Ian Webber
Analyst · Euro Pacific Capital. Your line is now open
Thank you very much. Good morning, everybody and thank you for joining us today. As ever you’ve been able to have a look at the earnings release that we issued earlier this morning, and been able to access the slides via our Web site that accompany the call. Slides one and two of the presentation reminds 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 Harbor section of the slide presentation. We also draw your attention to the Risk Factors section of most recent Annual Report filed on Form 20-F, which you can obtain via our Web site or via the SEC Web site. 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. For reconciliations of the non-GAAP financial measures to which we will refer during this call to the most directly comparable measure calculated and presented in accordance with GAAP, you should refer to the earnings release that we issued this morning. I’ll start today’s call by reviewing the third quarter highlights and we’ll then provide an overview of our fleet and our growth strategy. After that, I’ll offer some comments on the container shipping industry, as well as the market opportunities that exist for acquisitions in the space. Following that, I’ll turn the call over to Susan for her commentary on our financials. Then after brief concluding remarks, we would be pleased to take your questions. Slide 3, shows the highlights for the third quarter. The third quarter of 2014 was a milestone quarter for Global Ship Lease. First we continue to generate strong and predictable results for our shareholders with revenue of $34.2 million and adjusted EBITDA of just over $20 million. Second, we successfully returned our fleet to full contract coverage early in the quarter by agreeing to an additional time-charter for Ville d’Orion with Sea Consortium, Sea Consortium charter had two 4,100 TEU vessels Orion and Aquarius. First we took important steps in improving our financial and strategic flexibility and expanding our earnings power by redeeming the $45 million Series A preferred shares at a significant discount to their liquidation value funding the redemption primarily through the issuance of 35 million Series A cumulative perpetual preferred shares. This transaction replaced short-term debt the A preferred shares with permanent capital that the perpetual preferred shares that is effectively non-dilutive equity while generating a non-cash gain of $8.6 million. This not only strengthens our balance sheet but also removes the restricted covenants included in the old Series A preferred shares, which hampered our ability to raise unsecured capital down the road meaningfully enhancing our ability to pursue further growth. Finally and most importantly in the quarter we took a major step forward in the execution of our growth strategy. The purpose of which is to bring us to a position where we’re able to pay a meaningful and sustainable dividend by entering into a $55 million sale and leaseback transaction for an 8,100 TEU containership the OOCL Tianjin. That transaction was with Orient Overseas Container Lines Limited OOCL a top tier container liner company. We completed on that purchase two days ago, Tuesday this week October 28, and the vessel immediately commenced its timecharter back to OOCL for a period of 36 months to 39 months charter option and at a rate of $34,500 a day. This acquisition which I’ll come back to in more detail later in the call significantly increases our earnings power as it is expected to add approximately $9.4 million of annual EBITDA and will increase our total contracted revenue by between about $38 million and $41 million. Further the transaction diversifies our customer base with our top tier charter in OOCL and takes as a big step forward in our objective of being able to unlock value for shareholders. Moreover we see further scope for transactions comparable to this one to take advantage of cyclically low asset values to create value of our shareholders adding additional earnings to put us a position to introduce the dividend. Later in the call I’ll provide more detail on the trends and opportunities that exists in the current market. Slide 4, summarizes our financial results over the past five years. Our business model focusing on long-term fixed-rate charters with high quality counterparties has offered us consistency and stability in a market with significant cyclical volatility which you can see at the top of the slide which is an indication of timecharter rates, the red line. In contrast our results at the bottom of the slide are largely insulated from the dramatic swings of the broader market. This strategy has also enabled us to consistently maintain the fleet utilization at or near 100% excluding schedule drydockings, resulting in strong and predictable cash flows. Our utilization of 97% for the third quarter, down from the 100% is primarily attributable to 16 days of idle time at the start of the quarter related to the Orion prior to its deployments on its new charter with Sea Consortium, and 29 days for planned drydockings for two vessels. After these drydockings there are no further regulatory drydocking scheduled for 2014 and next year only the Tianjin early in the year is scheduled for a drydocking. On Slide 5, we show our fleet and charter portfolio including the recently purchased Tianjin. The weighted average age of our fleet is approximately 10.6 years out of an economic life of 30 years. As I mentioned previously we have significant forward visibility with an average remaining contract term of 6.5 years excluding the two 4,100 TEU vessels which now operate on short-term contracts. As of today total contracted revenue stream stands at approximately $900 million that includes the Tianjin. We although substantially insulated from market volatility in the coming years with no charter explorations until late 2017 aside from the two spot market vessels that we have continued to have success in employing. As I mentioned on the second quarter conference call the Julie Delmas one of our geared vessels which had operated earlier in the year at a reduced daily charter rates related to a damage crane was fully repaired and from July 14 this year moved back to her full $18,465 per day charter rates. Our substantial contracted revenue stream strong consistent earnings and insulation from the swings of the market puts us in a strong position from which to execute our growth strategy. And this is outlined on Slide 6. First it is our intention to maintain strong contracted coverage for our fleets with high quality counterparties primarily on longer term fixed rate charters. That provides a base load of earnings on which we can capitalize. Second, we’re looking to diversify our charter portfolio with additional top-tier liner operators to complement our strong relationship with CMA CGM. We’ve made considerable progress in diversifying our customer base by placing the two vessels on the charters with Sea Consortium and establishing a relationship with OOCL through the sale and leaseback of the Tianjin. And we remain focused on this as an important component on our strategy. Third we have seized opportunities throughout the year to improve our financial and strategic flexibility add to our immediate liquidity and strengthen our balance sheet increasing the control we have over our future rather than just working for the banks for as long as the restrictive loan-to-value covenant in the old credit facility obliged us to do. Our recent Series B perpetual preferred offering and the redemption of this Series A preferred shares of discount is the latest in the series of actions regarding our balance sheet taken during 2014 which included the $420 million bond offering in March and the current establishment of the $40 million revolving credit facility. All of these put us in a position to be able to grow allowing us to use our liquidity and act decisively and effectively when the opportunity arose, for example to purchase the Tianjin. We pay for this vessel out of our cash resources leaving the $40 million revolver undrawn and representing therefore immediately available liquidity. And this will be augmented month-by-month by our positive cash flow. Consequently we’re well positioned to effect further acquisitions which I’ll come back on to. The improvements that we’ve made to the flexibility of our capital structure through 2014 have also established our ability access a number of different sources of capital to fund accretive growth without diluting our equity shareholders. Continuing to identify and act upon opportunities to further improve our balance sheet and financial flexibility remains an important real time objective for us. Finally we continue to strongly believe in the importance of a meaningful and sustainable dividend for our shareholders. As we evaluate additional charter-attached vessel acquisitions at a time of cyclically low asset values we do so with the goal of generating additional EBITDA and net income that will enable and sustain the payment of such a dividend. At this time last year we were totally bound by restrictive credit faculty that prevented even the contemplation of a dividend payment. Through the refinancing that we’ve effected earlier this year, we removed that restriction and established a way forward by which we could begin returning value to shareholders in the form of a dividend. Subsequent success in swapping out our old preferred shares with the new perpetual preferred shares treated as equity had expanded our capacity to pay a dividend as the net proceeds from $35 million dollar perpetual offering increased the size of the basted out of which dividends can be paid. As you may know we can begin to access that basket when our fixed charge coverage ratio is over 2.25 times, this ratio is based on the last 12 months actual results adjusted pro forma for acquisitions and the associated financing. The addition of the $9.4 million of EBITDA to our run-rate from the Tianjin is a huge step towards meeting that test. We continue to focus on further additions that will increase our EBITDA to be able to pass that test. And to be quantitative we believe that by executing another transaction similar to the Tianjin would get us very close to achieving a fixed charge coverage ratio of 2.25 times or more. When we do and as with all dividend declarations the specific timing and size of the dividend policy will be determined by our Board taking into account circumstances at the time. However I can assure you that we consider the payment of a meaningful and sustainable dividend as soon as possible to be an objective of central importance to us. Turning to Slide 7, you’ll see an outline of the sale and leaseback transaction that I previously mentioned and which provides a good example of the successful execution of the growth strategy that I have just outlined. Indeed this transaction matches the acquisition characteristics that I have discussed on previous calls. Specifically our midsize vessel to be timechartered back to a quality counterparty with an immediate and significant addition to cash flow and strong overall return metrics. So earlier this week we took delivery of this 8,100 TEU vessel built in 2005 and immediately commence the timecharter back to the seller at a rate of $34,500 a day for three years and one quarter at charters option. This immediately accretive acquisition diversifies our charter portfolio increases our contracted revenue by up to $41 million and is expected to generate annualized EBITDA of around $9.4 million, representing a purchase price to EBITDA multiple of better than six times and equivalent to a 17% free cash flow yield. Overall we assess the IRR on this project to be mid-teens and higher. These are the criteria which we’ve outlined to on previous calls. And we have done what we said we would do. As I’ll describe and quantify in the coming slides this vessel also complements our existing fleet composition and falls into the range of small to medium size vessels that should benefit from an attractive supply balance in the coming years as the order book as we know focuses on very large vessels that are suited to serve some of the world’s more active and by volume larger in aggregate tradelanes. Slide 8, illustrates the increasing flexibility of vessels like the Tianjin. 8,000 TEU vessels enter the global fleet in the early 2000s being deployed mainly on the Asia Europe tradelane and then into the Transpacific. As the industry has upsized these vessels have been deployed on an increasing number of tradlanes. The slide shown that at the end of 2012 they were deployed on about 9 tradelanes in the world, a year later it was 12. Consequently we believe that this is flexible tonnage being deployed in increasing number of tradelanes around world with a good future. Our success in purchasing this vessel was a result of our industry contacts and experience, the Company’s track record for operational performance as an owner with minimal off hire other than for drydockings and our strong balance sheet and immediate liquidity. The transaction meets our strict vessel investment criteria, it diversifies our charter portfolio, it’s immediately accretive to earnings and cash flow allowing us to benefit from counter cyclical growth opportunity, and this is an important milestone in the execution of our growth strategy. Furthermore we believe that additional attractive opportunities exists in the market and it is our intension to seize upon those opportunities for the benefits of shareholders. In the next several slides I will briefly discuss the state of the markets and the positive acquisition environment. You’ve seen these slides before and the essential messages are unchanged. So I’ll move through it reasonably quickly. The key takeaway from Slide 9, is that forecast for demand growth in 2014 and ‘15 exceeds forecasts to supply growth. This is good news for the overall supply demand dynamic. Furthermore not on the slide but the order book remains low by historic standards at a touch under 20% order book to fleet ratio. Scrapping continues at record highs with over 350,000 TEUs scrapped in the first nine months of the year. So all things equal there should be a tightening of the supply demand equation which should lead to improved economics for vessel owners and for operators. However as we know the macroeconomic environments is currently fragile and the time when the container shipping industry enters its seasonal slowdown. But for GSL we have only two vessels on short-term charters and we’re thus largely insulated from short-term market conditions. As we previously discussed the order book is self heavily skewed towards the very large containerships over 10,000 TEU putting added pressure on the main east-west tradelanes, Asia to Europe and the Transpacific and also on to the Cascade. All of this leads to potential weaknesses in freight rates and continuing to press charter rates and asset values in the short-term markets. The corollary to this which is our investment thesis is the mid size and smaller fleet is under-represented in the order book leading to modest supply growth potentially completely offset by accelerated levels of scrapping. These vessels mid-sized and smaller are deployed in the mid-size and smaller tradelanes which on Slide 10 shows in aggregate represents approximately 70% of global container trade, that’s the pie chart on the left. And which have shown the most resilience in terms of demand growth the bar chart on the right. Mid-sized ships to smaller is our area of focus for both our existing fleet and growth opportunities. Slide 11, is an update of the freight rate environment which continues to be volatile, although periodic general rate increases imposed by the carriers can be seen to have a positive effect. This slide also shows that timecharter rates remain flat. The timcharter line on the chart masks the facts that recently Panamax timecharter rates in the spot market have firmed driven by lines upsizing their West Africa services together with the effects of scrapping levels. It is unclear whether this improvement will continue as we enter the slow season. Finally Slide 12, shows how asset values have developed in the last 14 years or so. With the decline in the second hand price index in the last quarter three of 2014 the environment remains extremely attractive the purchases of tonnage with immediately available liquidity. We will however remain disciplined in our approach to acquisitions and we’ll only enter transaction that meets our strict investment criteria. Let me now hand over to Susan for her commentary on our financials.