UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of June 2022

Commission File Number 001-41095

 

 

IMPERIAL PETROLEUM INC.

(Translation of registrant’s name into English)

 

 

331 Kifissias Avenue Erithrea 14561 Athens, Greece

(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  ☒            Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

 

 

 


INFORMATION CONTAINED IN THIS FORM 6-K REPORT

The press release issued by Imperial Petroleum Inc. on June 14, 2022 announcing its financial and operating results for the three months ended March 31, 2022, is attached hereto as Exhibit 99.1.

EXHIBIT INDEX

 

99.1    Imperial Petroleum Inc. Press Release dated June 14, 2022


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: June 14, 2022

 

IMPERIAL PETROLEUM INC.
By:  

/s/ Harry Vafias

Name:   Harry Vafias
Title:   Chief Executive Officer

Exhibit 99.1

 

LOGO

IMPERIAL PETROLEUM INC.

IMPERIAL PETROLEUM INC. REPORTS FIRST QUARTER 2022 FINANCIAL AND OPERATING RESULTS

ATHENS, GREECE, June 14, 2022—IMPERIAL PETROLEUM INC. (NASDAQ: IMPP), the “Company”), a ship-owning company providing petroleum product and crude oil seaborne transportation services, announced today its unaudited financial and operating results for the first quarter ended March 31, 2022.

OPERATIONAL AND FINANCIAL HIGHLIGHTS

 

   

As of June 10, 2022, we had raised $135 million in total net proceeds, after underwriting discounts, from our public offerings. In addition, on June 13, 2022, we entered into agreements for warrant exercises expected to result in additional net proceeds to us of $21 million.

 

   

On March 28, 2022, we took delivery of the product tanker Clean Nirvana.

 

   

Subsequent to March 31, 2022 we took delivery of three additional tanker vessels: the product tanker Clean Justice was delivered on May 31, 2022, while our recently acquired suezmax vessels, the Suez Protopia and the Suez Enchanted, were each delivered on June 3, 2022.

 

   

Within the course of five months we doubled the number of our vessels to 8 and tripled fleet capacity to 682,000 dwt.

 

   

Fleet operational utilization of 98.9% in Q1 22’— only 4 days commercial and 0 days technical off-hire.

 

   

Revenues of $5.1 million in Q1 22’, same level as in Q1 21’ but approximately 28% higher than our revenues in Q4 21’ as a result of improved market rates.

 

   

Net income of $0.2 million and EBITDA1 of $2.6 million in Q1 22’ compared to net loss of $0.4 million in Q1 21’ and net loss of $1.5 million in Q4 21’.

 

   

Cash to date of about $55 million expected to increase to $76 million with the conclusion of the warrant transaction recently announced.

First Quarter 2022 Results:

 

Revenues for the three months ended March 31, 2022 and 2021 amounted to $5.1 million.

 

Voyage expenses and vessels’ operating expenses for the three months ended March 31, 2022 were $0.5 million and $1.8 million, respectively, compared to $1.4 million and $1.7 million, respectively, for the three months ended March 31, 2021. The $0.9 million decrease in voyage expenses is mainly due to the decrease of spot days by 120 days (81.6%) partially offset by the year on year increase in bunker costs. Vessels’ operating expenses remained stable.

 

General and administrative expenses for the three months ended March 31, 2022 and 2021 were $0.1 million.

 

Depreciation for the three months ended March 31, 2022 and 2021 was $2.2 million.

 

1 

EBITDA is a non-GAAP measure. Refer to the reconciliation of this measure to the most directly comparable financial measure in accordance with GAAP set forth later in this release.


Interest and finance costs for the three months ended March 31, 2022 and 2021 were $0.2 million and $0.002 million, respectively. The increase is attributable to the interest expense incurred relating to our loan agreement entered into in November 2021.

 

As a result of the above, for the three months ended March 31, 2022, the Company reported net income of $0.2 million, compared to net loss of $0.4 million for the three months ended March 31, 2021. Dividends paid on Series A Preferred Shares amounted to $0.4 million for the three months ended March 31, 2022. The weighted average number of shares of common stock outstanding, basic, for the three months ended March 31, 2022 was 17.7 million.

 

Loss per share, basic and diluted, for the three months ended March 31, 2022 amounted to $0.01. EBITDA for the three months ended March 31, 2022 amounted to $2.6 million. Reconciliations of EBITDA to Net (Loss)/Income are set forth below.

 

An average of 4.0 vessels were owned by the Company during the three months ended March 31, 2022 and 2021.

 

As of March 31, 2022, cash and cash equivalents amounted to $82.2 million and total debt amounted to $27.8 million. During the three months ended March 31, 2022 no debt repayments occurred.

CEO Harry Vafias Commented

Having raised a total of $135 million from our equity offerings we considered a number of acquisition candidates to acquire and grow our fleet; we managed within a brief period of time to identify, acquire and take delivery of four tankers, doubling our fleet size and almost tripling our fleet’s cargo carrying capacity.

The outbreak of war in Ukraine shocked shipping markets and altered oil trading patterns resulting in an improvement in the charter market. For Imperial Petroleum the first quarter of 2022 was transitional; the vessels we acquired were added to our fleet towards and after the end of this first quarter while improved charter rates for our existing vessels materialized from the beginning of the second quarter. Nevertheless, this was a profitable quarter with a significant improvement in revenue and earnings from the last quarter of 2021; the strong tanker market, the dynamic fleet expansion, along with improved charter rates bodes well for the second quarter to be even more profitable.

Our remaining cash balance is about $55 million following the $78 million spent on vessel acquisitions and before we incur debt for these acquisitions which will increase our cash balance even further, as will the warrant exercise transaction we recently announced that is expected to result in additional net proceeds of $21 million. We are committed to growing our Company further and will seek to expand our fleet so that Imperial Petroleum becomes a true pioneer in the field of energy shipping.

Conference Call details:

On June 14, 2022 at 11:00 am ET, the company’s management will host a conference call to discuss the results and the company’s operations and outlook.

Conference Call details:

Participants should dial into the call 10 minutes before the scheduled time using the following numbers: +1 8778709135 (US Toll Free Dial In) or 08002796619 (UK Toll Free Dial In).

Access Code: 1732718                

In case of any problems with the above numbers, please dial +1 6467413167 (US Toll Dial In), +44 (0) 2071 928338 (Standard International Dial In).                

Access Code: 1732718                


Slides and audio webcast:

There will also be a live and then archived webcast of the conference call, through the IMPERIAL PETROLEUM INC. website (www.ImperialPetro.com). Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.

About IMPERIAL PETROLEUM INC.    

Imperial Petroleum Inc. is a ship-owning company providing petroleum product and crude oil seaborne transportation services. The Company owns a total of eight tanker vessels; five M.R. product tankers, one Aframax oil tanker and two Suezmax tankers with a total capacity of approximately 682,000 deadweight tons (dwt). Imperial Petroleum Inc.’s shares of common stock and 8.75% Series A Cumulative Redeemable Perpetual Preferred Stock are listed on the Nasdaq Capital Market and trade under the symbols “IMPP” and “IMPPP”, respectively.

Forward-Looking Statements

Matters discussed in this release may constitute forward-looking statements. Forward-looking statements reflect our current views with respect to future events and financial performance and may include statements concerning plans, objectives, goals, strategies, future events or performance, or impact or duration of the COVID-19 pandemic and underlying assumptions and other statements, which are other than statements of historical facts. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends, data contained in our records and other data available from third parties. Although IMPERIAL PETROLEUM INC. believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, IMPERIAL PETROLEUM INC. cannot assure you that it will achieve or accomplish these expectations, beliefs or projections. Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the impact of the COVID-19 pandemic and efforts throughout the world to contain its spread, the strength of world economies and currencies, general market conditions, including changes in charter hire rates and vessel values, charter counterparty performance, changes in demand that may affect attitudes of time charterers to scheduled and unscheduled drydockings, shipyard performance, changes in IMPERIAL PETROLEUM INC’s operating expenses, including bunker prices, drydocking and insurance costs, ability to obtain financing and comply with covenants in our financing arrangements, or actions taken by regulatory authorities, potential liability from pending or future litigation, domestic and international political conditions, the conflict in Ukraine and related sanctions, potential disruption of shipping routes due to accidents and political events or acts by terrorists.

Risks and uncertainties are further described in reports filed by IMPERIAL PETROLEUM INC. with the U.S. Securities and Exchange Commission.

Fleet List and Fleet Deployment    

For information on our fleet and further information:

Visit our website at www.ImperialPetro.com

Company Contact:

Fenia Sakellaris

IMPERIAL PETROLEUM INC.

00-30-210-6250-001

E-mail: fs@ImperialPetro.com


Fleet Data:

The following key indicators highlight the Company’s operating performance during the periods ended March 31, 2021 and March 31, 2022.

 

FLEET DATA

   Q1 2021     Q1 2022  

Average number of vessels (1)

     4.00       4.04  

Period end number of owned vessels in fleet

     4       5  

Total calendar days for fleet (2)

     360       364  

Total voyage days for fleet (3)

     359       364  

Fleet utilization (4)

     99.7     100.0

Total charter days for fleet (5)

     212       337  

Total spot market days for fleet (6)

     147       27  

Fleet operational utilization (7)

     87.8     98.9

 

1)

Average number of vessels is the number of owned 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 calendar days in that period.

2)

Total calendar days for fleet are the total days the vessels we operated were in our possession for the relevant period including off-hire days associated with major repairs, drydockings or special or intermediate surveys.

3)

Total voyage days for fleet reflect the total days the vessels we operated were in our possession for the relevant period net of off-hire days associated with major repairs, drydockings or special or intermediate surveys.

4)

Fleet utilization is the percentage of time that our vessels were available for revenue generating voyage days, and is determined by dividing voyage days by fleet calendar days for the relevant period.

5)

Total charter days for fleet are the number of voyage days the vessels operated on time or bareboat charters for the relevant period.

6)

Total spot market charter days for fleet are the number of voyage days the vessels operated on spot market charters for the relevant period.

7)

Fleet operational utilization is the percentage of time that our vessels generated revenue, and is determined by dividing voyage days excluding commercially idle days by fleet calendar days for the relevant period.

Reconciliation of EBITDA:

EBITDA represents net (loss)/income before interest and finance costs, interest income and depreciation.

EBITDA is not a recognized measurement under U.S. GAAP. Our calculation of EBITDA may not be comparable to that reported by other companies in the shipping industry or other industries.

EBITDA measurement is included herein because it is a basis, upon which our investors and we assess our financial performance. It allows us to present our performance from period to period on a comparable basis and provides investors with a means of better evaluating and understanding our operating performance.

 

(Expressed in United States Dollars,
except number of shares)

   Three Months Period Ended
March 31st,
 
     2021      2022  

Net (loss)/income - EBITDA

     

Net (loss)/income

     (426,275      218,382  

Plus interest and finance costs

     1,926        209,014  

Less interest income

     (4      —    

Plus depreciation

     2,168,666        2,168,666  

EBITDA

     1,744,313        2,596,062  


Imperial Petroleum Inc.

Unaudited Consolidated Statements of Operations

(Expressed in United States Dollars, except for number of shares)

 

 

     For The Three Months
Ended March 31,
 
     2021     2022  

Revenues

    

Revenues

     5,069,525       5,116,378  

Expenses

    

Voyage expenses

     1,290,532       457,428  

Voyage expenses—related party

     64,872       61,871  

Vessels’ operating expenses

     1,728,520       1,744,016  

Vessels’ operating expenses—related party

     15,000       15,000  

Management fees

     130,050       131,810  

General and administrative expenses

     90,532       115,316  

Depreciation

     2,168,666       2,168,666  
  

 

 

   

 

 

 

Total expenses

     5,488,172       4,694,107  
  

 

 

   

 

 

 

(Loss)/Income from operations

     (418,647     422,271  
  

 

 

   

 

 

 

Other (expenses)/income

    

Interest and finance costs

     (1,926     (209,014

Interest income

     4       —    

Foreign exchange (loss)/gain

     (5,706     5,125  
  

 

 

   

 

 

 

Other expenses, net

     (7,628     (203,889
  

 

 

   

 

 

 

(Loss)/Net Income

     (426,275     218,382  
  

 

 

   

 

 

 

Loss per share, Basic

     (0.09     (0.01

Weighted average number of shares, Basic

     4,775,272       17,700,385  


Imperial Petroleum Inc.

Unaudited Consolidated Balance Sheets

(Expressed in United States Dollars)

 

 

     December 31,     March 31,  
     2021     2022  

Assets

    

Current assets

    

Cash and cash equivalents

     3,389,834       82,202,037  

Restricted cash

     451,225       1,804,898  

Receivables from related party

     355,023       644,448  

Trade and other receivables

     1,400,275       1,765,270  

Inventories

     258,846       1,328,812  

Advances and prepayments

     150,544       184,051  
  

 

 

   

 

 

 

Total current assets

     6,005,747       87,929,516  
  

 

 

   

 

 

 

Non current assets

    

Vessels, net

     119,962,984       130,419,318  

Other receivables

     —         6,442  

Restricted cash

     2,500,000       2,500,000  
  

 

 

   

 

 

 

Total non current assets

     122,462,984       132,925,760  
  

 

 

   

 

 

 

Total assets

     128,468,731       220,855,276  
  

 

 

   

 

 

 

Liabilities and Stockholders’ Equity

    

Current liabilities

    

Trade accounts payable

     1,430,251       2,794,331  

Payable to related parties

     1,119,055       1,160,971  

Accrued liabilities

     486,674       1,391,940  

Customer deposits

     368,000       368,000  

Deferred income

     482,321       535,782  

Current portion of long-term debt

     4,747,616       4,746,393  
  

 

 

   

 

 

 

Total current liabilities

     8,633,917       10,997,417  
  

 

 

   

 

 

 

Non current liabilities

    

Long-term debt

     23,088,971       23,090,194  
  

 

 

   

 

 

 

Total non current liabilities

     23,088,971       23,090,194  
  

 

 

   

 

 

 

Total liabilities

     31,722,888       34,087,611  
  

 

 

   

 

 

 

Commitments and contingencies

    

Stockholders’ equity

    

Capital stock

     47,753       700,802  

Preferred stock

     7,959       7,959  

Additional paid-in capital

     97,161,688       186,312,079  

Accumulated deficit

     (471,557     (253,175
  

 

 

   

 

 

 

Total stockholders’ equity

     96,745,843       186,767,665  
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

     128,468,731       220,855,276  
  

 

 

   

 

 

 


Imperial Petroleum Inc.

Unaudited Consolidated Statements of Cash Flows

(Expressed in United States Dollars)

 

 

     For The Three Months
Ended March 31,
 
     2021     2022  

Cash flows from operating activities

    

Net (loss)/income for the period

     (426,275     218,382  

Adjustments to reconcile net income to net cash provided by operating activities:

    

Depreciation

     2,168,666       2,168,666  

Changes in operating assets and liabilities:

    

(Increase)/decrease in

    

Trade and other receivables

     (1,495,773     (371,437

Other current assets

     104,415       —    

Inventories

     109,711       (1,069,966

Advances and prepayments

     (35,738     (33,507

Increase/(decrease) in

    

Trade accounts payable

     —         1,364,080  

Balances with related parties

     547,062       (247,509

Accrued liabilities

     52,339       905,266  

Deferred income

     444,375       53,461  
  

 

 

   

 

 

 

Net cash provided by operating activities

     1,468,782       2,987,436  
  

 

 

   

 

 

 

Cash flows from investing activities

    

Acquisition and improvement of vessels

     (142,600     (12,625,000
  

 

 

   

 

 

 

Net cash used in investing activities

     (142,600     (12,625,000
  

 

 

   

 

 

 

Cash flows from financing activities

    

Net transfers to former Parent Company

     (1,964,785     —    

Proceeds from follow-on offerings

     —         96,772,890  

Stock issuance costs

     —         (6,534,204

Dividends paid on preferred shares

     —         (435,246

Net cash (used in)/provided by financing activities

     (1,964,785     89,803,440  
  

 

 

   

 

 

 

Net (decrease)/ increase in cash, cash equivalents and restricted cash

     (638,603     80,165,876  

Cash, cash equivalents and restricted cash at beginning of year

     7,616,555       6,341,059  
  

 

 

   

 

 

 

Cash, cash equivalents and restricted cash at end of period

     6,977,952       86,506,935  
  

 

 

   

 

 

 

Cash breakdown

    

Cash and cash equivalents

     5,812,921       82,202,037  

Restricted cash, current

     1,165,031       1,804,898  

Restricted cash, non current

     —         2,500,000  
  

 

 

   

 

 

 

Total cash, cash equivalents and restricted cash shown in the statements of cash flows

     6,977,952       86,506,935