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CASTOR MARITIME INC.
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Dated: November 8, 2021
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By:
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/s/ Petros Panagiotidis
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Petros Panagiotidis
Chairman, Chief Executive Officer and
Chief Financial Officer
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Vessel Name
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Vessel Type
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DWT
|
Year Built
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Country of Construction
|
Delivery date to Castor
|
|
1
|
M/V Magic Orion
|
Capesize
|
180,200
|
2006
|
Japan
|
March 2021
|
2
|
M/V Magic Venus
|
Kamsarmax
|
83,416
|
2010
|
Japan
|
March 2021
|
3
|
M/V Magic Thunder
|
Kamsarmax
|
83,375
|
2011
|
Japan
|
April 2021
|
4
|
M/V Magic Argo
|
Kamsarmax
|
82,338
|
2009
|
Japan
|
March 2021
|
5
|
M/V Magic Perseus
|
Kamsarmax
|
82,158
|
2013
|
Japan
|
August 2021
|
6
|
M/V Magic Starlight
|
Kamsarmax
|
81,048
|
2015
|
China
|
May 2021
|
7
|
M/V Magic Twilight
|
Kamsarmax
|
80,283
|
2010
|
Korea
|
April 2021
|
8
|
M/V Magic Nebula
|
Kamsarmax
|
80,281
|
2010
|
Korea
|
May 2021
|
9
|
M/V Magic Nova
|
Panamax
|
78,833
|
2010
|
Japan
|
October 2020
|
10
|
M/V Magic Mars
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Panamax
|
76,822
|
2014
|
Korea
|
September 2021
|
11
|
M/V Magic Phoenix
|
Panamax
|
76,636
|
2008
|
Japan
|
October 2021
|
12
|
M/V Magic Horizon
|
Panamax
|
76,619
|
2010
|
Japan
|
October 2020
|
13
|
M/V Magic Moon
|
Panamax
|
76,602
|
2005
|
Japan
|
October 2019
|
14
|
M/V Magic P
|
Panamax
|
76,453
|
2004
|
Japan
|
February 2017
|
15
|
M/V Magic Sun
|
Panamax
|
75,311
|
2001
|
Korea
|
September 2019
|
16
|
M/V Magic Vela
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Panamax
|
75,003
|
2011
|
China
|
May 2021
|
17
|
M/V Magic Eclipse
|
Panamax
|
74,940
|
2011
|
Japan
|
June 2021
|
18
|
M/V Magic Pluto
|
Panamax
|
74,940
|
2013
|
Japan
|
August 2021
|
19
|
M/V Magic Rainbow
|
Panamax
|
73,593
|
2007
|
China
|
August 2020
|
20
|
M/T Wonder Polaris
|
Aframax/LR2
|
115,341
|
2005
|
Korea
|
March 2021
|
21
|
M/T Wonder Sirius
|
Aframax/LR2
|
115,341
|
2005
|
Korea
|
March 2021
|
22
|
M/T Wonder Musica
|
Aframax/LR2
|
106,290
|
2004
|
Korea
|
June 2021
|
23
|
M/T Wonder Avior
|
Aframax/LR2
|
106,162
|
2004
|
Korea
|
May 2021
|
24
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M/T Wonder Arcturus
|
Aframax/LR2
|
106,149
|
2002
|
Korea
|
May 2021
|
25
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M/T Wonder Vega
|
Aframax
|
106,062
|
2005
|
Korea
|
May 2021
|
26
|
M/T Wonder Mimosa
|
Handysize tanker
|
37,620
|
2006
|
Korea
|
May 2021
|
27
|
M/T Wonder Formosa
|
Handysize tanker
|
37,562
|
2006
|
Korea
|
June 2021
|
- |
The levels of demand and supply of seaborne cargoes and vessel tonnage in the dry bulk and tanker shipping industries;
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- |
The cyclical nature of the shipping industry in general and its impact on charter rates and vessel values;
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- |
The global economic growth outlook and trends;
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- |
Economic, regulatory, political and governmental conditions that affect shipping and the dry-bulk and tanker industries;
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The employment and operation of our Fleet including the utilization rates of our vessels;
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Our ability to successfully employ our vessels at economically attractive rates and our strategic decisions regarding the employment mix of our Fleet in the voyage, pool and time charter
markets, as our charters expire or are otherwise terminated;
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Management of the financial, general and administrative elements involved in the conduct of our business and ownership of our Fleet;
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- |
The performance of our charterers’ obligations under their charter agreements including our charterers ability to make timely charter payment to us;
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- |
Our ability to maintain solid working relationships with our existing charterers and our ability to increase the number of our charterers through the development of new working relationships;
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- |
The effective and efficient technical management of our Fleet by our managers including the performance of their suppliers;
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The vetting approvals by oil majors of our commercial and technical managers for the management of our tanker vessels;
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- |
Dry-docking and special survey costs and duration, both expected and unexpected;
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Our ability to obtain equity and debt financing at acceptable and attractive terms to fund future capital expenditures;
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- |
Our access to capital required to acquire additional ships and/or to implement our business strategy;
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The level of any distribution on all classes of our shares;
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- |
Management of our financial resources, including banking relationships and of the relationships with our various stakeholders;
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- |
Our borrowing levels and the finance costs related to our outstanding debt; and
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- |
Major outbreaks of diseases (such as COVID-19) and governmental responses thereto.
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Selected Historical Financial Data
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Nine Months Ended
September 30, |
|||||||
STATEMENT OF INCOME
(In U.S. Dollars, except for share data)
|
2020
|
2021
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||||||
Vessel revenues, net
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$
|
8,102,194
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$
|
72,038,922
|
||||
Voyage expenses (including commissions to related party)
|
(650,883
|
)
|
(7,194,386
|
)
|
||||
Vessel operating expenses
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(4,369,495
|
)
|
(24,391,842
|
)
|
||||
Depreciation and amortization
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(1,142,821
|
)
|
(8,817,431
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)
|
||||
Management fees - related parties
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(480,000
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)
|
(4,590,000
|
)
|
||||
General and administrative expenses (including related party)
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(531,560
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)
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(2,072,791
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)
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||||
Operating income
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$
|
927,435
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$
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24,972,472
|
||||
Interest and finance costs, net (including interest costs to related party)
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(1,892,892
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)
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(1,717,406
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)
|
||||
Foreign exchange losses
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(19,164
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)
|
(6,791
|
)
|
||||
US Source Income Taxes
|
—
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(188,631
|
)
|
|||||
Net (Loss)/Income
|
$
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(984,621
|
)
|
$
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23,059,644
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|||
(Loss)/Earnings Per Share (basic):
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$
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(0.21
|
)
|
$
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0.29
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(Loss)/Earnings Per Share (diluted):
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$
|
(0.21
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)
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$
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0.28
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Weighted average number of shares outstanding, basic:
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4,642,169
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80,322,071
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||||||
Weighted average number of shares outstanding, diluted:
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4,642,169
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82,201,129
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December 31, 2020
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September 30, 2021
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|||||||
BALANCE SHEET DATA
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||||||||
Total current assets
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$
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13,564,154
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$
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50,880,651
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||||
Vessels, net
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58,045,628
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361,672,814
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||||||
Other non-current assets
|
2,761,573
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14,120,535
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||||||
Total assets
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$
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74,371,355
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$
|
426,674,000
|
||||
Total current liabilities
|
10,903,907
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27,479,052
|
||||||
Long-term debt, net (including current portion, excluding related party)
|
13,185,866
|
82,441,393
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Long-term debt, related party
|
5,000,000
|
—
|
||||||
Common stock
|
13,121
|
94,610
|
||||||
Total shareholders’ equity
|
$
|
52,383,619
|
$
|
328,139,324
|
||||
Common shares issued and outstanding
|
13,121,238
|
94,610,088
|
||||||
Nine months ended
September 30, |
||||||||
CASH FLOW DATA
|
2020
|
2021
|
||||||
Net cash (used in) /provided by operating activities
|
$
|
(311,276
|
)
|
$
|
28,521,280
|
|||
Net cash used in investing activities
|
(9,586,347
|
)
|
(312,521,845
|
)
|
||||
Net cash provided by financing activities
|
$
|
42,976,604
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$
|
316,951,200
|
Selected Historical Operational Data
|
Nine Months Ended
September 30,
|
|||||||
2020
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2021
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|||||||
FLEET PERFORMANCE DATA:
|
||||||||
Average number of vessels in operation in period (1)
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3.2
|
15.9
|
||||||
Age of vessels in operation at end of period
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16.1
|
13.5
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(1) |
Represents the number of vessels that constituted our Fleet for the relevant period, as measured by the sum of the number of days each vessel was a part of our Fleet during the period divided by
the number of days in the period.
|
Nine months ended September 30,
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||||||||
(in thousands of U.S. Dollars)
|
2020
|
2021
|
||||||
Net cash (used in) /provided by operating activities
|
$
|
(311,276
|
)
|
$
|
28,521,280
|
|||
Net cash used in investing activities
|
(9,586,347
|
)
|
(312,521,845
|
)
|
||||
Net cash provided by financing activities
|
42,976,604
|
316,951,200
|
||||||
Cash, cash equivalents and restricted cash at beginning of period
|
5,058,939
|
9,426,903
|
||||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
38,137,920
|
$
|
42,377,538
|
|
Page
|
Unaudited Interim Consolidated Balance Sheets as of December 31, 2020, and September 30, 2021
|
F-2
|
Unaudited Interim Condensed Consolidated Statements of Comprehensive Income/(Loss) for the nine months ended September 30, 2020, and 2021
|
F-3
|
Unaudited Interim Consolidated Statements of Shareholders’ Equity for the nine months ended September 30, 2020, and 2021
|
F-4
|
Unaudited Interim Consolidated Statements of Cash Flows for the nine months ended September 30, 2020, and 2021
|
F-5
|
Notes to Unaudited Interim Condensed Consolidated Financial Statements
|
F-6
|
CASTOR MARITIME INC.
|
UNAUDITED INTERIM CONSOLIDATED BALANCE SHEETS
|
December 31, 2020 and September 30, 2021
|
(Expressed in U.S. Dollars – except for share data)
|
CASTOR MARITIME INC.
|
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS)
For the nine months ended September 30, 2020 and 2021
|
(Expressed in U.S. Dollars – except for share data)
|
Nine months ended September 30,
|
||||||||||||
Note
|
2020
|
2021
|
||||||||||
REVENUES:
|
||||||||||||
Vessel revenues (net of commissions to charterers of $429,535 and $2,443,778, respectively)
|
12
|
$
|
8,102,194
|
$
|
72,038,922
|
|||||||
Total revenues
|
8,102,194
|
72,038,922
|
||||||||||
EXPENSES:
|
||||||||||||
Voyage expenses (including $623 and $909,598 to related parties for the nine months ended September 30, 2020, and 2021, respectively)
|
3,13
|
(650,883
|
)
|
(7,194,386
|
)
|
|||||||
Vessel operating expenses
|
13
|
(4,369,495
|
)
|
(24,391,842
|
)
|
|||||||
Management fees to related parties
|
3
|
(480,000
|
)
|
(4,590,000
|
)
|
|||||||
Depreciation and amortization
|
4,6
|
(1,142,821
|
)
|
(8,817,431
|
)
|
|||||||
General and administrative expenses (including $100,000 and $900,000 to related party for the nine months ended September 30, 2020, and 2021, respectively)
|
14
|
(531,560
|
)
|
(2,072,791
|
)
|
|||||||
Total expenses
|
(7,174,759
|
)
|
(47,066,450
|
)
|
||||||||
Operating income
|
927,435
|
24,972,472
|
||||||||||
OTHER INCOME/ (EXPENSES):
|
||||||||||||
Interest and finance costs (including $228,333 and $204,167 to related party for the nine months ended September 30, 2020, and 2021, respectively)
|
3,7,15
|
(1,926,759
|
)
|
(1,786,703
|
)
|
|||||||
Interest income
|
33,867
|
69,297
|
||||||||||
Foreign exchange losses
|
(19,164
|
)
|
(6,791
|
)
|
||||||||
Total other expenses, net
|
(1,912,056
|
)
|
(1,724,197
|
)
|
||||||||
Net (loss)/income and comprehensive (loss)/income, before taxes
|
$
|
(984,621
|
)
|
$
|
23,248,275
|
|||||||
US Source Income Taxes
|
—
|
(188,631
|
)
|
|||||||||
Net (loss)/income and comprehensive (loss)/income
|
$
|
(984,621
|
)
|
$
|
23,059,644
|
|||||||
(Loss)/ Earnings per common share, basic
|
11
|
$
|
(0.21
|
)
|
$
|
0.29
|
||||||
(Loss)/ Earnings per common share, diluted
|
11
|
$
|
(0.21
|
)
|
$
|
0.28
|
||||||
Weighted average number of common shares, basic
|
4,642,169
|
80,322,071
|
||||||||||
Weighted average number of common shares, diluted
|
4,642,169
|
82,201,129
|
CASTOR MARITIME INC.
|
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
For the nine months ended September 30, 2020, and 2021
|
(Expressed in U.S. Dollars – except for share data)
|
Number of shares issued
|
||||||||||||||||||||||||||||
Common shares
|
Preferred A shares
|
Preferred B shares
|
Par Value of Shares issued
|
Additional Paid-in capital
|
Retained earnings /(Accumulated Deficit)
|
Total Shareholders' Equity
|
||||||||||||||||||||||
Balance, December 31, 2019
|
331,811
|
480,000
|
12,000
|
824
|
12,766,389
|
436,798
|
13,204,011
|
|||||||||||||||||||||
- Issuance of common stock pursuant to the $5.0 Million Convertible Debentures
|
804,208
|
—
|
—
|
804
|
5,056,969
|
—
|
5,057,773
|
|||||||||||||||||||||
- Issuance of common stock pursuant to the June Equity Offering, net of issuance costs
|
5,908,269
|
—
|
—
|
5,908
|
18,542,342
|
—
|
18,548,250
|
|||||||||||||||||||||
- Issuance of common stock pursuant to the July Equity Offering, net of issuance costs
|
5,775,000
|
—
|
—
|
5,775
|
15,632,076
|
—
|
15,637,851
|
|||||||||||||||||||||
- Issuance of common stock pursuant to Class A Warrants exercise
|
301,950
|
—
|
—
|
302
|
1,056,523
|
—
|
1,056,825
|
|||||||||||||||||||||
- Beneficial conversion feature pursuant to the issuance of the $5.0 Million Convertible Debentures
|
—
|
—
|
—
|
—
|
532,437
|
—
|
532,437
|
|||||||||||||||||||||
- Net loss
|
—
|
—
|
—
|
—
|
—
|
(984,621
|
)
|
(984,621
|
)
|
|||||||||||||||||||
Balance, September 30, 2020
|
13,121,238
|
480,000
|
12,000
|
13,613
|
53,586,736
|
(547,823
|
)
|
53,052,526
|
||||||||||||||||||||
Balance, December 31, 2020
|
13,121,238
|
480,000
|
12,000
|
13,613
|
53,686,741
|
(1,316,735
|
)
|
52,383,619
|
||||||||||||||||||||
- Issuance of common stock pursuant to the registered direct offerings (Note 8)
|
42,405,770
|
—
|
—
|
42,406
|
156,824,134
|
—
|
156,866,540
|
|||||||||||||||||||||
- Issuance of common stock pursuant to warrant exercises (Note 8)
|
34,428,840
|
—
|
—
|
34,429
|
83,386,517
|
—
|
83,420,946
|
|||||||||||||||||||||
- Issuance of common stock pursuant to the ATM Program (Note 8)
|
4,654,240
|
—
|
—
|
4,654
|
12,403,921
|
—
|
12,408,575
|
|||||||||||||||||||||
- Net income
|
—
|
—
|
—
|
—
|
—
|
23,059,644
|
23,059,644
|
|||||||||||||||||||||
Balance, September 30, 2021
|
94,610,088
|
480,000
|
12,000
|
95,102
|
306,301,313
|
21,742,909
|
328,139,324
|
CASTOR MARITIME INC.
|
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
For the nine months ended September 30, 2020 and 2021 (Expressed in U.S. Dollars)
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
1. |
Basis of Presentation and General information
|
Company
|
Country of incorporation
|
Vessel Name
|
DWT
|
Year Built
|
Delivery date to Castor
|
|
1
|
Spetses Shipping Co. (“Spetses”)
|
Marshall Islands
|
M/V Magic P
|
76,453
|
2004
|
February 2017
|
2
|
Bistro Maritime Co. (“Bistro”)
|
Marshall Islands
|
M/V Magic Sun
|
75,311
|
2001
|
September 2019
|
3
|
Pikachu Shipping Co. (“Pikachu”)
|
Marshall Islands
|
M/V Magic Moon
|
76,602
|
2005
|
October 2019
|
4
|
Bagheera Shipping Co. (“Bagheera”)
|
Marshall Islands
|
M/V Magic Rainbow
|
73,593
|
2007
|
August 2020
|
5
|
Pocahontas Shipping Co. (“Pocahontas”)
|
Marshall Islands
|
M/V Magic Horizon
|
76,619
|
2010
|
October 2020
|
6
|
Jumaru Shipping Co. (“Jumaru”)
|
Marshall Islands
|
M/V Magic Nova
|
78,833
|
2010
|
October 2020
|
7
|
Super Mario Shipping Co. (“Super Mario”)
|
Marshall Islands
|
M/V Magic Venus
|
83,416
|
2010
|
March 2021
|
8
|
Pumba Shipping Co. (“Pumba”)
|
Marshall Islands
|
M/V Magic Orion
|
180,200
|
2006
|
March 2021
|
9
|
Kabamaru Shipping Co. (“Kabamaru”)
|
Marshall Islands
|
M/V Magic Argo
|
82,338
|
2009
|
March 2021
|
10
|
Luffy Shipping Co. (“Luffy”)
|
Marshall Islands
|
M/V Magic Twilight
|
80,283
|
2010
|
April 2021
|
11
|
Liono Shipping Co. (“Liono”)
|
Marshall Islands
|
M/V Magic Thunder
|
83,375
|
2011
|
April 2021
|
12
|
Stewie Shipping Co. (“Stewie”)
|
Marshall Islands
|
M/V Magic Vela
|
75,003
|
2011
|
May 2021
|
13
|
Snoopy Shipping Co. (“Snoopy”)
|
Marshall Islands
|
M/V Magic Nebula
|
80,281
|
2010
|
May 2021
|
14
|
Mulan Shipping Co. (“Mulan”)
|
Marshall Islands
|
M/V Magic Starlight
|
81,048
|
2015
|
May 2021
|
15
|
Cinderella Shipping Co. (“Cinderella”)
|
Marshall Islands
|
M/V Magic Eclipse
|
74,940
|
2011
|
June 2021
|
16
|
Rocket Shipping Co. (“Rocket”)
|
Marshall Islands
|
M/T Wonder Polaris
|
115,341
|
2005
|
March 2021
|
17
|
Gamora Shipping Co. (“Gamora”)
|
Marshall Islands
|
M/T Wonder Sirius
|
115,341
|
2005
|
March 2021
|
18
|
Starlord Shipping Co. (“Starlord”)
|
Marshall Islands
|
M/T Wonder Vega
|
106,062
|
2005
|
May 2021
|
19
|
Hawkeye Shipping Co. (“Hawkeye”)
|
Marshall Islands
|
M/T Wonder Avior
|
106,162
|
2004
|
May 2021
|
20
|
Elektra Shipping Co. (“Elektra”)
|
Marshall Islands
|
M/T Wonder Arcturus
|
106,149
|
2002
|
May 2021
|
21
|
Vision Shipping Co. (“Vision”)
|
Marshall Islands
|
M/T Wonder Mimosa
|
37,620
|
2006
|
May 2021
|
22
|
Colossus Shipping Co. (“Colossus”)
|
Marshall Islands
|
M/T Wonder Musica
|
106,290
|
2004
|
June 2021
|
23
|
Xavier Shipping Co. (“Xavier”)
|
Marshall Islands
|
M/T Wonder Formosa
|
37,562
|
2006
|
June 2021
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
1. |
Basis of Presentation and General information (continued):
|
24
|
Songoku Shipping Co. (“Songoku”)
|
Marshall Islands
|
M/V Magic Pluto
|
74,940
|
2013
|
August 2021
|
25
|
Asterix Shipping Co. (“Asterix”)
|
Marshall Islands
|
M/V Magic Perseus
|
82,158
|
2013
|
August 2021
|
26
|
Johnny Bravo Shipping Co. (“Johnny Bravo”)
|
Marshall Islands
|
M/V Magic Mars
|
76,822
|
2014
|
September 2021
|
1
|
Garfield Shipping Co. (“Garfield”)
|
1
|
Castor Maritime SCR Corp.
|
2. |
Significant Accounting Policies and Recent Accounting Pronouncements:
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
2. |
Significant Accounting Policies and Recent Accounting Pronouncements (continued):
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
2. |
Significant Accounting Policies and Recent Accounting Pronouncements (continued):
|
3. |
Transactions with Related Parties:
|
Nine months ended
September 30, |
Nine months ended
September 30, |
|||||||
2020
|
2021
|
|||||||
Management fees-related parties
|
||||||||
Management fees – Pavimar (a)
|
$
|
450,000
|
$
|
3,240,000
|
||||
Management fees – Castor Ships (c)
|
30,000
|
1,350,000
|
||||||
Included in Voyage expenses
|
||||||||
Charter hire commissions – Castor Ships (c)
|
$
|
623
|
$
|
909,598
|
||||
Included in Interest and finance costs
|
||||||||
Interest expenses (b) – Thalassa
|
$
|
228,333
|
$
|
204,167
|
||||
Included in General and administrative expenses
|
||||||||
Administration fees – Castor Ships (c)
|
$
|
100,000
|
$
|
900,000
|
||||
Included in Vessels’ cost
|
||||||||
Sale & purchase commission – Castor Ships (c)
|
$
|
138,600
|
$
|
3,037,400
|
December 31,
2020 |
September 30,
2021 |
|||||||
Assets:
|
||||||||
Working capital advances granted to Pavimar (a) – current
|
$
|
1,559,132
|
$
|
—
|
||||
Working capital advances granted to Pavimar (a) – non-current
|
—
|
1,104,394
|
||||||
Liabilities:
|
||||||||
Working capital advances granted from Pavimar (a) – current
|
—
|
977,559
|
||||||
Related party debt (b) – Thalassa
|
$
|
5,000,000
|
$
|
—
|
||||
Accrued loan interest (b) – Thalassa
|
405,000
|
—
|
||||||
Voyage commissions & management fees due to Castor Ships (c)
|
1,941
|
66,997
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
3. |
Transactions with Related Parties (continued):
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
3. |
Transactions with Related Parties (continued):
|
4. |
Deferred charges, net:
|
Dry-docking costs
|
||||
Balance December 31, 2020
|
$
|
2,061,573
|
||
Additions
|
3,179,170
|
|||
Amortization
|
(710,546
|
)
|
||
Balance September 30, 2021
|
$
|
4,530,197
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
4. |
Deferred charges, net (continued):
|
5. |
Fair value of acquired time charter:
|
6. |
Vessels, net/ Advances for vessel acquisitions:
|
Vessel Cost
|
Accumulated depreciation
|
Net Book Value
|
||||||||||
Balance December 31, 2020
|
60,906,094
|
(2,860,466
|
)
|
58,045,628
|
||||||||
— Acquisitions, improvements and other vessel costs
|
269,434,221
|
—
|
269,434,221
|
|||||||||
— Transfers from Advances for vessel acquisitions (b)
|
42,299,850
|
—
|
42,299,850
|
|||||||||
— Period depreciation
|
—
|
(8,106,885
|
)
|
(8,106,885
|
)
|
|||||||
Balance September 30, 2021
|
372,640,165
|
(10,967,351
|
)
|
361,672,814
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
6. |
Vessels, net/ Advances for vessel acquisitions (continued):
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
6. |
Vessels, net/ Advances for vessel acquisitions (continued):
|
(b) |
Advances for vessel acquisitions
|
Vessel Cost
|
||||
Balance December 31, 2020
|
$
|
—
|
||
— Advances for vessel acquisitions and other vessel pre-delivery costs
|
46,072,000
|
|||
—Transfer to Vessels, net (a)
|
(42,299,850)
|
|||
Balance September 30, 2021
|
$
|
3,772,150
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
7. |
Long-Term Debt:
|
Year/Period Ended
|
|||||||||
Loan facilities
|
Borrowers
|
December 31, 2020
|
September 30, 2021
|
||||||
$11.0 Million Term Loan Facility (a)
|
Spetses- Pikachu
|
$
|
9,400,000
|
$
|
8,200,000
|
||||
$4.5 Million Term Loan Facility (b)
|
Bistro
|
4,050,000
|
3,600,000
|
||||||
$15.3 Million Term Loan Facility (c)
|
Pocahontas- Jumaru
|
—
|
14,348,000
|
||||||
$18.0 Million Term Loan Facility (d)
|
Rocket- Gamora
|
—
|
17,150,000
|
||||||
$40.75 Million Term Loan Facility (e)
|
Liono-Snoopy-Cinderella-Luffy
|
—
|
40,750,000
|
||||||
Total long-term debt
|
$
|
13,450,000
|
$
|
84,048,000
|
|||||
Less: Deferred financing costs
|
(264,134
|
)
|
(1,606,607
|
)
|
|||||
Total long-term debt, net of deferred finance costs
|
$
|
13,185,866
|
82,441,393
|
||||||
Presented:
|
|||||||||
Current portion of long-term debt
|
$
|
2,200,000
|
$
|
11,925,000
|
|||||
Less: Current portion of deferred finance costs
|
(97,963
|
)
|
(539,231
|
)
|
|||||
Current portion of long-term debt, net of deferred finance costs
|
$
|
2,102,037
|
$
|
11,385,769
|
|||||
Non-Current portion of long-term debt
|
11,250,000
|
72,123,000
|
|||||||
Less: Non-Current portion of deferred finance costs
|
(166,171
|
)
|
(1,067,376
|
)
|
|||||
Non-Current portion of long-term debt, net of deferred finance costs
|
$
|
11,083,829
|
$
|
71,055,624
|
|||||
Debt instruments from related party
|
|||||||||
$5.0 Million Term Loan Facility (Note 3(b))
|
Castor
|
5,000,000
|
—
|
||||||
Total long-term debt from related party, current
|
$
|
5,000,000
|
$
|
—
|
a. |
$11.0 Million Term Loan Facility:
|
b. |
$4.5 Million Term Loan Facility:
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
7. |
Long-Term Debt (continued):
|
c. |
$15.3 Million Term Loan Facility
|
d. |
$18.0 Million Term Loan Facility
|
e. |
$40.75 Million Term Loan Facility
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
7. |
Long-Term Debt (continued):
|
Twelve-month period ending September 30,
|
Amount
|
|||
2022
|
$
|
11,925,000
|
||
2023
|
11,400,000
|
|||
2024
|
11,400,000
|
|||
2025
|
27,037,000
|
|||
2026
|
22,286,000
|
|||
Total long-term debt
|
$
|
84,048,000
|
8. |
Equity Capital Structure:
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
8. |
Equity Capital Structure (continued):
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
8. |
Equity Capital Structure (continued):
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
8. |
Equity Capital Structure (continued):
|
9. |
Financial Instruments and Fair Value Disclosures:
|
◾ |
Cash and cash equivalents, restricted cash, trade accounts receivable, amounts due from/to related party/(ies) and trade accounts payable: The carrying values reported in the accompanying unaudited interim consolidated balance sheets for those financial instruments are reasonable estimates of their fair values due to their short-term maturity nature.
Cash and cash equivalents and restricted cash, current are considered Level 1 items as they represent liquid assets with short term maturities. The carrying value approximates the fair market value for interest bearing cash classified as
restricted cash, non-current and is considered Level 1 item of the fair value hierarchy. The carrying value of these instruments is separately reflected in the accompanying unaudited interim consolidated balance sheets.
|
◾ |
Long-term debt: The secured credit facilities discussed in Note 7, have a recorded value which is a reasonable estimate of their fair value due to their variable interest rate and are thus considered Level 2 items in accordance with the fair value hierarchy as LIBOR
rates are observable at commonly quoted intervals for the full terms of the loans.
|
10. |
Commitments and contingencies:
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
10. |
Commitments and contingencies (continued):
|
(a) |
Commitments under Contracts for BWMS Installation
|
(b) |
Commitments under long-term lease contracts
|
Twelve-month period ending September 30,
|
Amount
|
|||
2022
|
$
|
31,200,274
|
||
Total
|
$
|
31,200,274
|
11. |
Earnings/ (Loss) Per Share:
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
11. |
Earnings/ (Loss) Per Share (continued):
|
Nine months ended September 30,
|
Nine months ended September 30,
|
|||||||
2020
|
2021
|
|||||||
Net (loss)/ income and comprehensive (loss)/income
|
$
|
(984,621
|
)
|
$
|
23,059,644
|
|||
Less: Cumulative dividends on Series A Preferred Shares
|
—
|
—
|
||||||
Net (loss)/income and comprehensive (loss)/ income available to common shareholders
|
(984,621
|
)
|
23,059,644
|
|||||
Weighted average number of common shares outstanding, basic
|
4,642,169
|
80,322,071
|
||||||
(Loss)/Earnings per common share, basic
|
(0.21
|
)
|
0.29
|
|||||
Plus: Dilutive effect of warrants
|
—
|
1,879,058
|
||||||
Weighted average number of common shares outstanding, diluted
|
4,642,169
|
82,201,129
|
||||||
(Loss)/Earnings per common share, diluted
|
$
|
(0.21
|
)
|
$
|
0.28
|
12. |
Vessel Revenues:
|
Nine months ended September 30,
|
Nine months ended September 30,
|
|||||||
2020
|
2021
|
|||||||
Time charter revenues
|
8,102,194
|
62,767,043
|
||||||
Voyage charter revenues
|
—
|
7,190,688
|
||||||
Pool revenues
|
—
|
2,081,191
|
||||||
Total Vessel revenues
|
$
|
8,102,194
|
$
|
72,038,922
|
13. |
Vessel Operating and Voyage Expenses:
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
13. |
Vessel Operating and Voyage Expenses (continued):
|
Nine months ended September 30,
|
Nine months ended September 30,
|
|||||||
Vessel Operating Expenses
|
2020
|
2021
|
||||||
Crew & crew related costs
|
2,261,258
|
13,437,256
|
||||||
Repairs & maintenance, spares, stores, classification, chemicals & gases, paints, victualling
|
1,337,508
|
5,940,315
|
||||||
Lubricants
|
243,509
|
1,589,749
|
||||||
Insurances
|
311,787
|
1,896,529
|
||||||
Tonnage taxes
|
85,075
|
385,203
|
||||||
Other
|
130,358
|
1,142,790
|
||||||
Total Vessel operating expenses
|
$
|
4,369,495
|
$
|
24,391,842
|
Nine months ended
September 30,
|
Nine months ended
September 30,
|
|||||||
Voyage expenses
|
2020
|
2021
|
||||||
Brokerage commissions
|
101,557
|
926,353
|
||||||
Brokerage commissions- related party
|
623
|
909,598
|
||||||
Port & other expenses
|
273,416
|
2,574,104
|
||||||
Bunkers consumption
|
265,124
|
4,307,676
|
||||||
Loss/(Gain) on bunkers
|
10,163
|
(1,523,345
|
)
|
|||||
Total Voyage expenses
|
$
|
650,883
|
$
|
7,194,386
|
14. |
General and Administrative Expenses:
|
Nine months ended
September 30,
|
Nine months ended
September 30,
|
|||||||
2020
|
2021
|
|||||||
Audit fees
|
$
|
109,740
|
$
|
206,539
|
||||
Chief Executive and Chief Financial Officer and directors’ compensation
|
24,000
|
36,000
|
||||||
Other professional fees
|
297,820
|
930,252
|
||||||
Administration fees-related party (Note 3(c))
|
100,000
|
900,000
|
||||||
Total
|
$
|
531,560
|
$
|
2,072,791
|
CASTOR MARITIME INC.
|
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
15. |
Interest and Finance Costs:
|
Nine months ended
September 30,
|
Nine months ended
September 30,
|
|||||||
2020
|
2021
|
|||||||
Interest on long-term debt
|
$
|
525,463
|
$
|
1,219,981
|
||||
Interest on long-term debt – related party (Note 3 (b))
|
228,333
|
204,167
|
||||||
Interest on convertible debt – non cash
|
57,773
|
—
|
||||||
Amortization and write-off of deferred finance charges
|
570,955
|
259,264
|
||||||
Amortization and write-off of convertible notes beneficial conversion features
|
532,437
|
—
|
||||||
Other finance charges
|
11,798
|
103,291
|
||||||
Total
|
$
|
1,926,759
|
$
|
1,786,703
|
16. |
Subsequent Events:
|
(a) |
Acquisition and delivery of the Magic Phoenix: On August 24, 2021, the Company, through Garfield, entered into an agreement to purchase a 2008 Japanese-built Panamax dry bulk carrier, the Magic Phoenix, from an unaffiliated third party for a purchase price of $18.75 million. The Magic Phoenix was delivered to the
Company on October 26, 2021.
|
(b) |
Entry into financing term sheet: On October 19, 2021, the Company, through two of its ship-owning subsidiaries
owning the Magic Rainbow and the Magic Phoenix, entered
into a binding term sheet with a financial institution for a term loan facility of $23.15 million. The facility is expected to be executed and drawn within this year, subject to customary closing conditions.
|
(c) |
Series A Preferred Shares redemption: On November 8, 2021, pursuant to a decision approved by the
Company’s Board of Directors, the Company served a notice of redemption to the holders of the 480,000 Series A Preferred Shares, constituting all of the issued and outstanding Series A Preferred Shares (the “Notice”). Based on the amended
and restated statement of designations of Castor dated October 10, 2019, and according to the Notice, the Series A Preferred Holders will receive a cash redemption having a value of $30.00 per Series A Preferred share not more than
30 days after the serving of the Notice, which results to a $14.4 million consideration in aggregate.
|