-to-date to our existing fleet total some $441 million of contracted revenue. The 23 ships acquired in 2021, year-to-date, on the next page which we'll come to, bring a further $465 million of contracted revenue for a total contract cover long the central point of emphasis for GSL of nearly $1.4 billion over a weighted average remaining duration of two and a half years. Furthermore, across the entirety of our fleet, we have 11 ships scheduled to come off their current charters during the rest of this year or in 2022, all of which are presently earning rates below those available in the market, in most cases materially so. So let's turn to slide seven. We'll finish our fleet overview with the 23 vessels that we've agreed to buy so far this year, 2021, for an aggregate purchase price of just under $500 million. This grows our fleet to 65 ships, an increase of more than 50% on the year-end position. As we speak, 19 of these vessels have been delivered and are generating revenue and cash flow for the business. The remaining four are going to be delivered in the next few months. All of these acquisitions are immediately accretive, with an estimated purchase price to average annual adjusted EBITDA ratio in the range 3.6 to 4 times, 4.0 times. As you can see, these acquisitions, particularly in those larger vessels making up the bottom half of the table, generally have long remaining charter durations at attractive rates, which ensure that GSL's payback period is largely or even accounted for, limiting or eliminating downside risk in the purchase. For the smaller vessels in the upper half of the table, we've also structured the acquisitions to ensure that our risk profile is skewed to the upside, but with a certain amount of near-term charter market exposure. As you can see from the red bars, which illustrate charter signs subsequent to our agreement to acquire the vessels, the strategy of layering in the measured amounts of charter market exposure has thus far paid off handsomely, with three of those vessels having secured forward charters at rates from approximately two to more than three times their current rates, with those durations extending out to late 2024 and 2025. Between the gross provided by these 23 new vessels and their charters that you see here on page seven and the new charters that we've secured year to date on our existing fleet on page six, we have this year already added approximately $660 million of total adjusted EBITDA based on contracted revenue. Slide eight is a new slide. Given both our substantial growth by acquisition and our signing of new charters for existing ships, we thought that it would be helpful to illustrate the earnings impact of all that we've done across three different scenarios. The data takes into account the actual or anticipated delivery ships, the delivery dates of the 23 new ships and the expected dates for changes in effective charter rates for the existing fleet. To be very clear, None of these are or should be considered a forecast. The slide simply summarizes the mathematical results for 2021 and 2022, plugging in different charter rates to our usual EBITDA calculator, which we show on page 21 in the appendix. We've run three scenarios. Firstly, rechartering in the next 18 months at estimated market rates of July this year, so kind of current market rates. for multi-year charters, scenario two at 15-year historic average rates and scenario three at 10-year historic average rates. As market rates for July this year are so much stronger than the historic averages, spot revenue in 2022, for example, is $132 million at those July rates. compared to $57 or $48 million at the 15 and 10-year historic rates respectively. The difference in spot revenue between the scenarios explains exactly, as I've mentioned before, the difference because of our operating leverage, the difference in free cash flow. Overall, you'll see the extent of the step change that we're experiencing here in terms of our contracted revenue and adjusted EBITDA between 2021 and 2022 as a result of growth and charter renewals at substantially higher rates and the full year impact of those in 2022. For context, our annual adjusted EBITDA in 2019 and 2020, the two full years following our merger with Poseidon late in 2018, was around $160 million. Whilst on this slide, I'm sorry for all this data, But please note that even if you do not include anything for spot revenue in 2021 and 2022, taking 100% of the operating costs of the vessels, so you assume no income on our spot ships, but all of the costs, our already contracted revenue drives more than ample expected adjusted EBITDA to cover debt service and capex, as well as dividends on our preferred ships. and on our common stock at current rates. Numerically, working out the numbers, zero spot revenue in 2022 gives adjusted EBITDA of some $290 million, and operating cash flow after debt service and capex, which you can get from page 21, of $68 million. Aggregate preferred and common dividends at today's share counts is approximately $44 million, leaving $22 million of net cash flow. And remember, that's not including any revenue at all from our spot ships. And every dollar of that revenue will increase net cash flow by the same amount. Moving on to slide nine, this describes our growth strategy. We covered this on our last call, but with an additional 16 ships added since then, we should definitely revisit our value accretive growth strategy. We focus on existing ships with charters attached or put in place as part of the purchase and ships and charters which are immediately accreted to cash flow as opposed to new buildings for which there can be a two or three year wait before they come online during which time the owner has all of the funding costs. The 23 ships that we will add from our activity year to date have a purchase price as I mentioned of just under $500 million and the charter contracts are expected to generate some $332 million of adjusted EBITDA. We're disciplined, we're risk averse, we look for decent returns on assets with low economic depreciation, limited residual value risk, good downside cover including scrap value and compelling upside potential. The 23 ships have mainly multi-year contract cover, so a purchase price to EBITDA multiple of between 3.6 and 4 times increase overall adjusted EBITDA, net income and earnings per share for the business significantly. We look to align the ESG and economic strands of our strategy, aiming to take a full life cycle approach to the carbon footprint of ships. This means taking into account the building and recycling of ships, as well as operating them through their economic life. It seems to us that it only makes sense to build new ships when we collectively, the industry as a whole, know with more certainty what the fuel of the future will be. Until then, we think it's preferable to optimize and maximize the economic life of existing ships. Finally, we want to stay nimble. We aim for attractive investment returns within five years or less, This allows us to adjust our strategy to the evolving decarbonization environment. We want to position GSL to be legacy problem-free with a strong cash position to be able to capitalize on the next generation of green technologies as they're proven out and mature over, say, the coming decade. With that, I'll turn the call over to Tassos to talk you through our financials.

Thank you, Ian. As you know, the first half of the year has been very active, with a significant number of moving pieces in the financials, so we have summarized the key points for you on slide 10. Revenue for the first half was $155.9 million, up from $142.3 million in the first half of 2020. Similarly, adjusted EBITDA was $96.2 million, up from $82.6 million in the first half of last year. Normalized net income, which adjusts for one of items, was up from $24.4 million to $41.5 million. I would like to spend a moment on the one of items now. In the second quarter, we completed the refinancing of all material 2022 debt maturities, which we commenced in the first quarter. We incurred prepayment fees of $1.4 million in relation to this refinancing. In addition... We sold our 2,200 AU 2001 built ship Latour, recording a net gain of 7.8 million. Moving to the balance sheet items, there are value points to highlight. Our cut position at June 30, 2021, was 165.5 million. As I have mentioned above, in the quarter, we have successfully refinanced our last material 2022 maturity debt. We have refinanced the three tranches of 143.8 million Odisha credit facility with new facilities with Deutsche, Credit Agricole and CMBFEL, pushing those maturities out to 2026 for the first two and 2028 for the third one, reducing also annual debt service by about 11.1 million and bringing down our budget from 4.8% to 3.2%. Meantime, we have raised in the second quarter under our ADM program 7.6 million of our 2024 notes and 23.6 million of our perpetual preferred, further increasing our flexibility. Additional funds have been raised since the quarter end. Regarding our acquisitions, for the seven post-Panama ships we contracted to purchase in February for aggregate 116 million, we have a rate financing of 78.9 million of which we have drawn down 68.2 million against the six ships delivered by June 30, 2021. The final delivery and drawdown took place end of July. In addition, as at the quarter end, we had paid deposits of 25.1 million for the acquisition of our new vessels, the 12 Borealis ships and the last of the seven Postmanamax ships we contracted to purchase. And as mentioned before, we sold Latour for net profits of 16.5 million. Our detailed financial statements appear in full on slides 11 through 13. Also, our strong current performance and confidence for the future has allowed the Board to declare a dividend of 25 cents per common share for the second quarter to be paid on September 3 to shareholders of record on August 23. Now, turning to slide 14, we have summarized some of the major positive impacts on our capital structure now and moving forward. As you can see in the upper left, our total debt outstanding is set to increase through the end of the year in line with the deliveries of the vessels that we have agreed to purchase, but is then scheduled to amortize significantly thereafter by about $300 million through year-end 2023. This aggressive schedule leaves significant upside on low-levered assets. Incidentally, taking the end 2021 and 2022 debt numbers from this slide and the adjusted EBITDA from slide 8, illustrative earnings, the debt and its growth before netting of cash to adjusted EBITDA is 4.4 to 4.5 times for 2021, which is not a full year of earnings from the new SIPs, and 2.2 to 2.7 times for 2022. At the same time, you can see in the upper right chart that we can have very significantly reduced our average cost of debt from 7.7% at the end of 2018 to now being on track to fall below 5% at the end of this year. On the lower left, you will see that the trading liquidity in our stock, once quite thin, has increased dramatically as our business has developed, as we have continued to actively and transparently engage with the market and as our fleet float has increased following our equity offering earlier this year, and then again as our large legacy shareholder, Keso, sold a portion of their holdings into the market. From 3 million a month a year ago to 100 times this amount to just over 300 million in June, our stock has clearly become much more accessible for investors. In the lower right is the current split of GSL common stock ownership, with 71% freely traded by the public and the remainder outsourced help our board and management, CMA, CGM, and KELSO. Finally, on the appendix, you can find, as always, our EBITDA and cash flow calculator slide 21, which is intended to help you with your modeling, and on slide 22, we give the guidance on cap expanding. With that, I will turn it over to Tom.

Thanks, Temos. Hello, everyone. Let's move to slide 15. which is intended to highlight the ship sizes on which we're focused, which will help put in context the subsequent slides. So we're focused on midsize and smaller ships, which is shorthand for ships ranging from about 2000 TU up to 10,000 TU. The top map on the left shows the deployment of quote unquote, our sizes of ship, i.e. ships under 10,000 TU, and emphasizes their operational flexibility. As you can see, they're deployed everywhere. The bottom map shows where the big ships, those larger than 10,000 TU, are deployed, which tends to be on the east-west main lane trades, where the cargo volumes and shoreside infrastructure can support them. And it's important to note that roughly 70% of global containerized trade volumes are moved outside these main lanes. In other words, in the north-south, regional, and intermediate trades served by ships like ours. Slide 16 shows supply-side trends that tend to be a barometer of health for the sector. Top chart shows idle capacity, which at the end of June was 0.8%. which is pretty much full employment and explains why the liner operators have had little choice but to speed up their ships to try to generate additional effective capacity to accommodate demand. The bottom chart tells a similar story. Ship recycling or scrapping has been almost non-existent for container ships this year. Why? Because the charter market, as George said at the outset, has been red hot. So why scrap a ship if you can squeeze a few more millions of EBITDA out of her? So that's the baseline, full fleet employment, which sets us up nicely for the next slide, slide 17. Here you can see on the left how the various fleet size segments have grown over the last few years. The segments we're focused on, those sitting in the red box, have seen negligible or even negative fleet growth due to underinvestment. The same phenomenon carries through to the chart on the right, showing the order book pipeline scheduled for delivery through 2024. Again, the fleet segments in the red box, our segments, have minimal order books. As you can infer from the chart, the ordering activity that you have read about has been heavily focused on the big ships above 10,000 TU and actually, frankly, above 15,000 TU, not a sector in which we compete. This explains why the order book to fleet ratios for our focus and core segments are 5.2% and 3.8% respectively, while that for the order book as a whole is a little over 20%. So what has all this done for earnings in the container ship charter market? For the answer to that, please turn to the next slide, slide 18. In the past, we provided rate data on this slide for six to 12 month charters. This showed the direction of travel of the market well enough that the dollar values of the rates themselves were becoming unrepresentative. And the reason for this is that the charter market has bifurcated over recent months into charters for very short periods at very high rates and charters for multiple years still at incredibly attractive rates, which is where we're focused. So today we provide a charter index based on a basket of ship sizes, which paints a clear picture of how the market is evolving. together with a table on the right-hand side showing where rates for multi-year charters are, or at least were, because rates keep moving up, in July. As you can see, the charter rate index is up by a multiple of five times since the trough in 2Q of 2020, and has more than doubled during the first half of 2021. So, any way you look at it, a truly fantastic market. On that high note, I'll turn the call back to George to wrap things up.

Thank you, Tom. Yeah, thank you, Tom. I will very briefly summarize, and then we will be happy to take your questions. Through growth and successful chartering, we have built up almost 1.4 billion of contracted revenue, an average contract cover of 2.5 years across our fleet. Importantly, through at least 2022, all of our debt service, capex, and dividends are fully covered by contracted cash flows, as Ian told you. So while we are excited and very confident about our rechartering exposure and related upside that we have over the next 18 months, we are in no way reliant upon it. Our balance sheet is very strong with 166 million of cash. Our credit ratings have been upgraded to B plus stable and to B1 stable. And nearly all of our 2022 debt has already been successfully refinanced, while both our leverage ratios and our cost of debt are trading strongly in the right direction. We believe that our fleet represents a sweet spot in the market, as mid-sized post-Panamax and smaller container ships with high reefer capacity are not only doing extremely well during this red-hot market, but look set to remain in high demand for many years to come, as they continue to be significantly underrepresented in the order book, despite the critical workforce role that they play in the market. With the onset of new environmental regulations in 2023, we expect that the effective capacity of these vessel classes may, in fact, shrink from slower steaming to reduce emissions to comply with the new regulations. As we have said, the freight and charter market remains very hot, and our line of customers have also been delivering outstanding results so far this year. Relative to their lows in the second quarter of 2020, market charter rates are up approximately five times, and they're up 2.2 times versus the beginning of this year. In terms of our strategic priorities, the most fundamental is the safety and welfare of our personnel at sea and on shore, who have worked hard in challenging conditions throughout the last 18 months to consistently deliver an excellent performance and in so doing, helping to keep the global economy moving. We cannot emphasize strongly enough that we appreciate their crucial contribution. In addition, we're strongly focused on delivering further accretive growth, thus giving additional support to our recently implemented quarterly dividend. We've grown the fleet by over 50% in the year to date, adding 662 million of contracted adjusted EBITDA in the process. along with charter renewals on the existing fleet, and we believe that there are still a lot of exciting opportunities out there that GSL is uniquely well positioned to seize. With that, we would be happy to take your questions.

Thank you. And as a reminder, to ask a question, simply press star 1 on your telephone. To withdraw your question, press the pound or hash key. Please stand by while we compile the Q&A roster. Our first question comes from Randy Givens with Jefferies.

Howdy, gentlemen. How's it going? Very good. Thank you. All right. So, yeah, as you've kind of discussed throughout the press release, through the presentation, you've been pretty aggressive in acquiring tonnage, obviously most with charters attached. At this point, you know, do you look to continue on that path or maybe look the other direction, right, in terms of selling some older vessels to And then what are your thoughts on possible dividend increases or share repurchases at these discounted levels?

I will start, Brandy, with the first part, and then I'll pass it on to Ian. Great. There are deals still out there for us. We do not go in the mainstream transactions. We have our sources for transactions that are mainly off-market, like the ones we have executed. We haven't done any market deals, really. We always do deals off the market. And there's a great stream of deals coming in our direction. So the answer to the first part is yes, we are looking at accretive growth, accretive opportunities to grow the company, but very selectively and very carefully. And I stress the word carefully. We're not out there to do deals just for the sake of doing deals. We only do deals that make a lot of sense, and they're very accretive to our Ian, do you want to take the rest?

Sure. We've only paid one dividend so far. That was twice what we indicated because we actually took delivery of ships a little earlier than we were expecting and charter rates moved up a little faster than we were expecting. We're just about to pay our second dividend. And actually, if you look at our yields, Randy, and I'm sure you do, we're pretty well up there compared to other folk in the sector. But we keep dividend levels under review. But as George has just said, our focus at the moment is deploying capital on accretive growth, as we've done so successfully year to date. And that's our base case. But as I say, we keep everything under review. And as the as the situation changes, if it does, then our capital allocation changes as well.

Got it. Okay, fair. And then looking at your chartering, right, average container ship rates have increased for what, I don't know, 60 weeks in a row now. I guess two parts of that. One is just your outlook on the market and what and when do you think those increases will end, what will cause that kind of turning over of rates. And then in the meantime... you know, will you continue to forward fix those 11 vessels that come available in the next 12 months, or are you wanting to kind of wait until closer to expiry to kind of maybe book some short-term charters or see what the market is at that time?

Yeah. Let me try to start with a question, and then Tom also can help me with this. What I think is on the... What do we think of the market for the future? We believe that there are fundamentals in this market, apart from the fact that, you know, the market can go in some cases crazily up because you see the short-term fixtures that are, you know, in stratospheric numbers. This is because there's, you know, all these problems of COVID-related, you know, congestions and so on and so forth. So as long as COVID is out there, and I think that, the consensus is that COVID is not going to go away anytime soon. In my personal opinion, the full 2022 is going to be not COVID-free for the world. So as long as COVID is out there and these disruptions in the supply chains and everything, we will continue to see these stratospheric rates for the short-term periods, whilst at the same time, the longer periods where you see the three- to five-year charters are more based on fundamentals. I mean, a liner company doesn't need to fix a ship three to five years unless they see the fundamentals going forward. They could simply offer, I don't know, $400,000 a day for three months and get on with it. So I believe that the market will be on the more long-term rates more sustainable. And I would say 2022, in my personal opinion, will be a good year and possibly even further, but this is purely my own personal opinion. But if Tom wants to talk a bit more about what we feel as a strategy going forward for us.

Sure. First of all, I agree with everything George has said. If you look at the data, the supply-side fundamentals for the sizes that we're focused on remain extraordinarily supportive, which is great news. But our business model is a conservative one and always has been a conservative one, and that served us well during the downs as well as the ups of this cyclical business. So although all things being equal, the supply-side fundamentals are great. As we've learned, well, as the world has learned, you can be taken by surprise by big macro events over which no one has any control and no one has any forward visibility. So we continue to believe that fixing long and, where possible, forward fixing long makes sense in terms of the risk-return profile that we're seeking.

Got it. Good deal. Well, hey, that's it for me. Keep up the great work. Thank you. Thank you.

Thanks, Randy. Thank you.

Our next question comes from Fred Morkendahl with Clarkson Securities.

Yes, thank you. Hi, guys. Looking at this EBITDA chart you had, which is very interesting. You know, if you add on the... prevailing market rates, you're looking at more than 400 million EBITDA next year, which is, I guess, approximately 300 million net income and more than $8 per share. That's huge. So then the first question is really, how quickly can you start charting out that open capacity next year? So let's say by the end of this year, how much of that open capacity do you expect to have covered, so to speak, at these prevailing rates?

If I may try to answer that, usually the shorter we come to the open position, the higher the rate we can get. The more prompt the vessel is, the higher the charter you can get. Obviously, this is a balance between risk and reward. So we see the market, and as we see the market, we can predict, let's say, with safety for ourselves, three to six months quite accurately. So we tend to try and fix... forward anything between three to six to nine months. So I would say that looking at our maturities of the expiration of the charters, you could imagine that all things being equal and if the market continues to be as it is today without an upward or downward trend, we would be fixing in advance anything between three months and to nine months ahead. That would be my genuine response to your question. I wouldn't be able to tell you more specifically because, you know, if we see the market trending upwards, we go for the three-month, let's say, extension. If we see the market flat, we go for the six-month. If we see the market going down, we might go for the nine-month. You know, it's, let's say, like that, you know, something to give you a bit of a feel of how we view things.

And if you look at pages 6 and 7, just eyeballing it, all of the ships that come open between 2021 and 2022, the latest open period, and I know this is only just quarter by quarter, but the latest that any existing charter runs to is the end of Q2 next year. most of the ships come open end of this year or end of Q1 next year. So, you know, consistent with what George has said, by year end, and certainly by the time we have the Q4 call, there's a good chance that we'll have most of this tonnage wrapped up.

Yeah, that's great news, I guess. the message from the line of companies the past few weeks is that they expect that the market would stay strong at least to the end of this year. That seems to be the message. So it seems to me that it's a good chance that you actually can capture a lot of those. That 400 million EBITDA is actually quite in reach. That's my personal opinion. But it also means that your cash flow would be quite substantial, right? Even after the maintenance capex and the debt repayments, that $400 million should translate to probably $200 million cash build. So you have a lot of liquidity suddenly. And I guess you already answered that partly in the first question. Randy, but what are you going to do with all this liquidity? I mean, you've been very active. I guess the most active buyers accept the liner companies themselves. You've been buying a lot of ships the past 18 months or so at very attractive values. So what do you think about these opportunities at the moment, given the quite steep appreciation in the ship values just over the past month or so.

Well, it's difficult to say any more than we've already said. We still believe that there are genuine opportunities to invest in growth on an accretive basis. We've said that we want to focus on existing ships. We think that's the right thing to do. whilst there's so much uncertainty about the proportion of technology. And of course, we've actually got to earn this cash. I mean, it does look pretty solid, but nevertheless, we've got to earn it. It's got to hit our bank accounts, and it accumulates over time. It's not as if we get all $200 million, if that's the right number, on the 1st of January. The cash position builds over time, and we would expect to invest over time. Now, Come the day, if we're unable to invest, as I implied before, we would look at modifying our capital allocation. We're also kind of mindful of the regulatory changes that are coming up in 2023 with the IEX and all of the rest of it. We're mindful of the massive uncertainties around COVID still. We're mindful of the huge uncertainties around decarbonisation. and to ensure flexibility for us and survivability and be legacy problem free over the next few years. Maybe sitting on cash is not such a bad thing.

If I may add something very simple and very obvious. We all think, I'm sure you guys are thinking, what is going to look like in 2023? In 2022 we all feel more or less happy about. What is going to look 2023? How is it going to look 2024? And then there are three scenarios, I guess, for everybody. Scenario one is going to be equal to today, so we're going to be making money hand over fist. Easy to solve this problem. We're obviously going to have to increase our dividend if If the market goes sky high and continues to be sky high, we're not going to grow the company to a thousand ships. Scenario two is the market is a medium market. In that case, we keep on making money. We're not making the crazy money we're making today, but we're making very good money. And then, obviously, investments are more easy to make. So we can combine the two, you know, where we can you know, continue investing and probably look at also sharing dividends with the shareholders. Then you have the third scenario where the market is low. And in that scenario, what we want to be, we are going to be in a very strong position, very little debt. We have very, very strong debt maturities. We're paying down debt very fast. So we're not worried about this scenario at all. And we want to be in this scenario cash rich so that we can do what we normally know well to do, which is buy cheap vessels and which later become cash cows like the ships we have today in our fleet. This is what we've been doing over the past years very successfully. Now, in all three scenarios, mind you, we always do sell and lease back transactions, which are not really market-related because these deals carry no market risk as we're buying an asset together with a charter, so it's very calculated. and we don't usually do it on ships that have high residual value risk at the end of the fixed charter period. So we always have the ability to deploy capital accretively regardless of whether the market is high or low on a selling leaseback. And we deploy a lot of money on a low market or a market we believe is going to rise in the foreseeable future.

Great. Makes sense. Thank you very much.

Thank you. Our next question comes from Liam Burke with B. Riley.

Thank you. How is everybody today? Super duper. Very well. With this market. It's kind of tough to ask any questions, but George. In the vessel classes that you see the opportunities, do you have any preference within your fleet, any particular vessel class that you find more attractive than others now?

Well, we always felt in the past years that the sweet spot is on vessels that offer low slot costs, and those ships have been the post-Panamaxes. That was our first choice and that's where our core business is. We heard various arguments over the years and also we liked of course the let's call it smaller feeder vessels but with special characteristics than the good ones. We heard arguments over the years that none of those were being built. So maybe we were wrong and They were not being built because they were not needed. But we were very focused on our analysis, and we don't go by the what-if scenarios. We only focus on what we know, and what we know best is container shipping. We load ships every day. We know what the cargoes are. We know what the requirements are. We do not rely on what, you know, The general analysis comes in. We know more than that from the business. So we stuck to our model, which now proved the dividends where the ships we have are the ones that are in the highest demand and they make a killing. So going forward, we will continue to focus on these ships as we believe that these are the ships that will be the workhorses. And that is proven now. Ideally, we would love to have more post-Panamaxes, high-referred containers like we're buying, or specialized smaller ships. It very much depends on what the actual deal will be. We look at each transaction on its own merits. But if it was in an ideal world and you ask me what chips I want to buy at the right price, yeah, obviously post-paramax is the immediate answer.

And I know that you, on your acquisition, are very niche-oriented in terms of how you buy. Are you seeing any competition for assets at all as you start evaluating your opportunities?

Well, the main competitors in this market for prompt vessels, for ships that are going to be charter-free the next three to six months, are the liner companies. We are the third largest buyer after the first and second being liner companies in the market. So we have seen the competition coming from liner companies. But liner companies are not competing on selling leaseback transactions, as you can imagine. because it's not of their interest, and they're not competing on ships which have cover of charter extending more than nine months, because they want the ship right now to deploy and make money for their trade. We have a different approach, obviously. We make money from fixing the ship, charting the ship forward. That's how we manage to navigate through the competition of liner companies. Apart from the liner companies, The competition from fellowship owners, it's not as strong as the liner companies. Got it. Great.

Thank you, George.

Our next question comes from Jay Mintzmeier with Value Investors Edge.

Hi. Good morning, gentlemen. Congrats on an excellent quarter. Thanks, Jay. Thank you. So lots of good questions this morning. Won't belabor this too much. Just a niche question here. You disposed of the Latour. You sold it for almost $17 million. I don't want to read too much into that, but you have a sister ship, the Manet, that comes up Q4 that you haven't chartered yet. You also have two very similar vessels, also 2002 built, older ships, same size, that also come up Q4. Are those three ships potentially on the sales block, or do you plan on rechartering those ships?

Ian, do you want to explain why we sold Latour?

Sure. The short answer to your question, Jay, is we keep everything under review all of the time. We made a decision to monetize Latour a while ago to help finance the purchase of newer ships. Latour is an old lady. And, you know, we sold her and renewed the fleet, brought down the average age. We're not averse to doing that on a, on a sort of tactical basis, but strategically, have we made the decision to deliberately exit our older tunnage? No, no, we haven't. So it's very much on a case by case basis. Yeah. And, and, and, and, And furthermore, Latour had a charter that was coming open and the market wasn't as hot as it is now, etc., etc. So, you know, very dynamic circumstances.

Yes. And if I can add to that, Jay, this is Tom. We wanted to make the acquisition of the high reeferships without issuing any additional dilutive equity. So we had to look at a financing mix that made sense. So I've been sort of frantically scribbling down these numbers as Ian's been talking. But if you look at the Julie, which is a sister to the Latour, we fixed her at a rate of roughly $20,000 a day for two years or so. So back when we were looking at this transaction, we were assuming roughly a $20,000 a day rate on the Latour. If you remove 5% for commissions, assume roughly 6,500 OPEX, that results in an annualized EBITDA of about 4.6 million. Now, if you divide the purchase price of 16.75, sorry, the sale price of 16.75 million by 4.6 million, you get a price to EBITDA multiple of 3.6 times. So that's pretty much identical to the multiple for the four high reefer Maersk ships with the difference being, as Ian has said, you know, they're half the age of the Manet. They're much higher specification than the Manet. They have a better future simply because they're younger ships and higher specification than the Manet. And they can support as a result higher leverage and generate higher returns than the Manet. So that was really our thinking when deciding whether or not to, you know, collectively sell one of our assets to re-monetize her in the investment of what we saw as even better assets generating higher returns. I hope that's helpful.

Yeah, it's very helpful. Thanks all for your comprehensive answers. I guess the reason I was looking at those is obviously the values have gone up. And you mentioned it was $20,000 a day for two years when you sold the vessel, but now you can get $25,000 or $30,000 for three or four years. So the market's different now. I realize you sold those before. But at the same time, you could also sell those vessels now, I would imagine, for maybe $25 million or $30 million apiece. So if you sold those three vessels that are coming up, $75 million, $80 million in block proceeds, and you re-levered that, you could do another big block deal. I guess that's what I'm getting at is saying, can you rinse, wash, repeat? Is there room for more deals like that?

Yeah. Possibly, selectively. But we would look at it case by case.

Definitely. Last question for you. You know, the shares have improved nicely year over year. But over the past few months, you've lagged the markets a lot. Price to NAV, it's always debatable depending on how much of a charter discount you put in there. But I have you guys somewhere between 40 percent, 55, 60 percent price to NAV. So it's sizable, sizable discount. I know you care about liquidity. It's clear on slide in your appendix there. You mentioned the liquidity is improved. However, you also have a Kelso, a large block there. You also have 71% public float, which is great. Is there room for some sort of a repurchase or a tender offer, either to take out Kelso, take out that overhead, or to simply arbitrage your share price? Because there's a huge discount going on here.

Yeah, there is, and we kind of agree with you. However, I go back to what I was saying earlier, Jay, about using cash for growth. And that is our preference, and that is what we hear from investors. Not all investors, but the majority who express an opinion support us continuing to grow the business for long-term value creation. Now, as I've said, should the growth opportunities not be apparent, then we will revise our capital allocation strategy policy, call it what you will. And we review it. comprehensively from time to time and it's always open to us to review at every board meeting which happens quarterly.

Certainly. Thank you gentlemen. Have a great day and keep up the good work. Thank you. Thank you.

Thank you. And we have a question from the line of Joe Kaplan with White Fort Capital.

Yes. Hi gentlemen. Congratulations on the execution of several accretive vessel acquisitions, and thank you in particular for the additional disclosures, in particular the illustrative earnings on page 8 of the presentation, the EBITDA calculator, including through 2023 on page 21 of the presentation, which shows the pro forma free cash generation of the fleet based on the July 2021 long-term three- to five-year recharter rates. I have a couple questions and then a couple comments. The questions are the July 2021 charter rates listed on the right column of page 21 of the presentation. As you are aware, the HARPEC index is up 37% even in the month of July alone. And so do these rates reflect the beginning of July, the end of July, or the middle of July relative to the most recent index rates that we have?

I would say, hi Joe, this is Tom. I would say that they are average rates for July.

Okay. So if we were to mark that to market to the current spot rates and understanding that you don't necessarily get those, but given that the majority of your open charters will come off of charter in the fourth quarter of this year and the first quarter of next year, it would seem that there's potentially even some room above the illustrative earnings scenario, 424 million EBITDA for 2022 on page eight. Is that fair, just from a mathematical modeling perspective?

Potentially, however, I would, sorry, I was going to say potentially, Joe, but one thing I would caution you is that, and I think Ian mentioned this in the prepared remarks, negotiations on new charters take time. So, you know, the fact that you have a charter that is announced today, for example, doesn't necessarily mean it's going to have been fixed on rates available in the market today. Inevitably, there's going to be a, let's call it a four to six week lag between, you know, when heads of terms are agreed and when the charters are actually documented and announced. So I would just encourage you to keep that in mind as well. Sure. Particularly in a rising market.

My second question, in terms of the pro forma weighted average fleet age based on the new vessel acquisitions, we calculate that to be approximately 15 years on a weighted average basis. Is that ballpark correct?

Good question. I had 13 and a half years in mind. I may be mistaken. You know, to put this in context, it might be quite useful to look at slide 28. the presentation so if you go to the appendix and slide 28 you can see how the the fleet age profile of the global fleet is composed by size segment and there are some useful sort of reference points in there and you can see that by and large the midsize and smaller segments because they have been under invested over the course of the last few years they tend to be materially older and So whenever you sort of assess the age of our fleet, it's important that you assess it against the age of the corresponding peer group. And hopefully the data on slide 28 is helpful in that regard.

Understand. And then just a couple of comments going back to some of the earlier questions on the call regarding capital allocation. When we run the spot recharger assumptions through the EBITDA calculator on page 21 for 2022 and 2023, you know, we get somewhere between 425 and 450 million of EBITDA for 2022. And just the pull-through of those full-year recharges into 2023 mathematically gets you in excess of 500 million for 2023. on a pro forma TEV of the company, the current stock price of $18, implies approximately $1.7 billion. That implies that effectively you would earn the entire enterprise value of the company in free cash flow over a little more than three years. As George alluded, your weighted average contract public today is two and a half years, and you're recharging your new ships for three to five years out. So that implies... you know, effectively ascribing zero value to the residual life of the fleet, and these are 25-year useful life assets, and the average life is something like, you know, as you said, between 13 1⁄2 and 15 years. So that implies effectively an extra 10-plus years that is not being imputed into the valuation at all. And so when we look at it just in terms of, you know, back-of-the-envelope range of valuations on a forward recharter basis, even an extremely punitive scenario of a liquidation scenario, and I'm not saying that that's anywhere where the company is going given the growth and earnings trajectory. But if you just assumed that you just ran off the charters through 2022 and were to just scrap the shifts based on the scrap values of $500 plus per lightweight ton that you have on page 28, you know, that in itself just kind of back at 10% gets you to the current stock price of $18 per share approximately. And then if you were even to conservatively assume a mean reversion to the 15-year average, charter rates for 2023 and beyond, which implies a 75% discount to the current Harpex index, and you discount that back at 10%, that gets you to sort of a mid-30s per share stock price. And then, as George alluded, there's significant incremental upside to recharters if rates stay higher for longer, given the fixed operating leverage in the business, both because the order book to fleet ratio in the mid and small size segment is still quite low. And because of the impact, potential beneficial impact of IMO 2023 going into 2023. So to echo a couple of the comments from prior callers in terms of capital allocation and capital return to shareholders, a couple of takeaways. The first is that, you know, On that range of values, it does seem conservatively that your current stock price reflects at least a 50% discount to what is largely contracted NAV going forward. And so the takeaways we have from that is, one, we would not want to see any primary equity stock issuance at these levels. To the extent that there is a creative solution to tender for the remaining Telso shares, we would be supportive of that. With regard to evaluating any new ship vessel purchases and the accretive impact of that, we are supportive with the caveat that that should be weighed against the return to capital to shareholders either in the form of dividends or accretive repurchases. And in terms of the dividend payout ratio, which you alluded to is approximately a dollar a share, which is a 6% dividend yield, which is high. but as a payout ratio on 2022 implies only approximately 20% of 2022 free cash flow, which is quite low and suggests substantial room for potentially increasing that dividend. And if you had concerns about the variability of earnings, even though they're largely contracted over the next few years, you could potentially target a variable dividend targeting a percentage payout of free cash flow or a combination of a base dividend plus a variable dividend. And then the last point is just in terms of your debt stack, which is approximately a billion dollars pro forma for the acquisitions, given the levels of free cash flow over the next couple of years, which are contracted, you will have the ability to pay down a very significant portion of that debt stack very rapidly And so the ability to either refinance that debt stack at lower rates, which is accretive, or potentially get additional flexibility in your capital structure by issuing in the baby bond market or cumulative preferred market, we would be supportive of that as well. Thank you. Thanks, Joe.

All right, and this concludes our Q&A session for today. I would like to turn the call back to Ian Weber for closing remarks.

Thanks, everybody. Thank you so much for your engagement in Q&A and for comments. We look forward to giving further updates on the business for Q3, which will be in about three months' time. Thank you very much.

And with that, we conclude today's conference call. Thank you for your participation, and you may now disconnect.