Global Ship Lease, Inc.

Ladies and gentlemen, thank you for standing by. My name is Desiree and I will be your conference operator today. At this time, I would like to welcome everyone to the Global Sheep Police Fourth Quarter 2025 Earnings Conference Call. All lights have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer session. If you would like to ask a question during this time, simply press star followed by the number one on your telephone keypad. If you would like to withdraw a question again, press the star one. I would now like to turn the conference over to Tom Lister, Chief Executive Officer. You may begin.

Thank you very much. Hello, everyone, and welcome to the Global Ship Lease Fourth Quarter 2025 Earnings Conference Call. You can find the slides that accompany today's presentation on our website at www.globalshiplease.com. As usual, slides two and three remind you that today's call 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 harbor section of the slide presentation. We would also like to direct your attention to the risk factors section of our most recent annual report on our 2024 Form 20F, which was filed in March 2025. You can find the form on our website or on the SECs. All of our statements are qualified by these and other disclosures in our reports filed with the SEC. We do not undertake any duty to update forward-looking statements. The 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 usually refer to the earnings release that we issued this morning, which is also available on our website. I'm joined as usual today by our Executive Chairman, Georgiou Roukos, and our Chief Financial Officer, Tasos Psaropoulos. George will begin the call with high-level commentary on GSL and our industry, and then Tasos and I will take you through our recent activity, quarterly results and financials, and the current market environment. After that, we'll be pleased to answer your questions. So, turning now to slide four, I'll pass the call over to George.

Thank you, Tom. And good morning, afternoon, or evening to all of you joining us today. Both the supportive supply and demand trends and heightened geopolitical uncertainty that we have previously highlighted remain firmly in place throughout 2025 and then in recent days have clearly ratcheted up even more. Tariffs, the prospect of new port fees in the U.S. and elsewhere, security concerns in and around the Red Sea, and now the situation in Iran shifting from tense to violent conflict. The list goes on. These and other factors have all combined to increase unpredictability and volatility, fundamentally alter and fragment trade patterns, and makes supply chains more inefficient as a consequence. At the same time, and perhaps surprisingly, given the noise, aggregate global containerized trade increased in 2025 by 5%, with import volumes to the US also growing year on year. In this environment, demand for mid-size and smaller container ships has remained remarkably strong. As a result, we have continued to lock in charter coverage at attractive rates, with $2.24 billion in contracted revenue over the next 2.7 years. with 99% contract coverage for 2026 and 81% in 2027. Maximizing optionality remains key focus to us in order to both mitigate risk and seize value accretive opportunities. With this in mind, we have transformed our balance sheet, reduced debt and increased liquidity, all serving to bolster our resilience and agility in the process. This progress has been reflected by the affirmation of our strong credit ratings by leading rating agencies and has also supported payment of our quarterly dividend, which we raised again with the dividend paid in December 2025. On an annualized basis, we now pay $2.50 per common share. Another thing at the front of our minds is strategic, but highly selective, fleet renewal. We were pleased to announce a transaction in December for three vessels that make our fleet younger and larger and replace some of our aging cash cows, which we had previously monetized at cyclically attractive prices. Tom will discuss this more in a few minutes. But we see these as great ships that are in the post-Panama sweet spot, acquired at a fantastic price, de-risked right out of the gate, and with compelling upside potential. In short, just a sort of deal for which we keep our powder dry. Taken together, this progress and these successes are possible because we have worked diligently to maximize optionality in order to manage risks and seize opportunities in a cyclical industry and a turbulent world. On slide five, we thought that it would be helpful for newer investors and a new refresher, a nice refresher, for our friends who have stuck with us and made money with us over time to put our current status in some historical context. Over the past five years, we have transformed the business and dramatically increased all of our key earnings and cash flow metrics while simultaneously de-risking our balance sheet. And we have returned capital to shareholders, both by way of opportunistic share-by-backs and by introducing a dividend which we have repeatedly upsized as we made progress on delivering and building our contract cash flow. And our share price has responded accordingly, tripling over the period. The profound improvements that you can see here are a testament to our dynamic capital allocation policy, the discipline and patience to stick with it through the cycle, and the ability and confidence to seize opportunities as they arise. We fully intend to continue building on this track record, generating shareholder value by making global supply even more competitive, robust and resilient for the long term. With that, I will turn the call over to Tom.

Thank you, George. Hello again, everyone. And please now turn to slide six where you will see our diversified charter portfolio. As of December 31, we have over $2.2 billion in forward contracted revenues with 2.7 years of remaining contract cover. Throughout 2025 and the first two months of this year, we added 52 charters including options exercised for 1.26 billion in additional contracted revenues. So it's been a pretty good year. Turning to slide seven, we take a look at our dynamic capital allocation policy through which we are able to mitigate the risks and capitalize on the opportunities inherent in the natural cyclicality of our industry, not to mention the so-called black swan events the industry seems now to be confronting on a regular basis. We have de-leveled our balance sheet to reduce risk and build equity value. Our increased cash position has made us more resilient and capable of handling whatever may arise from upheaval in the Middle East to tariffs to an evolving regulatory landscape, and of course, to opportunities as they appear. And as always, a top priority is returning capital to shareholders. And in late 2025, we upsized our dividend yet again to reach $2.50 per share on an annualized basis. We aim to provide investors with a liquid and stable platform from which they can participate in the shipping cycle, maximizing access to upside opportunities while minimizing exposure to downside risks. Slide 8 shows our patient and disciplined approach regarding investments. As you can see from the chart, we have a strong track record of buying ships during market downturns when asset values are low, and then contracting them on super lucrative charters to lock in the good times of the up cycles. It's easy to say buy low, but it's much more difficult to do, especially as access to capital also tends to be constrained during downturns. That being said, I would underline the following points. First, our capital allocation policy is dynamic and has us well prepared to pounce on value accretive opportunities when they arise. Second, our relationships throughout the industry give us insight into nascent deal opportunities, often before they're known in the broader market. And third, our combination of long-term focus and balance sheet strength put us in a position to take a holistic and through the cycle view of risk, returns and option value. Which brings us to slide nine. On December 1st of last year, we announced the purchase of three high specification fuel efficient 8,600 TU container ships that were built in 2010 and 11 and had already been fitted with valuable eco upgrades by their previous owners. This deal was executed on short notice with cash on hand is de-risked from the get-go and offers high upside potential in the years to come. Moreover, as these are sister ships to high-demand, high-earning ships already in the GSL fleet, we have the added advantage of extensive first-hand knowledge of their operating and commercial profiles. By purchasing the ships with below-market charters attached, we were able to achieve an aggregate purchase price of $90 million, which isn't far off what a single ship would cost charter-free, meaning this is essentially a three-for-the-price-of-one deal. Added to which, their aggregate scrap value alone is around $40 million, and long-term historic average charter rates for ships like these are over $40,000 a day. So we're looking at just the sort of low-risk, high-upside potential deal we like very much. And there's a nice symmetry in that we funded this fleet renewal almost to the dollar with proceeds from the sale of much older, smaller ships that we had monetized at cyclically high values during the course of 2025. With that, I'll pass the call to Tassos to discuss our financials. Tassos.

Thank you, Tom. Slide 10 shows our financial highlights in 2025. I would like to emphasize a few key takeaways. Full year earnings and cash flow were up compared to 2024. Our cash position is $637 million, of which $164 million is restricted. The remainder ensures that we can fully cover our covenants, work capital needs, and manage the potential financial implication of geopolitical issues which seems to be arising with increasing frequency and intensity. It also provides dry power from a position of almost net zero debt, both for CAPEX to keep our existing fleet commercially relevant and for discipline investments in fleet renewal when the right opportunities emerge. And all of this without compromising our ability to reliably pay healthy and recently enlarged dividend. The latest 85 million refinancing has pushed our average debt maturity to 4.5 years and our blended cost of debt down to 4.49%. We also realized a 46.2 million gain from the sale of four older ships and we have strong credit ratings from the leading credit agencies. Slide 11 highlights our progress in delivering our balance sheet and building equity value. The graph on the left shows our lower outstanding debt, which stood at $950 million at the end of 2022, was under $700 million at the end of 2025, and is on track to be well below $600 million by the end of 2026. The graph on the right tells a similar story, but with starker context. We have worked diligently to reduce our leverage from 8.4 times in 2018 to 0.5 times today. These comprehensive efforts are shown further on slide 12, where we have lowered our borrowing costs from a blended 7.56% in 2018 down to 4.49% in 2025. We have also maintained low breakeven rates through multiple years of inflation by aggressively reducing our interest expense. This keeps us both competitive and resilient in any market environment. With that, I will turn the call back over to Tom to discuss the market and our fleet.

Thanks, Tassos. On slide 13, we put our fleet in context, restating our focus on midsize and smaller container ships between 2,000 TU and 10,000 TU. In contrast to the really big ships, which require specialized port infrastructure and tend to be constrained to the big east-west, quote-unquote, mainline trades, midsize and smaller container ships are highly flexible and can be employed worldwide without being reliant on or captive to any industry or country. As such, they provide the liner companies, our customers, with valuable optionality at a time when trade patterns are in flux. And by the way, it's often overlooked that roughly three-quarters of containerized trade by volume already takes place in the non-main lane, north-south, and intra-regional trades like intra-Asia. And we'll discuss this further over the coming slides. On slide 14, we turn to the situation in the Middle East, a subject that is, of course, top of mind for us as it is for many across the shipping industry and beyond. We will not pretend to be geopolitical analysts or forecasters here, but we can provide some facts and context. Fundamentally, two key Middle East shipping choke points, the Red Sea and the Strait of Hormuz, are now more or less closed at the moment. First, the Red Sea and Suez Canal, through which around 20% of containerized trade volumes would normally transit. Here, the initial green shoots of cautious optimism have been decisively cut back with the Houthis calling for renewed vessel attacks in the Southern Red Sea. Even before this setback, the large majority of transits continue to go the long way around, around the Cape of Good Hope, which sucks up around about 10% of global effective fleet supply in the process. And recent updates suggest that this is likely to remain the case for the time being. The new choke point to address is the Strait of Hormuz, which allows the shipping traffic. Sorry, let me start that again. The new choke point to address is the Strait of Hormuz, through which shipping traffic has pretty much ceased since the outbreak of hostilities, with multiple major regional ports suspending operations in part or in full. While it is more famously a gateway for global energy flows, A normal year would also see between 3% and 4% of global container volumes move through the Strait of Hormuz, serving ports such as Jebel Ali in Dubai, which is the ninth busiest port in the world, as well as Doha, Abu Dhabi, and Dammam in Saudi. While the overall volumes themselves are not huge, the knock-on effects are much bigger, given, among other things, the importance of Jebel Ali as a transshipment hub, and the challenges of serving Gulf destinations by alternative routes. So, this is a big deal. Container supply chains, which were already complex, now have additional challenges and inefficiencies to confront. We will see how the liner companies adapt, but we are, of course, in the very early days of all this. In summary, the situation is highly dynamic and the longer-term implications are unclear. However, The paramount concern for the industry amid the turmoil is, and must continue to be, seafarer safety. Turning to another source of disruption on slide 15, we look at tariffs. While the sands keep shifting on this issue, looking back to 2019's tariffs under the first Trump administration could be at least directionally instructive in how things develop moving ahead. As expected, the tariffs in 2019 did indeed result in a reduction in direct trade between the US and China. Perhaps unexpectedly, however, there was an increase in demand for mid-sized and smaller container ships during this period as supply chains shifted and decentralized. Intra-regional trade, particularly intra-Asia containerized trade volumes, rose. Trade networks grew more complex and more inefficient. and those conditions tend to be supportive of earnings for providers of shipping capacity like GSL. Slide 16 is where we cover some of the other geopolitical and regulatory trends affecting the shipping world. This slide is backward-looking, as who knows what other surprises 2026 has in store. USTR port fees were introduced by the US in October of 2025, and while they caused some disruption, the industry was able to adapt to the new circumstances given the lead time with which they were announced. However, China's port fees did not offer the same lead time and were much more disruptive as a result. Fortunately, the port fees from both countries were suspended until the fourth quarter of 2026. While these policies and their implications have been deferred for now, the situation was a reminder of how fast things can change and how optionality is more valuable than ever within the current global framework, both for us and for our customers. Notably, the White House's recently unveiled maritime action plan points to the possibility of future such port fees. Along with the rest of our industry, we will certainly closely monitor future developments there on this front. The IMO's net zero framework faced a similar delay to the fourth quarter of 2026. This decision is expected to provide a boost to existing conventionally fueled vessels, such as those in the GSL fleet. Amidst this heightened regulatory and geopolitical uncertainty, we will stay prudent, disciplined, and agile, doing our best to maintain and to leverage the optionality at our disposal. On slide 17, we highlight supply-side dynamics and scrapping trends, where little has changed from last quarter. Both idle capacity and scrapping activity have remained near zero. With minimal slack in the system due to fragmented and inefficient supply chains, the charter market rate environment has remained strong, and charterers have proven willing to pay attractive rates even for late-in-life ships. Unsurprisingly, owners have responded by keeping those ships on the water and profitably in service for absolutely as long as possible. Slide 18 shows the order book, which has grown meaningfully in recent years, but importantly, mostly in the larger vessel segments where GSL does not participate. For ships over 10,000 TU, in other words, the really big ships, the order book to fleet ratio stands at 55.5%, which drives the overall order book to fleet ratio to almost 35%. However, for the size segments below 10,000 TU, which are the ones relevant to GSL, that number halves to 16.9%, with deliveries spread over the next five years or so. In addition to the smaller order book, if we were to assume all ships 25 years or older were scrapped through 2030, the sub-10,000 TU fleet would actually shrink more than 6%. If supply remains low and rates remain high, we will be happy to continue locking in coverage at attractive rates, If, on the other hand, the market were to experience a normalization or even a downturn, we would expect the arrival of new ships to be offset, in large part, at the very least, by a sharp rise in scrapping activity. Similarly, we would expect such a scenario to yield interesting investment opportunities for a patient and well-capitalized owner such as GSL. We take a look at the charter market on slide 19, and it is important here to remember that our daily breakeven rate is just over $9,800 per vessel per day, which is well below market rates. In these supportive conditions, we've been hard at work locking in as much charter coverage as possible to the tune of $2.24 billion over the next 2.7 years or so, providing good forward visibility and insulation against any downside turbulence. And on that note, I will turn the call back to George on slide 20.

Thank you, Tom. To summarize, we have continued building our forward visibility on cash flows, now with $2.24 billion in contracted revenues over 2.7 years, with 99% coverage for 2026 and 81% for 2027. Optionality remains a core focus, even with a deferral, for the time being, of U.S. and China port fees, and of the IMO's net-zero framework, the geopolitical and regulatory environments remain volatile. And we are constantly at work to make GSL more resilient, robust, and able to capture opportunities. The current situation in the Middle East and around the state of Hormuz, of course, adds more complexity to a situation that was already highly complex and dynamic. The supply chains have become fragmented. decentralized and increasingly inefficient, which drives further demand for mid-size and smaller container ships. We have successfully delivered, pushed down our cost of debt, extended our average debt maturities and lowered our daily breakeven rates to well below market rates. Our fortress balance sheet, which brings us close to being net debt neutral, positioned us well for the opportunities and challenges of the market. We increasingly look to renew our fleet in a disciplined, prudent manner to support earnings now and into the future. And we always look to return capital to shareholders. To this end, we increased our quarterly dividend in 2025, now up to $2.50 per share on an annualized basis. Finally, looking back on the last five years, it is gratifying to see the credit ratings agencies acknowledge the progress we have made. Much more gratifying still is to see the stock price triple over the same period, and we will do our best to ensure that positive momentum continues. Now with that, we'll be very pleased to take your questions.

Thank you. We will now begin the question and answer session. If you have dialed in and would like to ask a question, please press star 1 on your telephone keypad to raise your hand and join the queue. If you would like to redraw your question, simply press star 1 again. If you are called upon to ask your question and are listening via speakerphone in your device, please pick up your handset to ensure that your phone is not on mute when asking your question. Again, press Form 1 to join the queue. Our first question comes from the line of Liam Burke with B. Reilly Securities. Your line is open.

Yes, thank you. Hi, George, Tom, Tasos.

Hi, Liam.

Hello. There's still, I mean, the timing of this question is probably bad to understand the geopolitical situation, both of the Red Sea and the Strait of Hormuz. But the gap between charter and freight rates is staying wide, all things being equal. Is there anything that you'd anticipate to have that movement converge in terms of freight and charter rates converging?

Good question, Liam. I'll have a crack at it and no doubt George will add to it. It's very, very difficult to comment on the freight market side to that equation, which is obviously much more responsive to day-to-day events, given that contract cover is much more limited in terms of duration. However, I can comment on the charter side of things, that what we're seeing is that appetite from charterers remains. to lock in charters at attractive rates. So at least for the time being, and it's very difficult to predict anything really in today's slightly crazy world, but for the time being, we're seeing our customers looking to continue to lock in charters at high rates for meaningful durations. Of course, it's worth highlighting at this stage that 99% of our positions for 2026 are already contracted and over 80% for 2027 are already contracted. But broadly speaking, there is still charter market appetite.

Great. Thank you. Your leverage ratios are low. You pay a very healthy dividend through the cycle. What about the cash and how do you see allocating it this year and next year?

Sure. So in this cyclical industry, the way to make genuinely attractive returns for our shareholders is making sure that we have cash to move on opportunities, ideally at the bottom of the cycle when no one else has capital. That's when you make most money for shareholders within shipping. So holding that cash on our balance sheet we see is super valuable in that respect and And in fact, the three ships that we mentioned during the course of the call, these three 8,600 TU ships that we acquired at the tail end of last year are a perfect representation of that. We went from zero to completion within about 30 days or so on that deal. And you can only do that if you have capital at your disposal, which happily we did.

Great. And I apologize for asking such a specific question, but Tassos, SG&A jumped considerably. Is there one timer in there, or is that just another level to anticipate?

No, no. It has to do with the valuation of the incentive plan that we have calculated and the others have calculated. It's non-cash item, and you will see much more details in our upcoming 20th.

Great. Thank you, Tassos. Thank you, Tom.

Pleasure, Liam. Thanks a lot.

And again, if you would like to ask a question, press star then the number one on your telephone keypad. Our next question comes from the line of Omar Nocta with Clarkson Securities. Your line is open.

Thank you. Hi, guys. Good afternoon. Thank you for the update. You obviously touched on this, Tom, I think. Yeah, hi, Tom. I think you talked about this and maybe touched on it also in response to Liam's question, but just kind of about what's going on in the Middle East and the turmoil and whatnot. There's been clearly a lot of focus on, you know, the impact on energy and exports out of the region. But sort of in terms of, say, the containers, and presumably it's a lot more of an import market than export, I would think, But just in general, what's been sort of the impact? We've seen a spike in different commodity prices and we've seen energy shipping rates go through the roof. What have you seen here over the past few days with respect to your business? Have you seen any shift in the freight market dynamics or time charters?

I would say not in time charters. Their appetite remains, as I mentioned to Liam. from charterers at attractive rates and for attractive durations. I think in the freight markets, the industry is just struggling to adjust to this massive curveball. Now, although only two to three or whatever it is, three to four percent of containers actually flow into or out of the Persian Gulf, there's a tremendous volume that's actually trans-shipped there, particularly in Jebel Ali. So although the overall numbers are comparatively modest in sort of percentage terms as far as global trade are concerned, the ramifications through the minor company networks are considerable. I think one analyst calculated that roughly 10% of the global fleet actually, under normal circumstances, calls at ports within the Persian Gulf. So although the volumes... in terms of import and export, are not huge. The implications for liner companies' networks are much bigger than that, and that confusion and complexity breeds disruption in the networks, which breeds inefficiency, which breeds the necessity for more ships. That's what we're seeing so far, but it's very, very early days. I don't know. George, do you want to add to that?

Yes. What I would add is that we see clearly the statement of Houdis that they will resume their attacks in Red Sea. So Red Sea is out of the question right now. There was a process where planners were returning slowly to the Red Sea. Now this is not the case. And then the second thing we should see, this is very similar to the COVID. There's going to be a big region that is not going to be serviced by ships for until this conflict is over, or at least this conflict is to a point where ships can cross the Hormuz and there's going to be a big starvation of cargoes in the region. Now, as you can imagine, this is going to create the disruption and I think it will lead in raising the freight rates at the point when passing through the Hormuz is possible but not, you know, clean cut as it was before the war. I think the freights are going to go up for the ships that are going to go through. And once the Hormuz is open completely, there's going to be a lot of cargoes that need to go that haven't been going for a while and hence, you know, back up trade, you know, in the ports. They're going to be waiting and all of that. Similar, a mini situation of the regional mini situation of COVID, I would imagine. So if you ask me, I think the earnings of line of companies should increase for a period of time. And the fleet is going to tighten further for a period of time again.

Okay. Thanks, George. That's quite helpful. And thanks, Tom. You answered the second question in there for me. So thank you. And then maybe just one final quick follow-up just on the balance sheet. I noticed a big jump in the long-term restricted cash flowing from $23 million to $113, quarter over quarter. Is that actual restricted cash due to, like, financing, or is that just sort of a long-term bank deposit?

It's actually, Omar, a revenue received in advance, like the previous time that we have in our account. We have, again, received a revenue received in advance, which has to be restricted, and it will be released following the service of the charter. Okay. And is that how long of a duration is that? If I remember correctly, it's three years. Okay.

Okay. Thanks, Tassos, and thanks, guys.

I'll turn it over. Omar, I think just to correct, I think it's actually five years.

Five years. Yeah, yeah, yeah.

Okay.

Thank you.

There are no further questions at this time. I would like to turn the call back over to Tom Lister for closing remarks.

Thank you very much, Operator, and thank you, everyone, for joining today's call. We look forward to regrouping for our 1Q earnings once they're ready. So stay safe. Thanks for joining. Bye-bye.

Ladies and gentlemen, that concludes today's call. Thank you all for joining in. You may now disconnect.