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Share Name | Share Symbol | Market | Type |
---|---|---|---|
OceanPal Inc | NASDAQ:OP | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 1.13 | 1.10 | 1.14 | 0 | 00:00:00 |
OCEANPAL INC.
|
||
(registrant)
|
||
Dated: September 5, 2024
|
||
By:
|
/s/ Vasiliki Plousaki
|
|
Vasiliki Plousaki
|
||
Chief Financial Officer
|
Vessel | Sister |
Gross Rate
|
Delivery Date
|
Redelivery Date
|
||||||||||
BUILT / DWT | Ships* |
(USD/Day)
|
Com**
|
Charterers
|
to Charterers***
|
to Owners****
|
Notes
|
|||||||
3 Panamax Bulk Carriers
|
||||||||||||||
1
|
PROTEFS
2004 / 73,630
|
A
|
$ |
13,000
|
5.00%
|
CHINA RESOURCE CHARTERING LIMITED
|
14-Apr-24
|
14-Jul-24
|
||||||
|
$ |
8,600
|
5.00%
|
BG SHIPPING (SINGAPORE) PTE. LTD.
|
14-Jul-24
|
14-Aug-24
|
||||||||
$ |
8,400
|
5.00%
|
LOTUS OCEAN TRANSPORTATION (HK) LIMITED
|
14-Aug-24
|
10-Sep-24
|
1 |
||||||||
$ |
9,400 | 5.00% |
JOINT VISION SHIPPING CO., LIMITED
|
10-Sep-24
|
05-Oct-24
|
2,3 |
||||||||
2
|
CALIPSO
2005 / 73,691
|
A
|
$ |
13,250
|
5.00%
|
COFCO INTERNATIONAL FREIGHT SA
|
6-Apr-24
|
3-Aug-24
|
||||||
|
$ |
8,500
|
5.00%
|
SEAPOL SINGAPORE PTE. LTD.
|
13-Aug-24
|
3-Sep-24
|
||||||||
$ |
10,150
|
5.00%
|
ASL BULK SHIPPING LIMITED
|
3-Sep-24
|
02-Dec-24 – 01-Jan-25
|
4 |
||||||||
3
|
MELIA
2005 / 76,225
|
$ |
15,250
|
5.00%
|
OLDENDORFF CARRIERS GMBH & CO. KG
|
1-May-24
|
4-Aug-24
|
|||||||
|
$ |
11,750
|
5.00%
|
CHINA RESOURCE CHARTERING LIMITED
|
4-Aug-24
|
12-Nov-24
|
5 |
|||||||
2 Capesize Bulk Carriers
|
||||||||||||||
4
|
SALT LAKE CITY
2005 / 171,810
|
$ |
23,000
|
5.00%
|
DEYESION SHIPPING & TRADING COMPANY LIMITED
|
1-Jun-24
|
27-Jul-24
|
|||||||
$ |
19,000
|
5.00%
|
27-Jul-24
|
19-Sep-24
|
6 |
|||||||||
5
|
BALTIMORE
2005 / 177,243
|
$ |
22,000
|
5.00%
|
RICHLAND BULK PTE. LTD.
|
9-May-24
|
15-Sep-24 – 15-Nov-24
|
7 |
||||||
1 MR2 Tanker
|
||||||||||||||
6
|
ZEZE START
2009 / 49,999
|
-
|
-
|
-
|
-
|
-
|
8 |
*
|
Each dry bulk carrier is a "sister ship", or closely similar, to other dry bulk
carriers that have the same letter.
|
**
|
Total commission percentage paid to third parties.
|
***
|
In case of newly acquired vessel with new time charter attached, this date refers to
the expected/actual date of delivery of the vessel to the Company.
|
****
|
Range of redelivery dates, with the actual date of redelivery being at the Charterers'
option, but subject to the terms, conditions, and exceptions of the particular charterparty.
|
1
|
Redelivery date on an estimated time charter trip duration of about 27 days.
|
2
|
Estimated delivery date to the Charterers.
|
3
|
Redelivery date on an estimated time charter trip duration of about 25 days.
|
4 |
Redelivery date on an estimated time charter trip duration of about 90-120 days.
|
5 |
Redelivery date on an estimated time charter trip duration of about 100 days.
|
6 |
Redelivery date on an estimated time charter trip duration of about 53 days.
|
7 |
Vessel has been sold and it is expected to be delivered to her new Owners by latest November 20, 2024.
|
8 |
Vessel is expected to be delivered to the Company by latest September 20, 2024.
|
For the six months ended
June 30, 2024
|
For the six months ended
June 30, 2023
|
|||||||
Ownership days
|
910
|
867
|
||||||
Available days
|
903
|
847
|
||||||
Operating days
|
884
|
840
|
||||||
Fleet utilization
|
97.9
|
%
|
99.2
|
%
|
Amounts in the table below are in U.S dollars
|
For the six months ended
June 30, 2024
|
For the six months ended
June 30, 2023
|
||||||
Average Daily Results:
|
||||||||
Time charter equivalent (TCE) rate
|
$
|
12,189
|
$
|
9,453
|
||||
Daily vessel operating expenses
|
$
|
6,132
|
$
|
5,809
|
Amounts in the table below are in thousands of U.S dollars except for Available days and TCE rate
|
For the six months ended
June 30, 2024
|
For the six months ended
June 30, 2023
|
||||||
Time charter revenues
|
$
|
12,424
|
$
|
9,283
|
||||
Less: Voyage expenses
|
(1,417
|
)
|
(1,276
|
)
|
||||
Time charter equivalent revenues
|
$
|
11,007
|
$
|
8,007
|
||||
Available days
|
903
|
847
|
||||||
Time charter equivalent (TCE) rate
|
$
|
12,189
|
$
|
9,453
|
• |
the duration of our charters;
|
• |
our decisions relating to vessel acquisitions and disposals;
|
• |
the amount of time that we spend positioning our vessels;
|
• |
the amount of time that our vessels spend in undergoing drydock and/or special survey repairs;
|
• |
foreseen and unforeseen maintenance and upgrade work;
|
• |
the age, condition and specifications of our vessels;
|
• |
levels of supply and demand in the shipping industry; and
|
• |
other factors affecting spot market charter rates for our vessels.
|
(in millions of U.S. dollars)
|
Six months ended
June 30, 2024
|
Six months ended
June 30, 2023
|
||||||
Results of Operations
|
||||||||
Time charter revenues
|
$
|
12.42
|
$
|
9.28
|
||||
Voyage expenses
|
(1.41
|
)
|
(1.28
|
)
|
||||
Vessel operating expenses
|
(5.58
|
)
|
(5.04
|
)
|
||||
Depreciation and amortization of deferred charges
|
(3.44
|
)
|
(4.04
|
)
|
||||
Impairment loss
|
(1.09
|
)
|
-
|
|||||
General and administrative expenses
|
(3.29
|
)
|
(2.61
|
)
|
||||
Support agreement costs
|
(6.75
|
)
|
-
|
|||||
Management fees to related parties
|
(0.63
|
)
|
(0.61
|
)
|
||||
Change in fair value of warrants’ liability
|
-
|
6.34
|
||||||
Finance costs
|
-
|
(0.90
|
)
|
|||||
Interest income
|
0.26
|
0.21
|
||||||
Loss on equity method investment
|
(0.02
|
)
|
-
|
|||||
Other income
|
0.02
|
-
|
||||||
Net (loss)/income and comprehensive (loss)/income
|
(9.51
|
)
|
1.35
|
|||||
Net (loss)/income and comprehensive (loss)/income attributable to common stockholders
|
$
|
(10.32
|
)
|
$
|
0.02
|
Page
|
|
F-2
|
|
F-3
|
|
F-4
|
|
F-5
|
|
F-6
|
June 30, 2024
|
December 31, 2023
|
|||||||
ASSETS
|
||||||||
CURRENT ASSETS:
|
||||||||
Cash and cash equivalents
|
$
|
|
$
|
|
||||
Accounts receivable trade, net
|
|
|
||||||
Inventories
|
|
|
||||||
Prepaid expenses and other assets, net (Note 6) |
|
|
||||||
Insurance claims |
||||||||
Vessel held for sale (Notes 5 and 10) |
||||||||
Total current assets
|
|
|
||||||
FIXED ASSETS:
|
||||||||
Vessels, net (Note 5)
|
|
|
||||||
Total fixed assets
|
|
|
||||||
OTHER NON-CURRENT ASSETS:
|
||||||||
Deferred charges, net
|
|
|
||||||
Equity method investment (Note 4) |
||||||||
Total assets
|
$
|
|
$
|
|
||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
||||||||
CURRENT LIABILITIES:
|
||||||||
Accounts payable, trade and other
|
|
|
||||||
(Notes 3(a) and 3(b))
|
|
|
||||||
Dividends payable (Note 7(c))
|
|
|
||||||
Accrued liabilities
|
|
|
||||||
Unearned revenue
|
|
|
||||||
Total current liabilities
|
|
|
||||||
Commitments and contingencies (Note 6)
|
|
|
||||||
STOCKHOLDERS’ EQUITY:
|
||||||||
Preferred stock, $
|
|
|
||||||
Common stock, $
|
|
|
||||||
Additional paid-in capital (Note 7)
|
|
|
||||||
Accumulated deficit
|
(
|
)
|
(
|
)
|
||||
Total stockholders’ equity
|
|
|
||||||
Total liabilities and stockholders’ equity
|
$
|
|
$
|
|
June 30, 2024
|
June 30, 2023
|
|||||||
REVENUES:
|
||||||||
Time charter revenues
|
$
|
|
$
|
|
||||
EXPENSES:
|
||||||||
Voyage expenses
|
|
|
||||||
Vessel operating expenses (Note 9)
|
|
|
||||||
Depreciation and amortization of deferred charges (Note 5)
|
|
|
||||||
Impairment loss (Note 5) |
||||||||
General and administrative expenses
|
|
|
||||||
Support agreement costs (Note 3(d)) | ||||||||
Management fees to related parties (Notes 3(a) and 3(b))
|
|
|
||||||
Other operating (income)/loss
|
(
|
)
|
|
|||||
Operating loss
|
$
|
(
|
)
|
$
|
(
|
)
|
||
OTHER INCOME:
|
||||||||
Changes in fair value of warrants’ liability
|
|
|
||||||
Finance costs
|
|
(
|
)
|
|||||
Interest income
|
|
|
||||||
Loss on equity method investment (Note 4) |
( |
) | ||||||
Other income |
||||||||
Total other income, net
|
$
|
|
$
|
|
||||
Net (loss)/income and comprehensive (loss)/income
|
$
|
(
|
)
|
$
|
|
|||
Deemed dividend upon redemption of Series D Preferred Stock (Note 7(c))
|
(
|
)
|
(
|
)
|
||||
Dividends on Series C Preferred Stock (Note 7(c))
|
(
|
)
|
(
|
)
|
||||
Dividends on Series D Preferred Stock (Note 7(c))
|
(
|
)
|
(
|
)
|
||||
Undistributed earnings on Class A warrants
|
|
(
|
)
|
|||||
Net (loss)/income and comprehensive (loss)/income attributable to common stockholders
|
$
|
(
|
)
|
$
|
|
|||
(Loss)/Earnings per common share, basic (Note 8)
|
$
|
(
|
)
|
$
|
|
|||
Loss per common share, diluted (Note 8)
|
$
|
(
|
)
|
$
|
(
|
)
|
||
Weighted average number of common stock, basic (Note 8)
|
|
|
||||||
Weighted average number of common stock, diluted (Note 8)
|
|
|
Preferred Stock
Series B
|
Preferred Stock
Series C
|
Preferred Stock
Series D
|
Preferred Stock
Series E
|
Common Stock
|
Additional
Paid-in Capital |
Accumulated
Deficit
|
Total Equity
|
|||||||||||||||||||||||||||||||||||||||||||||
# of Shares
|
Par Value |
# of Shares
|
Par Value |
# of Shares
|
Par Value
|
# of Shares
|
Par Value
|
# of Shares
|
Par Value
|
|||||||||||||||||||||||||||||||||||||||||||
BALANCE, December 31, 2022
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
||||||||||||||||||||||||||||||
Net income
|
-
|
$
|
|
- |
$
|
|
- |
$
|
|
-
|
$
|
|
-
|
$
|
|
$
|
|
$
|
|
$
|
|
|||||||||||||||||||||||||||||||
Issuance of Series D Preferred Stock
|
-
|
-
|
-
|
-
|
|
|
-
|
-
|
-
|
-
|
|
|
|
|||||||||||||||||||||||||||||||||||||||
Issuance of
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||
Issuance of common shares pursuant to exercises of
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||
Issuance of Series E Preferred Stock
|
-
|
-
|
-
|
-
|
-
|
-
|
|
|
-
|
-
|
|
|
|
|||||||||||||||||||||||||||||||||||||||
Retirement of fractional common shares in June reverse stock split
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(
|
)
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||
Series D Preferred Stock redemption and issuance of common stock
|
-
|
-
|
-
|
-
|
(
|
)
|
|
-
|
-
|
|
|
|
(
|
)
|
|
|||||||||||||||||||||||||||||||||||||
Alternative cashless exercise of private placement warrants
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||
Issuance of restricted Series C Preferred Stock and compensation cost under the Equity
Incentive Plan
|
-
|
-
|
|
|
-
|
-
|
-
|
-
|
-
|
-
|
|
|
|
|||||||||||||||||||||||||||||||||||||||
Dividends declared and paid on Series D Preferred Stock (Note 7(c))
|
-
|
-
|
-
|
-
|
-
|
|
-
|
-
|
-
|
-
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||||||||||||||||||||||||||||||||
Dividends declared on Series C Preferred Stock (Note 7(c))
|
-
|
-
|
-
|
|
-
|
-
|
-
|
-
|
-
|
-
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||||||||||||||||||||||||||||||||
BALANCE, June 30, 2023
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
BALANCE, December 31, 2023
|
|
$
|
|
|
$
|
|
|
$
|
|
|
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
|||||||||||||||||||||||||||||||
Net loss
|
-
|
$
|
|
-
|
$
|
|
-
|
$
|
|
-
|
$
|
|
-
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
(
|
)
|
|||||||||||||||||||||||||||||
Series D Preferred Stock redemption and issuance of common stock (Note 7(c))
|
-
|
-
|
-
|
-
|
(
|
)
|
|
-
|
-
|
|
|
|
(
|
)
|
|
|||||||||||||||||||||||||||||||||||||
Issuance of restricted Series C Preferred Stock and compensation cost under the Equity
Incentive Plan (Note 7(c))
|
-
|
-
|
|
|
-
|
-
|
-
|
-
|
-
|
-
|
|
|
|
|||||||||||||||||||||||||||||||||||||||
Dividends declared and paid on Series D Preferred Stock (Note 7(c))
|
-
|
-
|
-
|
-
|
-
|
|
-
|
-
|
-
|
-
|
(
|
)
|
|
(
|
)
|
|||||||||||||||||||||||||||||||||||||
Dividends declared on Series C Preferred Stock (Note 7(c))
|
-
|
-
|
-
|
|
-
|
-
|
-
|
-
|
-
|
-
|
(
|
)
|
|
(
|
)
|
|||||||||||||||||||||||||||||||||||||
BALANCE, June 30, 2024
|
|
$
|
|
|
$
|
|
|
$
|
|
|
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
June 30, 2024
|
June 30, 2023
|
|||||||
Cash Flows provided by Operating Activities:
|
||||||||
Net (loss)/income
|
$
|
(
|
)
|
$
|
|
|||
Adjustments to reconcile net (loss)/income to net cash (used in)/provided by operating activities:
|
||||||||
Depreciation and amortization of deferred charges (Note 5)
|
|
|
||||||
Impairment loss (Note 5)
|
||||||||
Compensation cost on restricted stock awards (Note 7(c))
|
|
|
||||||
Finance costs
|
||||||||
Changes in fair value of warrants’ liability
|
|
(
|
)
|
|||||
Loss on equity method investment (Note 4)
|
||||||||
(Increase) / Decrease in:
|
||||||||
Accounts receivable, trade, net
|
(
|
)
|
|
|||||
Due from a related party
|
|
(
|
)
|
|||||
Inventories
|
(
|
)
|
(
|
)
|
||||
Prepaid expenses and other assets, net
|
(
|
)
|
(
|
)
|
||||
Insurance claims
|
||||||||
Increase / (Decrease) in:
|
||||||||
Accounts payable, trade and other
|
|
|
||||||
Due to related parties
|
(
|
)
|
(
|
)
|
||||
Accrued liabilities
|
|
(
|
)
|
|||||
Unearned revenue
|
|
(
|
)
|
|||||
Dry-dock costs
|
(
|
)
|
(
|
)
|
||||
Net cash (used in)/provided by Operating Activities
|
$
|
(
|
)
|
$
|
|
|||
Cash Flows used in Investing Activities:
|
||||||||
Payments for vessel improvements and vessel acquisitions (Note 5)
|
|
(
|
)
|
|||||
Net cash used in Investing Activities
|
$
|
|
$
|
(
|
)
|
|||
Cash Flows (used in)/provided by Financing Activities:
|
||||||||
Proceeds from issuance of units and warrants
|
|
|
||||||
Proceeds from exercise of prefunded warrants
|
|
|
||||||
Proceeds from issuance of Series E Preferred Stock
|
|
|
||||||
Payments of equity issuance and financing costs
|
|
(
|
)
|
|||||
Payments of dividends on Series C Preferred Stock (Note 7(c))
|
(
|
)
|
(
|
)
|
||||
Payments of dividends on Series D Preferred Stock (Note 7(c))
|
(
|
)
|
(
|
)
|
||||
Net cash (used in)/provided by Financing Activities
|
$
|
(
|
)
|
$
|
|
|||
|
||||||||
Net (decrease)/increase in cash and cash equivalents
|
$
|
(
|
)
|
$
|
|
|||
Cash and cash equivalents at beginning of the period
|
|
|
||||||
Cash and cash equivalents at end of the period
|
$
|
|
$
|
|
||||
SUPPLEMENTAL CASH FLOW INFORMATION
|
||||||||
Series C Preferred Stock dividends declared, not paid (Note 7(c))
|
$
|
(
|
)
|
$
|
(
|
)
|
||
Series D Preferred Stock dividends declared, not paid (Note 7(c))
|
|
( |
) | |||||
Deemed dividend upon redemption of Series D Preferred Stock (Note 7(c))
|
(
|
)
|
( |
) | ||||
Non-cash consideration for vessel acquisition through the issuance of Series D Preferred Stock
|
|
( |
) | |||||
Alternative cashless exercise of private placement warrants
|
• |
Cypres Enterprises Corp. (“Cypres”), a company incorporated in the Republic of Panama on September 7, 2000, owner of the 2004 built Panamax dry bulk carrier Protefs,
|
• |
Darien Compania Armadora S.A. (“Darien”), a company incorporated in the Republic of Panama on December 22, 1993, owner of the 2005 built Panamax dry bulk carrier Calipso,
|
• |
Marfort Navigation Company Limited (“Marfort”), a company incorporated in the Republic of Cyprus on August 10, 2007, owner of the 2005 built Capesize dry bulk carrier Salt Lake City,
|
• |
Darrit Shipping Company Inc. (“Darrit”), a company incorporated in the Republic of the Marshall Islands on June 2, 2022, owner of the 2005 built Capesize dry bulk carrier Baltimore (Note 5), and
|
• |
Fiji Shipping Company Inc. (“Fiji”), a company incorporated in the Republic of the Marshall Islands on January 27, 2023, owner of the 2005 built Panamax dry bulk carrier Melia.
|
(a) |
Diana Wilhelmsen Management Limited, or DWM:
|
(b) |
Steamship Shipbroking Enterprises Inc. or Steamship:
|
(c) |
Altair Travel Agency S.A. (“Altair”):
|
(d) |
Support Agreement with Sphinx Investment Corp (“Sphinx”):
|
(a) |
Vessels, net
|
Vessel Cost
|
Accumulated
Depreciation
|
Net Book Value
|
||||||||||
Balance, December 31, 2023
|
$
|
|
$
|
(
|
)
|
$
|
|
|||||
- Transfer to Vessel held for sale
|
(
|
)
|
|
(
|
)
|
|||||||
- Depreciation for the period
|
-
|
(
|
)
|
(
|
)
|
|||||||
Balance, June 30, 2024
|
$
|
|
$
|
(
|
)
|
$
|
|
(b) |
Vessel held for sale
|
(a) |
Common Stock
|
(b) |
Warrants
|
(c) |
Preferred Stock
|
(i) |
Series B Preferred Stock
|
(ii)
|
Series C Preferred Stock
|
(iii) |
Series D Preferred Stock
|
(iv) |
Equity Incentive Plan
|
(v) |
Series E Preferred Stock
|
June 30, 2024
|
June 30, 2023
|
|||||||
Net (loss)/income and comprehensive (loss)/income
|
$
|
(
|
)
|
$
|
|
|||
Less deemed dividend upon redemption of Series D Preferred
Stock
|
(
|
)
|
(
|
)
|
||||
Less dividends on Series C Preferred Stock
|
(
|
)
|
(
|
)
|
||||
Less dividends on Series D Preferred Stock
|
(
|
)
|
(
|
)
|
||||
Less undistributed earnings on Class A warrants
|
|
(
|
)
|
|||||
Net (loss)/income and comprehensive (loss)/income attributable to common stockholders for basic (loss)/earnings per share purposes
|
$
|
(
|
)
|
$
|
|
|||
Less changes in fair value of warrants’ liability
|
|
(
|
)
|
|||||
Net loss and comprehensive loss attributable to common stockholders for diluted loss per share purposes
|
$
|
(
|
)
|
$
|
(
|
)
|
||
|
||||||||
Weighted average number of common stock, basic
|
|
|
||||||
Effect of dilutive securities
|
|
|
||||||
Weighted average number of common stock, diluted
|
|
|
||||||
|
||||||||
(Loss)/ Earnings per share, basic
|
$
|
(
|
)
|
$
|
|
|||
Loss per share, diluted
|
$
|
(
|
)
|
$
|
(
|
)
|
June 30,
|
June 30,
|
|||||||
Vessel Operating Expenses
|
2024
|
2023
|
||||||
Crew & crew related costs
|
$
|
|
$
|
|
||||
Repairs & maintenance, spares, stores, classification, chemicals & gases, paints, victualling
|
|
$
|
|
|||||
Lubricants
|
|
$
|
|
|||||
Insurances
|
|
$
|
|
|||||
Annual taxes and registration fees
|
|
$
|
|
|||||
Other
|
|
$
|
|
|||||
Total Vessel operating expenses
|
$
|
|
$
|
|
Charterer
|
Six months ended June 30, 2024
|
Six months ended June 30, 2023
|
||
A
|
|
|||
B
|
|
|||
C
|
|
|||
D
|
|
|||
E |
|
|||
F |
|
•
|
On subsequent remeasurement date as of June 30, 2023, a fair value of $
|
•
|
At partial settlement date as of June 8, 2023, a fair value of $
|
•
|
At partial settlement date as of June 15, 2023, a fair value of $
|
•
|
At partial settlement date as of June 16, 2023, a fair value of $
|
•
|
At partial settlement date as of June 20, 2023, a fair value of $
|
(a) |
Dividend Payments on Series C and Series D Preferred Stock
|
(b) |
Purchase of
MR2 tanker vessel
|
Document and Entity Information |
6 Months Ended |
---|---|
Jun. 30, 2024 | |
Cover [Abstract] | |
Document Type | 6-K |
Amendment Flag | false |
Document Period End Date | Jun. 30, 2024 |
Current Fiscal Year End Date | --12-31 |
Entity Registrant Name | OceanPal Inc. |
Entity Central Index Key | 0001869467 |
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares |
Jun. 30, 2024 |
Dec. 31, 2023 |
Nov. 29, 2021 |
Apr. 14, 2021 |
---|---|---|---|---|
STOCKHOLDERS' EQUITY: | ||||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | 100,000,000 | |
Preferred stock, shares issued (in shares) | 523,782 | 520,459 | ||
Preferred stock, shares outstanding (in shares) | 523,782 | 520,459 | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | 500 |
Common stock, shares issued (in shares) | 7,451,977 | 7,448,601 | ||
Common stock, shares outstanding (in shares) | 7,451,977 | 7,448,601 |
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) |
6 Months Ended |
---|---|
Jun. 30, 2023
shares
| |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |
Issuance of units | 15,000,000 |
Pre-Funded Warrants [Member] | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |
Issuance of warrants | 2,700,000 |
Exercise of warrants | 2,700,000 |
Class B Warrants [Member] | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |
Issuance of warrants | 15,000,000 |
Common Stock [Member] | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |
Issuance of stock (in shares) | 615,000 |
Basis of Presentation and General Information |
6 Months Ended | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | ||||||||||||||||
Basis of Presentation and General Information [Abstract] | ||||||||||||||||
Basis of Presentation and General Information |
1. Basis of Presentation and General Information
The accompanying unaudited interim consolidated financial statements include the accounts of OceanPal Inc. (the ‘‘Company”, or “OceanPal”, or “OP”),
and its wholly owned subsidiaries (collectively, the “Company”). OP was incorporated by Diana Shipping Inc. (“Diana Shipping” or “DSI”) on April 15, 2021, under the laws of the Republic of the Marshall Islands, having a share capital of 500 shares, par value $0.01 per share,
issued to DSI. On June 24, 2021, OP filed a confidential registration statement on Form 20-F with the US Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, to effect a spin-off of three of DSI’s vessel owning subsidiaries together with working capital in exchange of common and preferred stock to DSI’s stockholders and DSI,
respectively (the “Spin-Off”). On November 29, 2021, the registration statement was declared effective. Upon Spin-Off consummation, the Company’s articles of incorporation and bylaws were amended. Under the amended articles of incorporation, the
Company's authorized share capital increased from 500 to one billion shares of common stock at par value $0.01 and 100,000,000 preferred stock at par value $0.01.
In June 2023, the Company’s articles of incorporation and bylaws were further amended. The Company’s shares trade on the Nasdaq Capital Market (or “Nasdaq”) under the ticker symbol “OP”.
Effective June 8, 2023, the Company effected a
reverse stock split on its then issued and outstanding common stock. All share and per share amounts disclosed in the accompanying unaudited interim consolidated financial statements give effect to this reverse stock split, retroactively, as
applicable, for all periods presented. The accompanying unaudited interim consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting
principles, or U.S. GAAP, for interim financial information. Accordingly, they do not include all the information and notes required by U.S. GAAP for complete financial statements. These unaudited interim consolidated financial statements have been
prepared on the same basis and should be read in conjunction with the financial statements for the year ended December 31, 2023, included in the Company's Annual Report on Form 20-F filed with the Securities and Exchange Commission on April 15,
2024 (the “2023 Annual Report”) and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments considered necessary for a fair presentation of the Company's financial position, results of operations and
cash flows for the periods presented. Operating results for the six-month period ended June 30, 2024, are not necessarily indicative of the results that might be expected for the fiscal year ending December 31, 2024.
The consolidated balance sheet as of December 31, 2023, has been derived from the audited consolidated financial statements of the Company as of that
date, but does not include all the information and footnotes required by U.S. GAAP for complete financial statements.
The Company is engaged in the ocean transportation of cargoes worldwide through the ownership and operation of vessels. Each of the vessels is owned
through a separate wholly owned subsidiary. As of June 30, 2024, the Company was the sole owner of all outstanding shares of the following subsidiaries:
The Company operates its fleet through Diana Wilhelmsen Management Limited (or “DWM”) (Note 3(a)) and Steamship Shipbroking Enterprises Inc. (or “Steamship”) (Note 3(b)).
Uncertainties caused by worldwide health and geopolitical events: As of June 30, 2024, and to date, no apparent
consequences have been identified on the Company’s business, or counterparties, by COVID-19 or the armed conflicts in Ukraine and the Middle East and their implications. None of the Company’s contracts have been affected by the events in Ukraine
and Middle East.
The related financial reporting implications cannot be reasonably estimated at this time, although they could materially affect the Company’s business,
results of operations and financial condition in the future. As a result, certain of the Company’s estimates and assumptions carry a higher degree of variability and volatility. As events continue to evolve and additional information becomes
available, the Company’s estimates may change in future periods. The overall impact on the Company’s business, and the efficacy of any measures the Company takes in response to the challenges presented by these geopolitical events, will depend on
how those events will further develop, the duration and extent of the restrictive measures that are associated with such events and their impact on global economy and trade, which is still uncertain.
The Company is constantly monitoring the developing situations, as well as its charterers’ and other counterparties’ response to the
market and continuously evaluates the effect on its operations. Also, the Company monitors inflation in the United States of America, Eurozone and other countries, including ongoing global prices pressures that are driving up energy and
commodity prices in the wake of the armed conflicts in Ukraine and the Middle East, which continue to have a moderate effect on the Company’s operating expenses.
|
Significant Accounting Policies - Recent Accounting Pronouncements |
6 Months Ended |
---|---|
Jun. 30, 2024 | |
Significant Accounting Policies - Recent Accounting Pronouncements [Abstract] | |
Significant Accounting Policies - Recent Accounting Pronouncements |
2. Significant Accounting Policies – Recent Accounting Pronouncements
A discussion of the Company's significant accounting policies can be found in the audited consolidated financial statements for the year ended
December 31, 2023, as filed with the SEC as part of the 2023 Annual Report. There have been no material changes to these policies in the six-month period ended June 30, 2024, except for as discussed below:
Vessels held for sale: The Company classifies a vessel as being held for sale when all of the following criteria, under ASC 360
“Property, Plant, and Equipment”, are met: (i) management has committed to a plan to sell the asset; (ii) the asset is available for immediate sale in its present condition; (iii) an active program to locate a buyer and other actions required
to complete the plan to sell the asset have been initiated; (iv) the sale of the asset is probable, and transfer of the asset is expected to qualify for recognition as a completed sale within one year; (v) the asset is being actively marketed
for sale at a price that is reasonable in relation to its current fair value; and (vi) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.
Vessels classified as held for sale are measured at the lower of their carrying amount or fair value less cost to sell. The resulting difference, if any, is recorded under “Impairment loss” in the consolidated statement of comprehensive
(loss)/income. The vessels are not depreciated once they meet the criteria to be classified as held for sale. As of June 30, 2024, the Company had classified one of its vessels as held for sale (Note 5), whereas no vessel was
classified as held for sale as of December 31, 2023.
|
Transactions with Related Parties |
6 Months Ended | ||||||||
---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||
Transactions with Related Parties [Abstract] | |||||||||
Transactions with Related Parties |
3. Transactions with Related Parties
A discussion of the Company’s pre-existing transactions with related parties that did not present any change in the six-month period ended June 30, 2024, can be found in Note 3 of the Company’s
consolidated financial statements for the year ended December 31, 2023, included in the 2023 Annual Report.
Management fees charged by DWM for the six-month periods ended June 30, 2024, and 2023, amounted to $709 and $646, respectively. Of the management fees charged by
DWM in the six-month periods ended June 30, 2024, and 2023, $555 and $531, respectively, are included in “Management fees to related parties” and $154
and $115, respectively, are included in “Voyage expenses”, in the accompanying unaudited interim consolidated statements of
comprehensive (loss)/income. As of June 30, 2024, and December 31, 2023, amounts of $31 and $12, respectively, were due to DWM, included in “Due to related parties” in the accompanying consolidated balance sheets.
For the six-month periods ended June 30, 2024, and 2023, insurance and administrative management fees amounted to $75 and $75, respectively, and are included in “Management fees to related parties” in the accompanying unaudited interim consolidated statements of comprehensive
(loss)/income. For the six-month periods ended June 30, 2024, and 2023, aggregate brokerage fees amounted to $1,207
and $1,131, respectively. Of the brokerage fees charged by Steamship for the six-month periods
ended June 30, 2024, and 2023, $900 and $900, respectively, are included in “General and administrative expenses”, whereas, $307 and $231,
respectively, are included in “Voyage expenses” in the accompanying unaudited interim consolidated statements of comprehensive (loss)/income.
For the six-month periods ended June 30, 2024, and 2023, accrued performance bonuses of $114 and $99 are included in “General and administrative
expenses” in the accompanying unaudited interim consolidated statements of comprehensive (loss)/income. As of June 30, 2024, and December 31, 2023, there was an amount of $368 and $462, respectively, due to Steamship, included in “Due
to related parties” in the accompanying consolidated balance sheets, regarding outstanding fees for the services provided under the agreements discussed above, also resulting from amounts paid by Steamship on behalf of the Company.
Travel expenses
charged by Altair for the six months ended June 30, 2024, and 2023, amounted to $23 and $25, respectively, and are mainly included in "Vessel operating expenses” in the accompanying unaudited interim consolidated statement of comprehensive loss.
On May 17, 2024, the Company entered into a support agreement with Sphinx, a company affiliated with Mr. George Economou, which as of June 30, 2024, owned 14.1% of the Company’s
outstanding common stock (the “Support Agreement”). The Support Agreement was unanimously approved by the Company’s Board. Pursuant to the Support
Agreement, Sphinx has agreed to withdraw its shareholder proposals and director nominations contained in its prior notice delivered to the Company in
respect of the Company’s 2024 Annual Meeting of Shareholders, held on May 17, 2024, and to commit to voting in favor of the Board’s slate of recommended directors and with respect to certain other proposals at each Company shareholder
meeting through the 2029 annual meeting of the Company’s shareholders. In addition, Sphinx and the Company have agreed on a non-binding basis to a structure for the provision by Mr. Economou of strategic advice to the Board with respect to
future opportunities for creating shareholder value. In exchange for Sphinx’s support and for the reimbursement of certain of its out of pocket and other expenses, the Company has agreed to pay Sphinx a non-refundable sum of $6,750 which is presented in “Support Agreement costs” in the accompanying unaudited interim consolidated statement of comprehensive loss. The amount was fully settled
during the second quarter of 2024. Pursuant to the Support Agreement, the Company agreed not to convert, among other securities, preferred shares held by its directors and officers into common shares from the time of the execution of the
Support Agreement to the first anniversary thereof. The agreement also includes customary standstill provisions, mutual releases, and non-disparagement terms, among others.
|
Equity Method Investment |
6 Months Ended |
---|---|
Jun. 30, 2024 | |
Equity Method Investment [Abstract] | |
Equity Method Investment |
4. Equity Method Investment
Details on the Company’s equity method investment in RFSea are discussed in Note 4 of the 2023 Annual Report. As of June 30, 2024, and December 31,
2023, the investment in RFSea amounted to $1,630 and $1,645, respectively, and is presented in “Equity method investment” in the accompanying consolidated balance sheets.
For the six month period ended June 30, 2024, the loss from this investment amounted to $15 and is presented in “Loss on equity method investment” in the accompanying unaudited interim consolidated statement of comprehensive (loss)/income. The Company’s maximum exposure to a
loss as a result of its investment in RFSea, is limited to its committed amounted in this investment, $4,125.
|
Vessels, net and Vessel held for sale |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessels, net and Vessel held for sale [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessels, net and Vessel held for sale |
5. Vessels, net and Vessel held for sale
The amounts reflected in “Vessels, net” in the accompanying consolidated balance sheets are analyzed as follows:
On April 30, 2024, the Company, through its wholly owned subsidiary Darrit, entered into an agreement with an unrelated party to sell the
vessel Baltimore for a sale price of $18,250, before commissions and other sale expenses. On April 25, 2024, according to the
provisions of ASC 360, the vessel was classified in current assets as “Vessel held for sale” and was measured at its fair value (as determined through Level 1 inputs of the fair value hierarchy by reference to its agreed sale price as
per the memorandum of agreement terms) less estimated costs to sell (Note 10), which was lower than the vessel’s carrying amount. Such classification resulted in an impairment loss of $1,087 which is separately presented in “Impairment loss” in the accompanying unaudited interim consolidated statement of comprehensive loss. No additional impairment loss was recognized upon remeasurement on June 30, 2024. The vessel is expected to be delivered to its buyers
latest by November 20, 2024.
|
Commitments and Contingencies |
6 Months Ended |
---|---|
Jun. 30, 2024 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies |
6. Commitments and Contingencies
(a) Various claims, suits, and complaints, including those involving government regulations and product liability, arise in the ordinary course of the shipping business. In addition, losses
may arise from disputes with charterers, agents, insurance, and other claims with suppliers relating to the operations of the Company’s vessels. The Company accrues for the cost of environmental and other liabilities when management becomes
aware that a liability is probable and is able to reasonably estimate the probable exposure. The Company’s vessels are covered for pollution in the amount of $1 billion per vessel per incident, by the P&I Association in which the Company’s vessels are entered. The Company’s vessels are subject to estimated total calls payable to their
P&I Association and may be subject to supplementary calls which are calculated as a percentage of the net estimated total calls for each year and after deducting any applicable rebates, laid up returns and other deductions. A decision to
levy supplementary calls is made by the Board of Directors of the Association at any time during or after the end of the relevant policy year. There is no limit to the number or amount of supplementary calls that can be levied in respect of a
policy year. Supplementary calls, if any, are issued when they are announced and according to the period they relate to. The Company, so far, has not been made aware of any supplementary calls outstanding in respect of any policy year.
The Company has an open balance from a dispute with one
charterer for revenues recognized during the year ended December 31, 2022, which as of June 30, 2024, and December 31, 2023, amounted to $116
and is included in Prepaid expenses and other assets, net, in the accompanying consolidated balance sheets. In May 2024, in connection with its previously outstanding balance regarding another dispute with one of its charterers amounting to $120,
the Company reached an amicable settlement in the amount of $111 and recorded, as a result, in the six months ended June 30, 2024, an
additional loss of $9 which is included in “Other operating (income)/loss” in the accompanying unaudited interim consolidated statement
of comprehensive (loss)/income.
As of June 30, 2024, all the Company’s vessels were fixed under time charter agreements, considered as operating leases and accounted for as per the provisions of
ASC 842. The minimum contracted revenues expected to be generated (gross of charterers’ commissions), based on the existing commitments to non-cancelable time charter contracts as of June 30, 2024 and until their earliest expiration dates, all
falling within the third quarter of 2024, were estimated at $3,410.
(b) As of June 30, 2024, the total contractual obligations in connection with the Company’s chemical tankers’ investment amounted to $2,750, of which $1,375 is expected to be due in the fourth
quarter of 2024 and $1,375 is expected to be due in the second quarter of 2025 (Note 4).
|
Capital Stock and Changes in Capital Accounts |
6 Months Ended | ||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | |||||||||||||||||
Capital Stock and Changes in Capital Accounts [Abstract] | |||||||||||||||||
Capital Stock and Changes in Capital Accounts |
7. Capital Stock and Changes in Capital Accounts
Details of the Company’s previous changes in capital accounts can be found in Note 7 of the audited
consolidated financial statements for the year ended December 31, 2023, included in the Company’s 2023 Annual Report. There have been no material changes to these in the six month period ended June 30, 2024, except for as discussed below:
As of June 30, 2024, and December 31, 2023, 7,451,977 and 7,448,601, respectively, shares of common stock were issued and outstanding (all shares of common stock in registered form).
Pursuant to the February 2023 Registered Direct Offering and Concurrent Private Placement (as defined below) and the January 2022 Underwritten Public Offering, as of
June 30, 2024, the Company had outstanding i) 14,474,000 Class A warrants with an exercise price of $154 dollars per common share that may obligate it to issue up to an additional of 72,370 common shares, and ii) 15,000,000 Class B
warrants with an exercise price of $20.20 dollars per common share, that may obligate it to issue up to an additional of 750,000 common shares.
During the six months ended June 30, 2023, concurrently with the February 2023 Registered Direct Offering, the
Company issued 15,000,000 private placement warrants to purchase 750,000 common shares (the “Concurrent Private Placement”). The Company initially recorded the private placement warrants as noncurrent liabilities at their fair value
amounting to $7,504, with subsequent changes in their respective fair values recognized in line “Changes in fair value of
warrants’ liability” in the accompanying unaudited interim consolidated statement of comprehensive (loss)/income (Note 10). During the six months ended June 30, 2023, the Company received notices of alternative cashless exercises for 8,353,121 private placement warrants issued in the Concurrent Private Placement which resulted in the issuance of 313,243 shares of common stock.
As of June 30, 2024, the Company had outstanding 500,000 Series B
Preferred Stock, with par value $0.01 per share, issued to DSI. The Series B Preferred
Stock votes with the common shares of the Company, and each share of Series B Preferred Stock entitles the holder thereof to 2,000
votes on all matters on which the Company’s stockholders are entitled to vote of up to 34% of the total number of votes entitled
to be cast for all matters for which the Company’s stockholders are entitled to vote on, but with no economic rights. To the extent the aggregate voting power of any holder of Series B Preferred Stock, together with any affiliate of such
holder, would exceed 49% of the total number of votes that may be cast on any matter submitted to a vote of the Company’s
stockholders, the number of votes of the Series B Preferred Stock shall be automatically reduced so that such holder’s aggregate voting power, together with any affiliate of such holder, is not more than 49%. Furthermore, the Series B Preferred Stock has no dividend, distribution or liquidation rights and cannot be transferred without the consent
of the Company except to the holder’s affiliates or successors.
The Series C Preferred Stock, with liquidation preference $1,000 per share, has no voting rights except (1) in respect of amendments to the articles of incorporation which would adversely alter the preferences, powers or rights of the
Series C Preferred Stock or (2) in the event that the Company proposes to issue any parity stock if the cumulative dividends payable on outstanding Series C Preferred Stock are in arrears or any senior stock. Also, holders of Series C
Preferred Stock, rank prior to (i) the holders of common shares, (ii) if issued, any Series A Participating Preferred Stock, the Series B Preferred Stock and (iii) any other class or series of capital stock established after their
original issuance date with respect to dividends, distributions and payments upon liquidation. The Series C Preferred Stock has a cumulative preferred dividend accruing from the date of original issuance which is payable on the 15th day
of January, April, July and October of each year at the dividend rate of 8.0% per annum, and is convertible into common
shares at the holders’ option commencing upon the first anniversary of the original issuance date, at a conversion price equal to the lesser of $1,300.00 (subject to change under anti-dilution provisions) and the 10-trading
day trailing VWAP of the common shares, or at any time after their issuance date in case of any fundamental change (i.e. liquidation, change of control, dissolution or winding up of the affairs) of the Company. The Series C Preferred
Stock is also optionally redeemable at the holder’s option in case of fundamental change, if the holder does not exercise its conversion right discussed above, and optionally redeemable at the option of the holder in case of certain
corporate events as defined in the statement of designations of the Series C Preferred Stock. The holder, however, is prohibited from converting the Series C Preferred Stock into common shares to the extent that, as a result of such
conversion, the holder (together with its affiliates) would beneficially own more than 49% of the total outstanding common
shares of the Company.
The Series C Preferred Stock is not mandatorily redeemable and does not meet any other criteria under ASC 480 to be classified as liability, and under
the Company’s assessment is classified in permanent equity, according to the Company’s accounting policy. In particular, the Company assessed that certain of the aforementioned features requiring bifurcation under ASC 815 had de
minimis value at inception and in each measurement date, while others were clearly and closely related to the host instrument thus no bifurcation was required or falling under the scope exceptions from derivative accounting.
On February 21, 2024, the Company awarded and granted its directors with 3,332 Series C Preferred Stock, as per the terms of the amended and restated Equity Incentive Plan (refer to (iv) below).
As a result, as of June 30, 2024, the Company had 8,853
shares of Series C Preferred Stock issued and outstanding with par value of $0.01 per share, while, as of the same date, 4,998 shares of Series C Preferred Stock awarded under the amended and restated 2021 Equity Incentive Plan remained unvested.
As of June 30, 2024, the Series C Preferred Stock remained outside the scope of ASC 480, classified as permanent equity, while all features requiring
bifurcation under ASC 815 at inception, were determined of de minimis value upon reassessment as of June 30, 2024.
Dividend payments and declarations on Series C Preferred Stock:
On January 16, 2024, the Company paid a quarterly cash dividend
of $20.0 per share, or $110
in the aggregate, on its then outstanding 5,521 Series C Preferred Stock to Series C Preferred Stockholders of record date January 12, 2024, for the period from October 15, 2023, up to and including January 14, 2024.
On April 15, 2024,
the Company paid a quarterly cash dividend of $20.0 per share, or $150 in the aggregate, on (i) its then outstanding 5,521
Series C Preferred Stock for the period from January 15, 2024, up to and including April 14, 2024, and (ii) the 3,332 shares of
Series C Preferred Stock awarded to directors on February 21, 2024 for the period from February 21, 2024 up to and including April 14, 2024, to Series C Preferred Stockholders of record date April 12, 2024.
On June 20, 2024, the
Company declared a dividend of $20.0 per share, or $177, in the aggregate on the Company's then outstanding Preferred Stock which was paid on July 15, 2024 (Note 11(a)).
On January 17, 2023,
the Company paid a quarterly cash dividend of $20.0 per share, or $240 in aggregate, on its then outstanding 11,982 Series C
Preferred Stock to Series C Preferred Stockholders of record date January 13, 2023, for the period from October 15, 2022, up to and
including January 14, 2023.
On April 17, 2023, the Company paid a quarterly cash dividend of
$20.0 per share, or $268
in the aggregate, on i) the Company’s outstanding 10,000 Series C Preferred Stock, ii) the 1,982 shares of Series C Preferred Stock awarded to directors on April 15, 2022, for the period from January 15, 2023 up to and including April
14, 2023, and iii) the 3,332 shares of Series C Preferred Stock awarded to directors on March 7, 2023, for the period from March
7, 2023 up to and including April 14, 2023.
On June 28, 2023, the Company’s board of directors declared a
quarterly cash dividend of $20.0 per share, or $307 in the aggregate, on its Company's outstanding 15,314 Series C Preferred Stock to Series C
Preferred Stockholders of record date July 14, 2023, for the period from April 15, 2023, up to and including July 14, 2023.
The Series D Preferred Stock, with liquidation preference $1,000 per share, has no voting rights except (1) in respect of amendments to the articles of incorporation which would adversely alter the
preferences, powers or rights of the Series D Preferred Stock or (2) in the event that the Company proposes to issue any parity stock if the cumulative dividends payable on outstanding Series D Preferred Stock are in arrears or any senior
stock. Also, holders of Series D Preferred Stock, rank equal to Series C Preferred Stock, prior to (i) the holders of common shares, (ii) if issued, any Series A Participating Preferred Stock, and any Series B Preferred Stock and (iii) any
other class or series of capital stock established after their original issuance date with respect to dividends, distributions and payments upon liquidation. The Series D Preferred Stock has a cumulative preferred dividend accruing from the
date of original issuance which is payable on the 15th day of January, April, July and October of each year at the dividend rate of 7.0%
per annum, and is convertible into common shares at the holders’ option at any time after the original issuance date, at a conversion price equal to the 10-trading day trailing VWAP of the common shares. The Series D Preferred Stock is also optionally redeemable at the holder’s option in case of fundamental change or in case of certain
corporate events as defined in the statement of designation of the Series D Preferred Stock. Holders of the Series D Preferred Stock, however, are prohibited from converting the Series D Preferred Stock into common shares to the extent that,
as a result of such conversion, holders (together with their affiliates) would beneficially own more than 49% of the total
outstanding common shares of the Company.
Series D Preferred Stock redemptions:
During the period from January 1, 2024, to June 30, 2024, holders of the Company’s Series D preferred
stock unaffiliated with the Company, exercised their right to redeem nine Series D Preferred Stock to common stock, resulting in
the issuance of 3,376 shares of common stock of the Company and a deemed dividend of $2 to Series D preferred holders, being the excess value of the shares of common stock of as compared to the fair value of the Series D Preferred
Stock redeemed.
Following the conclusion of the above transactions, as of June 30, 2024, the Company had 13,729 shares of Series D Preferred Stock issued and outstanding.
As of June 30, 2024, the Series D Preferred Stock remained outside the scope of ASC 480, classified as permanent equity, while all features requiring bifurcation under ASC 815 had de minimis value upon
reassessment as of June 30, 2024.
Dividend payments and declarations on
Series D Preferred Stock:
On January 16, 2024, the
Company paid a quarterly cash dividend of $17.5 per share, or $240 in the aggregate, on the Company's then outstanding 13,738 shares of
Series D Preferred Stock to Series D Preferred Stockholders of record date January 12, 2024, for the period from October 15, 2023,
up to and including January 14, 2024.
On April 15, 2024, the Company paid a quarterly cash dividend of $17.5 per share, or $241 in the aggregate, on the Company's then outstanding 13,729 shares of Series D Preferred Stock to Series D Preferred Stockholders of record date April 12, 2024, for the period from January 15, 2024, up to and including April 14, 2024.
On January 17, 2023, the Company declared and paid a quarterly cash dividend of $17.5 per share, or $161 in the aggregate, on its then outstanding 9,172
Series D Preferred Stock, for the period from October 15, 2022, up to and including January 14, 2023.
On April 17, 2023,
the Company declared and paid a quarterly cash dividend of $17.5 per share, or $327 in the aggregate, on i) the Company’s previously outstanding Series D Preferred Stock (9,172 shares) for the period from January 15, 2023 up to and including April 14, 2023, and ii) the 13,157 shares of Series D Preferred Stock issued in connection with the acquisition of M/V Melia, for the period from February 8, 2023 up to and including April 14, 2023.
On June 30, 2023,
the Company declared a quarterly cash dividend of $17.5 per share, or $240 in the aggregate, on the Company’s outstanding 13,739
shares of Series D Preferred Stock to Series D Preferred Stockholders of record date July 14, 2023, for the period from April 15,
2023, up to and including July 14, 2023.
On February 21, 2024, the Company's Board of Directors approved the award and grant of 3,332
shares of restricted Series C Preferred Stock to the Company’s directors, pursuant to the Company's amended and restated Equity Incentive Plan for a fair value of $3,144, based on
valuation obtained by an independent third party for the purposes of the transaction, as annual bonus. The cost of this award is expected to be recognized in comprehensive (loss)/income ratably over the restricted shares’ two-year vesting period.
The fair value of the above instrument issued by the Company, was based as of its measurement date on the present values of the
future cash outflows derived from (i) the dividends payable under the equity instrument, assuming the shares of preferred stock are held for a period of ten years after their original issuance date, and (ii) the instrument’s
liquidation proceeds. In determining the fair value of the respective restricted stock award, the Company applied a discount factor of 9.3%,
determined based on the Company’s estimated weighted average cost of capital comprising of (i) risk-free rate of 4.25%,
(ii) representative beta of 0.8, and (iii) equity market average return of 10.5%.
The Company assessed the issuance of the Series C Preferred Stock and their features pursuant to these awards and concluded that they
should be classified in permanent equity with no embedded derivative requiring bifurcation other than those that were assessed with de minimis value.
On March 7, 2024, and April 15, 2024, 1,666 and 991, respectively, restricted shares of Series
C Preferred Stock awarded on March 7, 2023, and April 15, 2022, to Company’s directors as per the terms of the amended and restated equity incentive plan, were fully vested in accordance with the terms of the respective restricted stock
award agreements.
On April 10,
2024, the Company further amended and restated its 2021 Equity Incentive Plan so that the maximum aggregate number of shares of common stock that may be delivered pursuant to awards granted under the 2021 Equity Incentive Plan, as amended
and restated, is 2,000,000.
As of June
30, 2024, 1,354 shares of Series C Preferred Stock remained reserved for issuance according to the Company’s amended and
restated Equity Incentive Plan.
For the
six-month periods ended June 30, 2024, and 2023, compensation cost on restricted stock awards amounted to $1,459 and $819, respectively, and is included in “General and administrative expenses” in the accompanying unaudited interim consolidated statements of
comprehensive (loss)/income. As of June 30, 2024, and December 31, 2023, the total unvested Series C Preferred Stock pursuant to the above restricted stock awards was 4,998 and 4,323, respectively, whereas total
unrecognized compensation cost relating to the Company’s outstanding restricted stock awards was $3,493 and $1,808, respectively. As of June 30, 2024, the average period over which the total compensation cost related to non-vested restricted stock,
was expected to be recognized, was 1.16 years.
As of June 30, 2024, the Company had outstanding 1,200 shares of Series E Preferred Stock, with par value $0.01
per share, issued to an entity affiliated with the Company’s Chairperson.
|
(Loss)/Earnings per Common Share |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(Loss)/Earnings per Common Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(Loss)/Earnings per Common Share |
8. (Loss)/Earnings per Common Share
All of the Company’s issued and outstanding common stock (including any restricted shares issued under the Company’s amended and restated equity
incentive plan) have equal rights to vote and participate in dividends, subject to forfeiture provisions as set forth in the respective stock award agreements, as applicable. Furthermore, the Class A warrants are entitled to receive dividends,
if and when declared, which are not refundable, and therefore are considered participating securities for basic earnings per share calculation purposes. The Class A warrants do not participate in losses. For the six month period June 30, 2024,
the Company declared and paid aggregate cash dividends on its Series C preferred stock of $327 and $260, respectively. With regards to the Series D preferred stock, during the six-month period ended June 30, 2024, the Company declared and paid
aggregate cash dividends of $481, which excludes any amounts accrued in prior periods, as applicable. Also, during the six-month period ended June 30, 2024, certain Series D preferred stockholders redeemed nine shares of Series D preferred stock, for which the Company recorded deemed dividend amounting to $2. For the six-month period ended June 30, 2023, the Company declared and paid aggregate cash dividends to its Series C preferred stockholders of $575 and $508, respectively. In the
same period, the Company declared and paid aggregate cash dividends on its Series D preferred stock of $592 and $487, respectively, which excludes any amounts accrued in prior periods, as applicable. Also, during the six month period ended June 30, 2023 and in connection with the M/V Melia acquisition and the resulting stock dividend of June 2023 (for more details on this transaction, please refer to
Note 7 (c) of Item 18 of the 2023 Annual Report), the Company recorded a deemed dividend amounting to $154.
For the six months ended June 30, 2024, the calculation of basic loss per share does not treat the non-vested shares (considered non-participating securities) as outstanding until the time/service-based vesting restrictions have lapsed. The dilutive effect, if any, of the Company’s share-based
compensation arrangements (following assumed conversion of the Series C preferred stock to common under the “if converted method”) and the Class A and Class B warrants is computed using the treasury stock method, which assumes that the
“proceeds” upon exercise of these awards or warrants are used to purchase common shares at the average market price for the period. The dilutive effect, if any, from the conversion of outstanding Series C and Series D preferred stock is
calculated with the “if converted” method, to the extent that such conversion would not result in beneficial ownership by the preferred stockholders of more than 49% of the total outstanding common shares of the Company, in accordance with the terms of the respective agreements governing the Series C and Series D preferred stock. The dilutive effect, if any, from the
conversion of outstanding Series E Preferred Stock is calculated with the “if converted” method, to the extent the contingencies triggering such conversion are satisfied by the end of the reporting period. Incremental shares are the number of
shares assumed issued under the i) treasury stock method and the ii) “if converted” method weighted for the periods the non-vested shares, warrants and convertible preferred stock were outstanding. During the six months ended June 30, 2024, no incremental shares were calculated from the application of the treasury stock method on i) the Class A and Class B warrants and ii) the
share-based compensation arrangements (following assumed conversion of the Series C Preferred Stock to common under the “if converted” method) and the “if converted” method for the Series C and Series D preferred stock, because to do so would
be anti-dilutive. In addition, for the six months ended June 30, 2024, the Company has not applied the if converted method to the Series E Preferred Stock, since none of the contingencies triggering such conversion were met as of June 30,
2024. For the six months ended June 30, 2023, the computation of diluted earnings per share reflects the potential dilution resulting from the exercise of the private placement warrants issued, amongst other securities, as part of the
February 2023 Registered Direct Offering and Concurrent Private Placement fully exercised until September 29, 2023 (either exercised during the period end or outstanding as of the period end) using the treasury stock method which resulted in
42,357 common shares. No incremental shares arose for the six
months ended June 30, 2023 from the application of the treasury stock method for the Class A warrants, the Class B warrants, and the share-based compensation arrangements (following assumed conversion of the Series C and Series D
Preferred Stock to common under the “if converted” method) and the “if converted” method for the Series C and Series D preferred stock, as the effect of such shares would be anti-dilutive.
Also, net (loss)/income in each period is adjusted by the amount of dividends declared and/or accumulated on the Series C and D preferred stock,
deemed dividends on the Series C and Series D preferred stock in connection with redemptions incurred in the period, dividends on Class A warrants and undistributed earnings on Class A warrants, as applicable in each period, as follows:
|
Vessel Operating Expenses |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessel Operating Expenses [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessel Operating Expenses |
9. Vessel Operating Expenses
The amounts reflected in “Vessel Operating expenses” in the accompanying unaudited interim consolidated statements of comprehensive (loss)/income are
analyzed as follows:
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Financial Instruments and Fair Value Disclosures |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||
Financial Instruments and Fair Value Disclosures [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Financial Instruments and Fair Value Disclosures |
10. Financial Instruments and Fair Value Disclosures
Concentration of credit risk: Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of cash and cash equivalents, trade accounts receivable and amounts due from related
parties. The ability and willingness of each of the Company’s counterparties to perform their obligations under a contract depend upon several factors that are beyond the Company’s control and may include, among other things, general economic
conditions, the state of the capital markets, the condition of the shipping industry and charter hire rates. The Company’s credit risk with financial institutions is limited as it has temporary cash investments, consisting mostly of deposits,
placed with qualified financial institutions and performs periodic evaluations of the relative credit standing of those financial institutions. The Company limits its credit risk with accounts receivable and related parties by performing
ongoing credit evaluations of these counterparties’ financial condition and by receiving payments of hire in advance. The Company, generally, does not require collateral for its accounts receivable and does not have any agreements to mitigate
credit risk.
For the six-month periods ended June 30, 2024 and 2023, charterers that individually accounted for 10% or more of the Company’s time charter
revenues were as follows:
The maximum aggregate amount of loss due to credit risk that the Company would incur if the aforementioned charterers failed completely to perform
according to the terms of the relevant time charter parties, amounted to $2,114 and $1,638 as of June 30, 2024, and 2023, respectively.
Fair value of assets and liabilities
The principal financial assets of the Company consist of cash at banks, accounts receivable trade, net, insurance claims, and amounts due from
related party(ies). The principal financial liabilities of the Company consist of accounts payable, trade and other, and amounts due to related party(ies).
Cash and cash equivalents, accounts receivable, insurance claims, amounts due from related party/(ies) and accounts payable: The carrying values reported in the accompanying consolidated balance sheets for
those financial instruments are reasonable estimates of their fair values due to their short-term maturity nature. The carrying value of these instruments is separately reflected in the accompanying consolidated balance sheets.
Six months ended June 30, 2024- Non-recurring fair value measurement and fair value change of Vessel
held for sale:
On April 25, 2024, the Company considered
that the Baltimore met the held for sale classification criteria and classified it under current assets as “Vessel held for sale” at a fair value of $17,774 (which was lower than its carrying amount), based on Level 1 inputs of the fair value hierarchy by reference to the vessel’s sales price less estimated cost to sell. No additional impairment loss was recognized upon remeasurement on June 30, 2024 (Note 5).
Six months ended June 30, 2023-
Recurring and Non-recurring fair value measurements related to the warrants’ liability.
The private placement warrants were initially recorded at fair value on their
issuance date and subsequent settlement dates with the offsetting adjustments recorded in “Change in fair value of warrants’ liability” within the accompanying unaudited interim consolidated statements of comprehensive (loss)/income
(Note 7(b)). The fair value of the private placement warrants at their issuance date (i.e., February 10, 2023), and subsequent settlement dates, has been
determined through Level 3 inputs of the fair value hierarchy. The Company weighed the probability that such warrants were alternatively cashless exercised for common shares in the initial fair value measurement of the private placement
warrants, while the Black-Scholes option pricing model was applied under the following assumptions: (a) expected volatility (b) risk free rate (c) market value of common stock of, which was the current market price at each fair value
measurement date. Fair value sensitivity was driven by the stock price at the time of valuation and is limited in terms of the other parameters.
Recurring fair value measurement of warrants’ liability at subsequent measurement date:
Non-recurring fair value measurements from warrants’ subsequent settlements:
The initial and subsequent recurring and non-recurring fair value changes of the warrants’ liability resulted in an aggregate gain of $6,335 in the six months ended June 30, 2023, which is presented in “Changes in fair value of warrants’ liability” in the accompanying unaudited
interim consolidated statement of comprehensive (loss)/ income.
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Subsequent Events |
6 Months Ended | ||||
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Jun. 30, 2024 | |||||
Subsequent Events [Abstract] | |||||
Subsequent Events |
11. Subsequent Events
On July 15, 2024, the Company paid
a quarterly cash dividend of $17.5 per share, or $240 in
the aggregate, on its then outstanding 13,729 shares of Series D Preferred Stock to Series D Preferred Stockholders of record date July 12, 2024, for the period from April 15, 2024, up to and including July 14, 2024.
On July 15, 2024, the Company also
paid a quarterly cash dividend of $20.0 per share, or $177 in the aggregate, on its then outstanding 8,853
Series C Preferred Stock to Series C Preferred Stockholders of record date July 12, 2024, for the period from April 15, 2024 up to and
including July 14, 2024.
On July 15, 2024, the Company, through its newly wholly-owned subsidiary, Batiki Shipping Company Inc., entered into a Memorandum of Agreement to acquire the M/T Zeze Start, a 2009 built
MR2 tanker vessel, for an aggregate purchase price of $27,000 from an entity controlled by a director of the Company. The
vessel is expected to be delivered to the Company on or around September 9, 2024, and no sale and purchase commissions
will be paid on the transaction to either party. Of the purchase price, $18,900 will be paid in cash and the remaining
amount will be paid in the form of shares of the Company’s Series D Preferred Stock. Of the cash purchase price, $10,900
will be paid to the seller after the delivery of the vessel but not later than November 26, 2024, pursuant to a seller’s credit and will bear interest at the rate of 5.0% per annum. The aggregate purchase price of the vessel was based on two
independent third-party broker valuations. On July 16, 2024, the Company paid a 10% deposit or $2,700 to the seller as per the agreement terms.
|
Significant Accounting Policies - Recent Accounting Pronouncements (Policies) |
6 Months Ended |
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Jun. 30, 2024 | |
Significant Accounting Policies - Recent Accounting Pronouncements [Abstract] | |
Vessels Held for Sale |
Vessels held for sale: The Company classifies a vessel as being held for sale when all of the following criteria, under ASC 360
“Property, Plant, and Equipment”, are met: (i) management has committed to a plan to sell the asset; (ii) the asset is available for immediate sale in its present condition; (iii) an active program to locate a buyer and other actions required
to complete the plan to sell the asset have been initiated; (iv) the sale of the asset is probable, and transfer of the asset is expected to qualify for recognition as a completed sale within one year; (v) the asset is being actively marketed
for sale at a price that is reasonable in relation to its current fair value; and (vi) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.
Vessels classified as held for sale are measured at the lower of their carrying amount or fair value less cost to sell. The resulting difference, if any, is recorded under “Impairment loss” in the consolidated statement of comprehensive
(loss)/income. The vessels are not depreciated once they meet the criteria to be classified as held for sale. As of June 30, 2024, the Company had classified one of its vessels as held for sale (Note 5), whereas no vessel was
classified as held for sale as of December 31, 2023.
|
Vessels, net and Vessel held for sale (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessels, net and Vessel held for sale [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessels, Net |
The amounts reflected in “Vessels, net” in the accompanying consolidated balance sheets are analyzed as follows:
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(Loss)/Earnings per Common Share (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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(Loss)/Earnings per Common Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(Loss)/Earnings per Common Share |
|
Vessel Operating Expenses (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessel Operating Expenses [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vessel Operating Expenses |
The amounts reflected in “Vessel Operating expenses” in the accompanying unaudited interim consolidated statements of comprehensive (loss)/income are
analyzed as follows:
|
Financial Instruments and Fair Value Disclosures (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2024 | ||||||||||||||||||||||||||||||||||||
Financial Instruments and Fair Value Disclosures [Abstract] | ||||||||||||||||||||||||||||||||||||
Revenue from Charterers |
For the six-month periods ended June 30, 2024 and 2023, charterers that individually accounted for 10% or more of the Company’s time charter
revenues were as follows:
|
Basis of Presentation and General Information (Details) |
Jun. 08, 2023 |
Jun. 30, 2024
$ / shares
shares
|
Dec. 31, 2023
$ / shares
shares
|
Nov. 29, 2021
$ / shares
shares
|
Jun. 24, 2021
Subsidiary
|
Apr. 14, 2021
$ / shares
shares
|
---|---|---|---|---|---|---|
Basis of Presentation and General Information [Abstract] | ||||||
Common stock, shares authorized (in shares) | shares | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | 500 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||
Number of vessel-owning subsidiaries included in spin-off | Subsidiary | 3 | |||||
Preferred stock, shares authorized (in shares) | shares | 100,000,000 | 100,000,000 | 100,000,000 | |||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |||
Reverse stock split ratio | 0.05 |
Significant Accounting Policies - Recent Accounting Pronouncements (Details) - Vessel |
Jun. 30, 2024 |
Dec. 31, 2023 |
---|---|---|
Significant Accounting Policies - Recent Accounting Pronouncements [Abstract] | ||
Number of vessels classified as held for sale | 1 | 0 |
Transactions with Related Parties, Diana Wilhelmsen Management Limited (Details) - USD ($) $ in Thousands |
6 Months Ended | ||
---|---|---|---|
Jun. 30, 2024 |
Jun. 30, 2023 |
Dec. 31, 2023 |
|
Transactions with Related Parties [Abstract] | |||
Due to related parties | $ 399 | $ 474 | |
Related Party [Member] | DWM [Member] | |||
Transactions with Related Parties [Abstract] | |||
Due to related parties | 31 | $ 12 | |
Related Party [Member] | DWM [Member] | Management Services [Member] | |||
Transactions with Related Parties [Abstract] | |||
Fees charged by related party | 709 | $ 646 | |
Related Party [Member] | DWM [Member] | Management Services [Member] | Management Fees to Related Parties [Member] | |||
Transactions with Related Parties [Abstract] | |||
Fees charged by related party | 555 | 531 | |
Related Party [Member] | DWM [Member] | Management Services [Member] | Voyage Expenses [Member] | |||
Transactions with Related Parties [Abstract] | |||
Fees charged by related party | $ 154 | $ 115 |
Transactions with Related Parties, Altair Travel Agency S.A (Details) - USD ($) $ in Thousands |
6 Months Ended | |
---|---|---|
Jun. 30, 2024 |
Jun. 30, 2023 |
|
Related Party [Member] | Altair [Member] | ||
Transactions with Related Parties [Abstract] | ||
Travel expenses | $ 23 | $ 25 |
Transactions with Related Parties, Support Agreement with Sphinx Investment Corp (Details) - USD ($) $ in Thousands |
6 Months Ended | |
---|---|---|
Jun. 30, 2024 |
Jun. 30, 2023 |
|
Related Party Transaction [Abstract] | ||
Support agreement costs | $ 6,750 | $ 0 |
Related Party [Member] | Sphinx [Member] | ||
Related Party Transaction [Abstract] | ||
Percentage of outstanding common stock owned | 14.10% | |
Support agreement costs | $ 6,750 |
Equity Method Investment (Details) - USD ($) $ in Thousands |
6 Months Ended | ||
---|---|---|---|
Jun. 30, 2024 |
Jun. 30, 2023 |
Dec. 31, 2023 |
|
Transactions with Related Parties [Abstract] | |||
Equity method investment | $ 1,630 | $ 1,645 | |
Loss on equity method investment | (15) | $ 0 | |
RFSea [Member] | |||
Transactions with Related Parties [Abstract] | |||
Equity method investment | 1,630 | $ 1,645 | |
Loss on equity method investment | (15) | ||
Maximum loss exposure | $ 4,125 |
Vessels, net and Vessel held for sale (Details) - USD ($) $ in Thousands |
6 Months Ended | ||||
---|---|---|---|---|---|
Jun. 30, 2024 |
Apr. 25, 2024 |
Jun. 30, 2024 |
Jun. 30, 2023 |
Apr. 30, 2024 |
|
Net Book Value [Abstract] | |||||
Beginning balance | $ 71,100 | ||||
Ending balance | $ 49,452 | 49,452 | |||
Vessels [Abstract] | |||||
Impairment loss | 0 | 1,087 | $ 0 | ||
Vessels [Member] | |||||
Vessel Cost [Abstract] | |||||
Beginning balance | 83,144 | ||||
Transfer to Vessel held for sale | (22,024) | ||||
Ending balance | 61,120 | 61,120 | |||
Accumulated Depreciation [Abstract] | |||||
Beginning balance | (12,044) | ||||
Transfer to Vessel held for sale | 3,164 | ||||
Depreciation for the period | (2,788) | ||||
Ending balance | (11,668) | (11,668) | |||
Net Book Value [Abstract] | |||||
Beginning balance | 71,100 | ||||
Transfer to Vessel held for sale | (18,860) | ||||
Depreciation for the period | (2,788) | ||||
Ending balance | 49,452 | $ 49,452 | |||
Baltimore [Member] | |||||
Vessels [Abstract] | |||||
Sale price | $ 18,250 | ||||
Impairment loss | $ 0 | $ 1,087 |
Capital Stock and Changes in Capital Accounts, Common Stock (Details) - shares |
Jun. 30, 2024 |
Dec. 31, 2023 |
---|---|---|
Capital Stock and Changes in Capital Accounts [Abstract] | ||
Common stock, shares issued (in shares) | 7,451,977 | 7,448,601 |
Common stock, shares outstanding (in shares) | 7,451,977 | 7,448,601 |
Capital Stock and Changes in Capital Accounts, Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands |
6 Months Ended | |
---|---|---|
Jun. 30, 2023 |
Jun. 30, 2024 |
|
Warrants [Abstract] | ||
Common shares called by warrants (in shares) | 750,000 | |
Common Stock [Member] | ||
Warrants [Abstract] | ||
Shares issued after alternative cashless exercise of private placement warrants (in shares) | 313,243 | |
Class A Warrants [Member] | ||
Warrants [Abstract] | ||
Warrants outstanding | 14,474,000 | |
Warrant exercise price (in dollars per share) | $ 154 | |
Common shares called by warrants (in shares) | 72,370 | |
Class B Warrants [Member] | ||
Warrants [Abstract] | ||
Warrants outstanding | 15,000,000 | |
Warrant exercise price (in dollars per share) | $ 20.2 | |
Common shares called by warrants (in shares) | 750,000 | |
Warrants issued | 15,000,000 | |
Private Placement Warrants [Member] | ||
Warrants [Abstract] | ||
Warrants issued | 15,000,000 | |
Fair value of warrants | $ 7,504 | |
Warrants exercised | 8,353,121 |
Capital Stock and Changes in Capital Accounts, Series B Preferred Stock (Details) |
6 Months Ended | ||
---|---|---|---|
Jun. 30, 2024
Vote
$ / shares
shares
|
Dec. 31, 2023
$ / shares
shares
|
Nov. 29, 2021
$ / shares
|
|
Preferred Stock [Abstract] | |||
Preferred stock, shares outstanding (in shares) | shares | 523,782 | 520,459 | |
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 |
Series B Preferred Stock [Member] | |||
Preferred Stock [Abstract] | |||
Preferred stock, shares outstanding (in shares) | shares | 500,000 | ||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | ||
Number of votes per share | Vote | 2,000 | ||
Maximum percentage of preferred stock voting rights | 34.00% | ||
Maximum percentage of voting rights related to preferred stock holders and affiliates | 49.00% |
Capital Stock and Changes in Capital Accounts, Series E Preferred Stock (Details) - $ / shares |
Jun. 30, 2024 |
Dec. 31, 2023 |
Nov. 29, 2021 |
---|---|---|---|
Preferred Stock [Abstract] | |||
Preferred stock, shares outstanding (in shares) | 523,782 | 520,459 | |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Series E Preferred Stock [Member] | |||
Preferred Stock [Abstract] | |||
Preferred stock, shares outstanding (in shares) | 1,200 | ||
Preferred stock, par value (in dollars per share) | $ 0.01 |
Vessel Operating Expenses (Details) - USD ($) $ in Thousands |
6 Months Ended | |
---|---|---|
Jun. 30, 2024 |
Jun. 30, 2023 |
|
Vessel Operating Expenses [Abstract] | ||
Crew & crew related costs | $ 2,958 | $ 2,532 |
Repairs & maintenance, spares, stores, classification, chemicals & gases, paints, victualling | 1,362 | 1,482 |
Lubricants | 332 | 326 |
Insurances | 439 | 360 |
Annual taxes and registration fees | 128 | 111 |
Other | 361 | 225 |
Total Vessel operating expenses | $ 5,580 | $ 5,036 |
1 Year OceanPal Chart |
1 Month OceanPal Chart |
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