Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

Share Name	Share Symbol	Market	Type
Global Ship Lease Inc	NYSE:GSL	NYSE	Common Stock

	Price Change	% Change	Share Price	High Price	Low Price	Open Price	Shares Traded	Last Trade
	0.01	0.05%	21.11	21.36	20.98	21.23	316,255	01:00:00

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 OF

THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2024

Commission File Number: 001-34153

GLOBAL SHIP LEASE, INC.

(Translation of registrant's name into English)

c/o GSL Enterprises Ltd.

9 Irodou Attikou Street

Kifisia, Athens

Greece, 14561

(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 ☐

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Financial Results for the Three Months ended March 31, 2024

Attached to this Report on Form 6-K (this “Report”) as Exhibit 99.1 is a copy of the press release of Global Ship Lease, Inc. (the “Company”), dated May 16, 2024, reporting the Company’s financial results for the three months ended March 31, 2024. Attached to this Report as Exhibit 99.2 are the Company’s interim unaudited consolidated financial statements for the three months ended March 31, 2024.

Dividend on Class A Common Shares

Attached to this Report as Exhibit 99.3 is a copy of the press release of Company, dated May 10, 2024, announcing that the Company’s Board of Directors has declared a quarterly dividend on the Company’s Class A common shares for the first quarter of 2024.

The information contained in this Report, except for the commentary of George Youroukos and Thomas Lister contained in Exhibit 99.1, is hereby incorporated by reference into the Company’s registration statements on Form F-3 (File Nos. 333-231509, 333-258800 and 333-267468) and Form S-8 (File Nos. 333-258992 and 333-264113).

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.

	GLOBAL SHIP LEASE, INC. (Registrant)

Dated: May 20, 2024

	By:	/s/ Thomas Lister
		Thomas Lister
		Chief Executive Officer

Exhibit 99.1

	Investor and Media Contacts:
	The IGB Group
	Bryan Degnan
	646-673-9701
	or
	Leon Berman
	212-477-8438

Global Ship Lease Reports Results for the First Quarter of 2024

Continued capital allocation discipline, interest rate risk fully hedged, sustainable quarterly dividend of $0.375 per common share, well-positioned for counter-cyclical opportunities, CEO transition successful & Chief Compliance Officer appointed

ATHENS, GREECE – May 16, 2024 - Global Ship Lease, Inc. (NYSE: GSL) (the “Company”, “Global Ship Lease” or “GSL”), an owner of containerships, announced today its unaudited results for the three months ended March 31, 2024.

First Quarter of 2024 Highlights

- Reported operating revenue of $179.6 million for the first quarter of 2024, an increase of 12.7% on operating revenue of $159.3 million for the prior year period.

- Reported net income available to common shareholders of $89.5 million for the first quarter of 2024, an increase of 24.0% on net income of $72.2 million for the prior year period. Normalized net income (a non-U.S. GAAP financial measure, described below) for the same period was $89.1 million, up 17.9% on Normalized net income of $75.6 million for the prior year period.

- Generated $125.4 million of Adjusted EBITDA (a non-U.S. GAAP financial measure, described below) for the first quarter of 2024, up 19.5% on Adjusted EBITDA of $104.9 million for the prior year period.

- Earnings per share for the first quarter of 2024 was $2.54, up 25.7% on the earnings per share of $2.02 for the prior year period. Normalized earnings per share (a non-U.S. GAAP financial measure, described below) for the first quarter of 2024 was $2.53, up 19.3% on the Normalized earnings per share of $2.12 for the prior year period.

- Declared a dividend of $0.375 per Class A common share for the first quarter of 2024 to be paid on June 3, 2024 to common shareholders of record as of May 24, 2024. Paid a dividend of $0.375 per Class A common share for the fourth quarter of 2023 on March 6, 2024.

- Between January 1, 2024 and March 31, 2024, added $54.6 million of contracted revenue to forward charter cover, calculated on the basis of the median firm periods of the respective charters. Three new charters or extensions were agreed on ships between 2,200 and 3,500 TEU; a charter extension was agreed for a 5,900 TEU ship; and charter extension options were exercised by charterers for one 5,100 TEU ship and for four 6,000 TEU ships.

- During the first quarter of 2024, repurchased an aggregate of 251,772 Class A common shares for a total consideration of $5.0 million. Repurchase prices ranged between $18.98 and $20.83 per share, with an average price of $19.84 per share. Approximately $33.0 million of capacity remains under the Company’s opportunistic share buy-back authorization.

- Ian Webber retired from the CEO role he held since the Company’s inception in 2007, and has joined the Board of Directors, effective March 31, 2024. Thomas Lister, who also joined the Company in 2007 and has held a number of senior executive roles, was appointed to succeed Mr. Webber as CEO, effective concurrently with Mr. Webber’s retirement. George Giannopoulos, who has been Head of Internal Audit of the Company since the merger with Poseidon Containers in 2018, has been appointed Chief Compliance Officer.

Page 1

George Youroukos, our Executive Chairman, stated: “Our industry has started the year with positive momentum, partly on the back of an uptick in containerized freight demand. However, geopolitical events and environmental trends continue to have a pronounced impact on the macro-environment, adding further volatility to our already cyclical industry. Disruptions in and around the Red Sea, and to the Suez and Panama Canals, have been at the forefront of all of our minds for the last few months. But, just as quickly and unpredictably as such issues can flare up, they can also go into remission, expand, or change in unanticipated ways. Against this backdrop, we aim to continue to operate our business in the same risk-averse and prudent manner as always: keeping our seafarers out of harm’s way, staying close to our customers, optimizing our operating performance, and building forward contract cover and balance sheet strength while market conditions are supportive. Charter market rates have been firming thus far in 2024, and we are working hard to capitalize on that as our vessels come open. In the meantime, we continue to pay our sustainable dividend, buy back shares opportunistically, and remain vigilant for the right purchase opportunities.”

Thomas Lister, our Chief Executive Officer, stated: “We intend to stay both disciplined and nimble in our capital allocation, protecting and building value for our shareholders while maintaining a consistent focus on GSL’s long-term performance and success. Container shipping is a cyclical industry, and that cyclicality presents both risks to manage and opportunities to grasp. De-levering builds equity value and business resilience, while growing our cash liquidity provides both headroom under our covenants - if asset values correct - and valuable optionality to selectively pursue accretive acquisition opportunities. Our contracted cashflow stream from time charters enables us to return capital to shareholders via our sustainable dividend and opportunistic share repurchases. We are also delighted that George Giannopoulos has agreed to expand his responsibilities to take on the role of GSL’s Chief Compliance Officer, elevating a valuable and proven member of our team at a time when the regulatory environment is growing ever more complex and dynamic.”

SELECTED FINANCIAL DATA – UNAUDITED

(thousands of U.S. dollars)

	Three		Three
	months ended		months ended
	March 31, 2024		March 31, 2023

Operating Revenue ⁽¹⁾		179,561		159,291
Operating Income		97,099		85,098
Net Income ⁽²⁾		89,506		72,220
Adjusted EBITDA ⁽³⁾		125,363		104,906
Normalized Net Income ⁽³⁾		89,055		75,564

(1) Operating Revenue is net of address commissions which represent a discount provided directly to a charterer based on a fixed percentage of the agreed upon charter rate and also includes the amortization of intangible liabilities, the effect of the straight lining of time charter modifications and the compensation from charterers for drydock and other capitalized expenses installation. Brokerage commissions are included in “Time charter and voyage expenses” (see below).

(2) Net Income available to common shareholders.

(3) Adjusted EBITDA and Normalized Net Income are non-U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) financial measures, as explained further in this press release, and are considered by Global Ship Lease to be useful measures of its performance. For reconciliations of these non-U.S. GAAP financial measures to net income, the most directly comparable U.S. GAAP financial measure, please see “Reconciliation of Non-U.S. GAAP Financial Measures” below.

Page 2

Operating Revenue and Utilization

Operating revenue derived from fixed-rate, mainly long-term, time-charters was $179.6 million in the first quarter of 2024, up $20.3 million (or 12.7%) on operating revenue of $159.3 million in the prior year period. The period-on-period increase in operating revenue was principally due to charter renewals at higher rates on a number of vessels, our acquisition of four vessels which were delivered to us in the second quarter of 2023 (the “Four Vessels”) and a decrease in planned and unplanned off hire days, partially offset by a non-cash $1.9 million reduction in credit arising from the amortization of intangible liabilities arising on below-market charters attached to certain vessel additions and a non-cash $4.2 million decrease in the effect from straight lining time charter modifications. There were 73 days of offhire in the first quarter of 2024 of which 33 were for scheduled drydockings, compared to 302 days of offhire in the prior year period of which 200 were for scheduled drydockings. Utilization for the first quarter of 2024 was 98.8% compared to utilization of 94.8% in the prior year period.

The table below shows fleet utilization for the three months ended March 31, 2024 and 2023, and for the years ended December 31, 2023, 2022, 2021 and 2020.

	Three months ended				Year ended
	Mar 31,		Mar 31,		Dec 31,		Dec 31,		Dec 31,		Dec 31,
Days	2024		2023		2023		2022		2021		2020

Ownership days		6,188		5,843		24,285		23,725		19,427		16,044
Planned offhire - scheduled drydock		(33)		(200)		(701)		(581)		(752)		(687)
Unplanned offhire		(40)		(102)		(233)		(460)		(260)		(95)
Idle time	nil		nil			(62)		(30)		(88)		(338)
Operating days		6,115		5,541		23,289		22,654		18,327		14,924

Utilization		98.8%		94.8%		95.9%		95.5%		94.3%		93.0%

As of March 31, 2024 one regulatory drydocking was in progress. In 2024, 14 regulatory drydockings are anticipated.

Vessel Operating Expenses

Vessel operating expenses, which are primarily the costs of crew, lubricating oil, repairs, maintenance, insurance and technical management fees, were up 11.9% to $47.9 million for the first quarter of 2024, compared to $42.8 million in the prior year period. The increase of $5.1 million was mainly due to (i) the acquisition of the Four Vessels in the second quarter of 2023, (ii) increase in repairs, spares and maintenance expenses for planned main engine maintenance and overhaul of diesel generators as well as main engine annual spares delivery due to timing of planned schedule, (iii) increased cost of insurance due to increased premiums and (iv) increase in management fees from January 1, 2024. The average cost per ownership day in the quarter was $7,734, compared to $7,319 for the prior year period, up $415 per day, or 5.7%.

Time Charter and Voyage Expenses

Time charter and voyage expenses comprise mainly commission paid to ship brokers, the cost of bunker fuel for owner’s account when a ship is off-hire or idle and miscellaneous owner’s costs associated with a ship’s voyage. Time charter and voyage expenses were $5.2 million for the first quarter of 2024, compared to $5.5 million in the prior year period. The decrease was mainly due to decrease in bunkering expenses due to fewer off hire days offset by increased commissions on charter renewals at higher rates.

Depreciation and Amortization

Depreciation and amortization for the first quarter of 2024 was $24.3 million, compared to $21.2 million in the prior year period. The increase was mainly due to the acquisition of the Four Vessels in the second quarter of 2023 and 11 drydockings completed after March 31, 2023.

General and Administrative Expenses

General and administrative expenses were $5.1 million in the first quarter of 2024, compared to $4.8 million in the prior year period. The movement was mainly due to the increase in bonuses paid to our employees offset by a reduction in the non-cash charge for share-based compensation expense. The average general and administrative expenses per ownership day for the first quarter of 2024 was $822, compared to $820 in the prior year period, an increase of $2 or 0.2%.

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Adjusted EBITDA

Adjusted EBITDA (a non-GAAP financial measure) was $125.4 million for the first quarter of 2024, up from $104.9 million for the prior year period, with the net increase being mainly due to increased revenue from charter renewals at higher rates and the addition of the Four Vessels in second quarter of 2023.

Interest Expense and Interest Income

Debt as at March 31, 2024 totaled $771.1 million, comprising $400.6 million of secured bank debt collateralized by vessels, $271.3 million of investment grade rated 5.69% Senior Secured Notes due 2027 (the “2027 Secured Notes”) collateralized by vessels, and $99.2 million under sale and leaseback financing transactions. As of March 31, 2024, five vessels were unencumbered.

Debt as at March 31, 2023 totaled $896.5 million, comprising $440.2 million of secured bank debt collateralized by vessels, $323.8 million of our 2027 Secured Notes collateralized by vessels, and $132.5 million under sale and leaseback financing transactions. As of March 31, 2023, five vessels were unencumbered.

Interest and other finance expenses for the first quarter of 2024 was $10.5 million, down from $11.1 million for the prior year period. The decrease was mainly due to the decrease in interest expense following the principal repayments offset by amortization of premium paid for interest rate caps. The blended cost of debt, taking into account interest rate caps, has marginally increased from approximately 4.53% for the first quarter of 2023 to 4.56% for the first quarter of 2024 due to variations in amortization schedules and the addition of a new credit facility for the Four Vessels.

Interest income for the first quarter of 2024 was $3.7 million, up from $1.8 million for the prior year period.

Other income, net

Other income, net was $1.3 million in the first quarter of 2024, compared to other income, net of $1.6 million in the prior year period.

Fair value adjustment on derivatives

In December 2021, we entered into a USD 1 month LIBOR interest rate cap of 0.75% through the fourth quarter of 2026 on $484.1 million of floating rate debt, which reduces over time in line with anticipated debt amortization and represented approximately half of the outstanding floating rate debt. In February 2022, we entered into two additional USD 1-month LIBOR interest rate caps of 0.75% through the fourth quarter of 2026 on the remaining balance of $507.9 million of floating rate debt. As a result of the discontinuation of LIBOR, on July 1, 2023, our interest rate caps have automatically transited to 1 month Compounded SOFR at a net rate of 0.64%. A positive fair value adjustment of $0.3 million for the first quarter of 2024 was recorded through the statement of income.

Earnings Allocated to Preferred Shares

The Series B Preferred Shares carry a coupon of 8.75%, the cost of which for the first quarter of 2024 was $2.4 million, the same as in the prior year period.

Net Income Available to Common Shareholders

Net income available to common shareholders for the first quarter of 2024 was $89.5 million. Net income available to common shareholders for the prior year period was $72.2 million.

Earnings per share for the first quarter of 2024 was $2.54, an increase of 25.7% from the earnings per share for the prior year period, which was $2.02.

Normalized net income (a non-GAAP financial measure) for the first quarter of 2024, was $89.1 million. Normalized net income for the prior year period was $75.6 million.

Page 4

Normalized earnings per share (a non-GAAP financial measure) for the first quarter of 2024 was $2.53, an increase of 19.3% from Normalized earnings per share for the prior year period, which was $2.12.

Fleet

As of March 31, 2024, there were 68 containerships in the fleet.

Vessel Name	Capacity in TEUs	Lightweight (tons)	Year Built	Charterer	Earliest Charter Expiry Date	Latest Charter Expiry Date ⁽²⁾	Daily Charter Rate $

CMA CGM Thalassa	11,040	38,577	2008	CMA CGM	4Q25	2Q26	47,200
ZIM Norfolk ⁽¹⁾	9,115	31,764	2015	ZIM	2Q27	4Q27	65,000
Anthea Y ⁽¹⁾	9,115	31,890	2015	MSC	3Q25	4Q25	Footnote ⁽³⁾
ZIM Xiamen ⁽¹⁾	9,115	31,820	2015	ZIM	3Q27	4Q27	65,000
MSC Tianjin	8,603	34,325	2005	MSC	3Q27	3Q27	19,000 ⁽⁴⁾
MSC Qingdao	8,603	34,609	2004	MSC	3Q27	4Q27	23,000 ⁽⁴⁾
GSL Ningbo	8,603	34,340	2004	MSC	3Q27	4Q27 ⁽⁵⁾	Footnote ⁽⁵⁾
GSL Alexandra	8,544	37,777	2004	Maersk	3Q25	3Q26	Footnote ⁽⁶⁾
GSL Sofia	8,544	37,777	2003	Maersk	3Q25	3Q26	Footnote ⁽⁶⁾
GSL Effie	8,544	37,777	2003	Maersk	3Q25	3Q26	Footnote ⁽⁶⁾
GSL Lydia	8,544	37,777	2003	Maersk	2Q25	3Q26	Footnote ⁽⁶⁾
GSL Eleni	7,847	29,261	2004	Maersk	3Q24	1Q25	16,500
GSL Kalliopi	7,847	29,105	2004	Maersk	3Q24	4Q24	18,900
GSL Grania	7,847	29,190	2004	Maersk	3Q24	1Q25	17,750
Colombia Express (ex Mary) ^{(1) (19)}	6,927	23,424	2013	Hapag-Lloyd ⁽⁷⁾	4Q28	1Q31⁽⁷⁾	Footnote ⁽⁷⁾
Kristina ⁽¹⁾	6,927	23,421	2013	CMA CGM ⁽⁷⁾	3Q29	4Q31⁽⁷⁾	25,910 ⁽⁷⁾
Katherine ⁽¹⁾	6,927	23,403	2013	CMA CGM ⁽⁷⁾	2Q29	3Q31⁽⁷⁾	25,910 ⁽⁷⁾
Alexandra ⁽¹⁾	6,927	23,348	2013	CMA CGM ⁽⁷⁾	2Q29	3Q31⁽⁷⁾	25,910 ⁽⁷⁾
Alexis ⁽¹⁾	6,882	23,919	2015	CMA CGM ⁽⁷⁾	2Q29	3Q31⁽⁷⁾	25,910 ⁽⁷⁾
Olivia I ⁽¹⁾	6,882	23,864	2015	CMA CGM ⁽⁷⁾	2Q29	3Q31⁽⁷⁾	25,910 ⁽⁷⁾
GSL Christen	6,840	27,954	2002	OOCL	3Q24	4Q24	20,500
GSL Nicoletta	6,840	28,070	2002	Maersk	3Q24	1Q25	35,750
CMA CGM Berlioz	6,621	26,776	2001	CMA CGM	4Q25	2Q26	37,750
Agios Dimitrios	6,572	24,931	2011	MSC	2Q27	3Q27	20,000 ⁽⁴⁾
GSL Vinia	6,080	23,737	2004	Maersk	3Q24	1Q25	13,250
GSL Christel Elisabeth	6,080	23,745	2004	Maersk	2Q24	1Q25	13,250
GSL Dorothea	5,992	24,243	2001	Maersk	2Q25	3Q26	18,600⁽⁸⁾
GSL Arcadia	6,008	24,858	2000	Maersk	1Q25	1Q26	18,600⁽⁸⁾
GSL Violetta	6,008	24,873	2000	Maersk	4Q24	4Q25	18,600⁽⁸⁾
GSL Maria	6,008	24,414	2001	Maersk	4Q24	1Q27	18,600⁽⁸⁾
GSL MYNY	6,008	24,873	2000	Maersk	3Q24	1Q26	18,600⁽⁸⁾
GSL Melita	6,008	24,848	2001	Maersk	3Q25	3Q26	18,600⁽⁸⁾
GSL Tegea	5,992	24,308	2001	Maersk	3Q25	3Q26	18,600⁽⁸⁾
Tasman	5,936	25,010	2000	Maersk	1Q25	1Q25	20,000⁽⁹⁾
Dimitris Y (ex ZIM Europe) ⁽¹⁹⁾	5,936	25,010	2000	ZIM	2Q24	2Q24	24,250
Ian H	5,936	25,128	2000	ZIM	2Q24	4Q24	32,500
GSL Tripoli	5,470	22,259	2009	Maersk	4Q24	4Q27	36,500⁽¹⁰⁾
GSL Kithira	5,470	22,108	2009	Maersk	4Q24	1Q28	36,500⁽¹⁰⁾
GSL Tinos	5,470	22,067	2010	Maersk	4Q24	4Q27	36,500⁽¹⁰⁾
GSL Syros	5,470	22,098	2010	Maersk	4Q24	4Q27	36,500⁽¹⁰⁾
Dolphin II	5,095	20,596	2007	OOCL	1Q25	3Q25	53,500
Orca I	5,095	20,633	2006	Maersk	2Q25	4Q25	21,000⁽¹¹⁾
CMA CGM Alcazar	5,089	20,087	2007	CMA CGM	3Q26	1Q27	35,500
GSL Château d’If	5,089	19,994	2007	CMA CGM	4Q26	1Q27	35,500
GSL Susan	4,363	17,309	2008	CMA CGM	3Q27	1Q28	Footnote ⁽¹²⁾
CMA CGM Jamaica	4,298	17,272	2006	CMA CGM	1Q28	2Q28	Footnote ⁽¹²⁾
CMA CGM Sambhar	4,045	17,429	2006	CMA CGM	1Q28	2Q28	Footnote ⁽¹²⁾
CMA CGM America	4,045	17,428	2006	CMA CGM	1Q28	2Q28	Footnote ⁽¹²⁾
GSL Rossi	3,421	16,420	2012	ZIM	1Q26	3Q26	36,295⁽¹³⁾
GSL Alice	3,421	16,543	2014	CMA CGM	2Q25	2Q25	20,500
GSL Eleftheria	3,404	16,642	2013	Maersk	3Q25	4Q25	37,975
GSL Melina	3,404	16,703	2013	Hapag-Lloyd	2Q24	3Q24	21,000
GSL Valerie	2,824	11,971	2005	ZIM	1Q25	3Q25	32,000
Matson Molokai	2,824	11,949	2007	Matson	2Q25	3Q25	36,600
GSL Lalo	2,824	11,950	2006	MSC	2Q25	3Q25	17,500⁽¹⁴⁾
GSL Mercer	2,824	11,970	2007	ONE	4Q24	2Q25	35,750
Athena	2,762	13,538	2003	Hapag-Lloyd	2Q24	2Q24	21,500
GSL Elizabeth	2,741	11,507	2006	Unifeeder	2Q24	2Q24	15,250
GSL Chloe (ex Beethoven) ⁽¹⁹⁾	2,546	12,212	2012	ONE	4Q24	1Q25	33,000
GSL Maren	2,546	12,243	2014	Swire	1Q24	1Q24	18,200⁽¹⁵⁾
Maira	2,506	11,453	2000	Hapag-Lloyd	3Q24	4Q24	16,000
Nikolas	2,506	11,370	2000	Maersk	4Q24	4Q24	14,250⁽¹⁶⁾
Newyorker	2,506	11,463	2001	CMA CGM	1Q25	2Q25	20,700⁽¹⁷⁾
Manet	2,272	11,727	2001	OOCL	4Q24	2Q25	32,000
Keta	2,207	11,731	2003	CMA CGM	1Q25	1Q25	25,000
Julie	2,207	11,731	2002	MSC	2Q25	3Q25	Footnote ⁽¹⁸⁾
Kumasi	2,207	11,791	2002	Wan Hai	1Q25	2Q25	38,000
Akiteta	2,207	11,731	2002	OOCL	4Q24	1Q25	32,000

Page 5

(1)	Modern design, high reefer capacity, fuel-efficient vessel.

(2)

In many instances charterers have the option to extend a charter beyond the nominal latest expiry date by the amount of time that the vessel was off hire during the course of that charter. This additional charter time (“Offhire Extension”) is computed at the end of the initially contracted charter period. The Latest Charter Expiry Dates shown in this table have been adjusted to reflect offhire accrued up to March 31, 2024 plus estimated offhire scheduled to occur during the remaining lifetimes of the respective charters. However, as actual offhire can only be calculated at the end of each charter, in some cases actual Offhire Extensions – if invoked by charterers – may exceed the Latest Charter Expiry Dates indicated.

(3)	Anthea Y. The charter is expected to generate annualized Adjusted EBITDA of approximately $11.8 million.

(4)

MSC Tianjin, MSC Qingdao and Agios Dimitrios were each forward fixed for minimum 36 months – maximum 38 months. The new charters are expected to commence between 2Q 2024 and 3Q 2024, after the vessels are drydocked and are expected to generate annualized Adjusted EBITDA of approximately $6.9 million, $8.1 million, and $5.9 million, respectively. MSC Qingdao & Agios Dimitrios are fitted with Exhaust Gas Cleaning Systems (“scrubbers”).

(5)	GSL Ningbo is chartered at a rate expected to generate annualized Adjusted EBITDA of approximately $16.5 million.

(6)

GSL Alexandra, GSL Sofia, GSL Effie and GSL Lydia delivered in 2Q 2023. Contract cover for each vessel is for a minimum firm period of 24 months from the date each vessel was delivered, with charterers holding one year extension options. The vessels are expected to generate aggregate Adjusted EBITDA of approximately $76.6 million over the minimum firm period, increasing to $95.3 million if all options are exercised.

(7)

Colombia Express (ex Mary), Kristina, Katherine, Alexandra, Alexis, Olivia I were forward fixed to Hapag-Lloyd for five years, followed by two periods of 12 months each at the option of the charterer. The new charter for Colombia Express (ex Mary) commenced in early 2024. The new charters for the remaining vessels are scheduled to commence as each of the existing charters expire, on a staggered basis, between approximately 2Q 2024 and late 2024. The charters are expected to generate average annualized Adjusted EBITDA of approximately $13.1 million per ship.

(8)

GSL Maria, GSL Violetta, GSL Arcadia, GSL MYNY, GSL Melita, GSL Tegea and GSL Dorothea. Contract cover for each ship is for a firm period of at least three years from the date each vessel was delivered in 2021, with charterers holding a one-year extension option on each charter (at a rate of $12,900 per day), followed by a second option (at a rate of $12,700 per day) with the period determined by – and terminating prior to – each vessel’s 25^th year drydocking & special survey. GSL Arcadia, GSL Dorothea, GSL Tegea and GSL Melita charterer’s first options were exercised in 1Q 2024.

(9)	Tasman. Chartered from April 2024 at $21,500 per day in direct continuation.

(10)

GSL Tripoli, GSL Kithira, GSL Tinos, and GSL Syros. Ultra-high reefer ships of 5,470 TEU each. Contract cover on each ship is for a firm period of three years, from their delivery dates in 2021, at a rate of $36,500 per day, with a period of an additional three years (at $17,250 per day) at charterers’ option.

(11)	Orca I. Chartered at $21,000 per day through to the median expiry of the charter in 2Q 2024. In 1Q 2024 the charterer exercised the option to extend the charter at the same rate to 2Q/3Q 2025.

(12)	GSL Susan, CMA CGM Jamaica, CMA CGM Sambhar and CMA CGM America were chartered at rates expected to generate average annualized Adjusted EBITDA of approximately $11.2 million per vessel.

(13)	GSL Rossi. Chartered at an average rate of $36,295 per day, $38,000 to 1Q 2025 and $35,000 for the remaining period.

(14)	GSL Lalo. Chartered in direct continuation for a further 12-14 months from May 2024 at a rate of $18,000 per day.

(15)	GSL Maren scheduled drydock in 1Q/2Q 2024.

(16)	Nikolas. Chartered to CMA CGM to 1Q 2024 at $16,750 per day; thereafter chartered to Maersk at $14,250 per day.

(17)	Newyorker was forward fixed at $17,250 per day to Maersk from April 2024.

(18)	Julie. Chartered at a rate expected to generate annualized Adjusted EBITDA of approximately $2.0 million.

(19)	On January 3, 2024, Mary was renamed to Colombia Express. On January 26, 2024, Beethoven was renamed to GSL Chloe. On April 19, 2024, Zim Europe was renamed to Dimitris Y.

Page 6

Conference Call and Webcast

Global Ship Lease will hold a conference call to discuss the Company's results for the three months ended March 31, 2024 today, Thursday May 16, 2024 at 10:30 a.m. Eastern Time. There are two ways to access the conference call:

(1) Dial-in: (646) 307-1963 or (800) 715-9871; Event ID: 1926153

Please dial in at least 10 minutes prior to 10:30 a.m. Eastern Time to ensure a prompt start to the call.

(2) Live Internet webcast and slide presentation: http://www.globalshiplease.com

The webcast will also be archived on the Company’s website: http://www.globalshiplease.com.

Annual Report on Form 20-F

The Company’s Annual Report for 2023 was filed with the Securities and Exchange Commission (the “Commission”) on March 20, 2024. A copy of the report can be found under the Investor Relations section (Annual Reports) of the Company’s website at http://www.globalshiplease.com or on the Commission’s website at www.sec.gov. Shareholders may request a hard copy of the audited financial statements free of charge by contacting the Company at info@globalshiplease.com or by writing to Global Ship Lease, Inc, c/o GSL Enterprises Ltd., 9 Irodou Attikou Street, Kifisia, Athens, 14561.

About Global Ship Lease

Global Ship Lease is a leading independent owner of containerships with a diversified fleet of mid-sized and smaller containerships. Incorporated in the Marshall Islands, Global Ship Lease commenced operations in December 2007 with a business of owning and chartering out containerships under fixed-rate charters to top tier container liner companies. It was listed on the New York stock Exchange in August 2008.

As of March 31, 2024, Global Ship Lease owned 68 containerships ranging from 2,207 to 11,040 TEU, with an aggregate capacity of 375,406 TEU. 36 ships are wide-beam Post-Panamax.

As of March 31, 2024, the average remaining term of the Company’s charters, to the mid-point of redelivery, including options under the Company’s control and other than if a redelivery notice has been received, was 1.9 years on a TEU-weighted basis. Contracted revenue on the same basis was $1.59 billion. Contracted revenue was $1.96 billion, including options under charterers’ control and with latest redelivery date, representing a weighted average remaining term of 2.6 years.

Reconciliation of Non-U.S. GAAP Financial Measures

To supplement our financial information presented in accordance with U.S. GAAP, we use certain “non-GAAP financial measures” as such term is defined in Regulation G promulgated by the SEC. Generally, a non-GAAP financial measure is a numerical measure of a company’s operating performance, financial position or cash flows that excludes or includes amounts that are included in, or excluded from, the most directly comparable measure calculated and presented in accordance with U.S. GAAP. We believe that the presentation of these measures provides investors with greater transparency and supplemental data relating to our financial condition and results of operations, and therefore a more complete understanding of factors affecting our business than U.S. GAAP measures alone. In addition, we believe that the presentation of these matters is useful to investors for period-to-period comparison of results as the items may reflect certain unique and/or non-operating items such as impairment charges, contract termination costs or items outside of our control.

We believe that the presentation of the following non-U.S. GAAP financial measures is useful to investors because they are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry.

Page 7

A.	Adjusted EBITDA

Adjusted EBITDA represents net income available to common shareholders before interest income and expense, earnings allocated to preferred shares, income taxes, depreciation and amortization of drydocking net costs, gains or losses on the sale of vessels, amortization of intangible liabilities, charges for share based compensation, fair value adjustment on derivatives, the effect of the straight lining of time charter modifications, and impairment losses. Adjusted EBITDA is a non-U.S. GAAP quantitative measure used to assist in the assessment of our ability to generate cash from our operations. We believe that the presentation of Adjusted EBITDA is useful to investors because it is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry. Adjusted EBITDA is not defined in U.S. GAAP and should not be considered to be an alternative to net income or any other financial metric required by such accounting principles. Our use of Adjusted EBITDA may vary from the use of similarly titled measures by others in our industry.

Adjusted EBITDA is presented herein both on a historic basis and on a forward-looking basis in certain instances. We do not provide a reconciliation of such forward looking non-U.S. GAAP financial measure to the most directly comparable U.S. GAAP measure because such U.S. GAAP financial measure on a forward-looking basis is not available to us without unreasonable effort.

ADJUSTED EBITDA - UNAUDITED

(thousands of U.S. dollars)

		Three months			Three months
		ended			ended
		March 31,			March 31,
		2024			2023

Net income available to Common Shareholders			89,506			72,220

Adjust:	Depreciation and amortization		24,270			21,184
	Amortization of intangible liabilities		(1,503	)		(3,364	)
	Fair value adjustment on derivative asset		(250	)		2,785
	Interest income		(3,684	)		(1,812	)
	Interest expense		10,450			11,103
	Share-based compensation expense		2,304			2,674
	Earnings allocated to preferred shares		2,384			2,384
	Effect from straight lining time charter modifications		1,886			(2,268	)
Adjusted EBITDA			125,363			104,906

B.	Normalized net income

Normalized net income represents net income available to common shareholders after adjusting for certain non-recurring items. Normalized net income is a non-U.S. GAAP quantitative measure which we believe will assist investors and analysts who often adjust reported net income for items that do not affect operating performance or operating cash generated. Normalized net income is not defined in U.S. GAAP and should not be considered to be an alternate to net income or any other financial metric required by such accounting principles. Our use of Normalized net income may vary from the use of similarly titled measures by others in our industry.

Page 8

NORMALIZED NET INCOME – UNAUDITED

(thousands of U.S. dollars)

		Three months			Three months
		ended			ended
		March 31,			March 31,
		2024			2023

Net income available to Common Shareholders			89,506			72,220

Adjust:	Fair value adjustment on derivative assets		(250	)		2,785
	Forfeit of certain share-based compensation awards		-			451
	Accelerated write off of deferred financing charges related to partial repayment of HCOB-CACIB Credit Facility		-			108
	Effect from new share-based compensation awards plus acceleration and forfeit of certain share-based compensation awards		(201	)		-
Normalized net income			89,055			75,564

C.	Normalized Earnings per Share

Normalized Earnings per Share represents Earnings per Share after adjusting for certain non-recurring items. Normalized Earnings per Share is a non-U.S. GAAP quantitative measure which we believe will assist investors and analysts who often adjust reported Earnings per Share for items that do not affect operating performance or operating cash generated. Normalized Earnings per Share is not defined in U.S. GAAP and should not be considered to be an alternate to Earnings per Share as reported or any other financial metric required by such accounting principles. Our use of Normalized Earnings per Share may vary from the use of similarly titled measures by others in our industry.

NORMALIZED EARNINGS PER SHARE – UNAUDITED

	Three months			Three months
	ended			ended
	March 31,			March 31,
	2024			2023

EPS as reported (USD)		2.54			2.02
Normalized net income adjustments-Class A common shares (in thousands USD)		(451	)		3,344
Weighted average number of Class A Common shares		35,229,566			35,696,225
Adjustment on EPS (USD)		(0.01	)		0.10
Normalized EPS (USD)		2.53			2.12

Safe Harbor Statement

This communication contains forward-looking statements. Forward-looking statements provide Global Ship Lease's current expectations or forecasts of future events. Forward-looking statements include statements about Global Ship Lease's expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts. Words or phrases such as "anticipate", "believe", "continue", "estimate", "expect", "intend", "may", "ongoing", "plan", "potential", "predict", “should”, "project", "will" or similar words or phrases, or the negatives of those words or phrases, may identify forward-looking statements, but the absence of these words does not necessarily mean that a statement is not forward-looking. These forward-looking statements are based on assumptions that may be incorrect, and Global Ship Lease cannot assure you that these projections included in these forward-looking statements will come to pass. Actual results could differ materially from those expressed or implied by the forward-looking statements as a result of various factors.

Page 9

The risks and uncertainties include, but are not limited to:

•

future operating or financial results;

•

expectations regarding the strength of future growth of the container shipping industry, including the rates of annual demand and supply growth;

•

geo-political events such as the conflict in Ukraine and the recent escalation of the Israel-Gaza conflict;

•

the potential disruption of shipping routes, including due to lower water levels in the Panama Canal and the ongoing attacks by Houthis in the Red Sea;

•

the length and severity of the ongoing outbreak of the novel coronavirus (COVID-19) around the world and governmental responses thereto;

•

the financial condition of our charterers and their ability and willingness to pay charterhire to us in accordance with the charters and our expectations regarding the same;

•

the overall health and condition of the U.S. and global financial markets;

•

our financial condition and liquidity, including our ability to obtain additional financing to fund capital expenditures, vessel acquisitions and for other general corporate purposes and our ability to meet our financial covenants and repay our borrowings;

•

our expectations relating to dividend payments and expectations of our ability to make such payments including the availability of cash and the impact of constraints under our loan agreements;

•

future acquisitions, business strategy and expected capital spending;

•

operating expenses, availability of key employees, crew, number of off-hire days, drydocking and survey requirements, costs of regulatory compliance, insurance costs and general and administrative costs;

•

general market conditions and shipping industry trends, including charter rates and factors affecting supply and demand;

•

assumptions regarding interest rates and inflation;

•

changes in the rate of growth of global and various regional economies;

•

risks incidental to vessel operation, including piracy, discharge of pollutants and vessel accidents and damage including total or constructive total loss;

•

estimated future capital expenditures needed to preserve our capital base;

•

our expectations about the availability of vessels to purchase, the time that it may take to construct new vessels, or the useful lives of our vessels;

•

our continued ability to enter into or renew charters including the re-chartering of vessels on the expiry of existing charters, or to secure profitable employment for our vessels in the spot market;

•

our ability to realize expected benefits from our acquisition of secondhand vessels;

•

our ability to capitalize on our management’s and directors’ relationships and reputations in the containership industry to its advantage;

•

changes in governmental and classification societies’ rules and regulations or actions taken by regulatory authorities;

•

expectations about the availability of insurance on commercially reasonable terms;

•

changes in laws and regulations (including environmental rules and regulations);

•

potential liability from future litigation; and

•

other important factors described from time to time in the reports we file with the U.S. Securities and Exchange Commission (the “SEC”).

Page 10

Forward-looking statements are subject to known and unknown risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. Global Ship Lease's actual results could differ materially from those anticipated in forward-looking statements for many reasons specifically as described in Global Ship Lease's filings with the SEC. Accordingly, you should not unduly rely on these forward-looking statements, which speak only as of the date of this communication. Global Ship Lease undertakes no obligation to publicly revise any forward-looking statement to reflect circumstances or events after the date of this communication or to reflect the occurrence of unanticipated events. You should, however, review the factors and risks Global Ship Lease describes in the reports it will file from time to time with the SEC after the date of this communication.

Page 11

Global Ship Lease, Inc.

Interim Unaudited Condensed Consolidated Balance Sheets

(Expressed in thousands of U.S. dollars except share data)

	As of,
	March 31, 2024		December 31, 2023
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	168,957	$	138,640
Time deposits		14,000		14,000
Restricted cash		59,287		56,803
Accounts receivable, net		7,584		4,741
Inventories		15,243		15,764
Prepaid expenses and other current assets		41,041		40,464
Derivative asset		24,150		24,639
Due from related parties		276		626
Total current assets	$	330,538	$	295,677
NON - CURRENT ASSETS
Vessels in operation	$	1,649,360	$	1,664,101
Advances for vessels' acquisitions and other additions		13,335		12,210
Deferred charges, net		71,653		73,720
Other non - current assets		23,423		23,935
Derivative asset, net of current portion		16,466		16,867
Restricted cash, net of current portion		75,027		85,270
Total non - current assets		1,849,264		1,876,103
TOTAL ASSETS	$	2,179,802	$	2,171,780
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable	$	13,598	$	17,601
Accrued liabilities		26,018		28,538
Current portion of long-term debt		184,932		193,253
Current portion of deferred revenue		40,978		40,331
Due to related parties		750		717
Total current liabilities	$	266,276	$	280,440
LONG-TERM LIABILITIES
Long - term debt, net of current portion and deferred financing costs	$	576,596	$	619,175
Intangible liabilities-charter agreements		4,159		5,662
Deferred revenue, net of current portion		74,540		82,115
Total non - current liabilities		655,295		706,952
Total liabilities	$	921,571	$	987,392
Commitments and Contingencies		-		-
SHAREHOLDERS' EQUITY
Class A common shares - authorized 214,000,000 shares with a $0.01 par value 35,077,907 shares issued and outstanding (2023 – 35,188,323 shares)	$	351	$	351
Series B Preferred Shares - authorized 104,000 shares with a $0.01 par value 43,592 shares issued and outstanding (2023 – 43,592 shares)		-		-
Additional paid in capital		673,902		676,592
Retained earnings		564,397		488,105
Accumulated other comprehensive income		19,581		19,340
Total shareholders' equity		1,258,231		1,184,388
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	2,179,802	$	2,171,780

Page 12

Global Ship Lease, Inc.

Interim Unaudited Condensed Consolidated Statements of Income

(Expressed in thousands of U.S. dollars)

	Three months ended March 31,
	2024			2023
OPERATING REVENUES
Time charter revenue	$	178,058		$	155,927
Amortization of intangible liabilities-charter agreements		1,503			3,364
Total Operating Revenues		179,561			159,291

OPERATING EXPENSES:
Vessel operating expenses (include related party vessel operating expenses of $5,423 and $4,345 for each of the three month periods ended March 31, 2024 and 2023, respectively)		47,858			42,762
Time charter and voyage expenses (include related party time charter and voyage expenses of $2,192 and $1,720 for the three month periods ended March 31, 2024 and 2023, respectively)		5,245			5,458
Depreciation and amortization		24,270			21,184
General and administrative expenses		5,089			4,789
Operating Income		97,099			85,098

NON-OPERATING INCOME/(EXPENSES)
Interest income		3,684			1,812
Interest and other finance expenses		(10,450	)		(11,103	)
Other income, net		1,307			1,582
Fair value adjustment on derivative asset		250			(2,785	)
Total non-operating expenses		(5,209	)		(10,494	)
Income before income taxes		91,890			74,604
Income taxes		-			-
Net Income		91,890			74,604
Earnings allocated to Series B Preferred Shares		(2,384	)		(2,384	)
Net Income available to Common Shareholders	$	89,506		$	72,220

Page 13

Global Ship Lease, Inc.

Interim Unaudited Condensed Consolidated Statements of Cash Flows

(Expressed in thousands of U.S. dollars)

	Three months ended March 31,
	2024			2023
Cash flows from operating activities:
Net income	$	91,890		$	74,604
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	$	24,270		$	21,184
Amounts reclassified to/(from) other comprehensive income		240			(39	)
Amortization of derivative assets' premium		1,141			891
Amortization of deferred financing costs		1,184			1,475
Amortization of intangible liabilities-charter agreements		(1,503	)		(3,364	)
Fair value adjustment on derivative asset		(250	)		2,785
Share-based compensation expense		2,304			2,674
Changes in operating assets and liabilities:
Increase in accounts receivable and other assets	$	(2,908	)	$	(6,355	)
Decrease in inventories		521			693
Decrease in accounts payable and other liabilities		(6,084	)		(7,156	)
Decrease/(increase) in related parties' balances, net		383			(145	)
(Decrease)/increase in deferred revenue		(6,928	)		8,212
Payments for drydocking and special survey costs		(3,637	)		(8,727	)
Unrealized foreign exchange gain		(3	)		-
Net cash provided by operating activities	$	100,620		$	86,732
Cash flows from investing activities:
Cash paid for vessel expenditures		(3,755	)		(1,182	)
Advances for vessel acquisitions and other additions		(1,633	)		(3,232	)
Net proceeds from sale of vessel		-			5,940
Time deposits acquired		-			(1,050	)
Net cash (used in)/provided by investing activities	$	(5,388	)	$	476
Cash flows from financing activities:
Repayment of credit facilities and sale and leaseback		(52,082	)		(53,056	)
Cancellation of Class A common shares		(4,994	)		(9,988	)
Class A common shares-dividend paid		(13,214	)		(13,351	)
Series B preferred shares-dividend paid		(2,384	)		(2,384	)
Net cash used in financing activities	$	(72,674	)	$	(78,779	)
Net increase in cash and cash equivalents and restricted cash		22,558			8,429
Cash and cash equivalents and restricted cash at beginning of the period		280,713			269,930
Cash and cash equivalents and restricted cash at end of the period	$	303,271		$	278,359
Supplementary Cash Flow Information:
Cash paid for interest		15,902			16,454
Cash received from interest rate caps		8,182			7,077
Non-cash financing activities:
Unrealized loss on derivative assets		(1,140	)		(8,034	)

Page 14

Exhibit 99.2

GLOBAL SHIP LEASE, INC.

INTERIM UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

PERIOD ENDED MARCH 31, 2024

GLOBAL SHIP LEASE, INC.

Index	Page
INTERIM UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS AS AT MARCH 31, 2024 AND DECEMBER 31, 2023	F-1
INTERIM UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME FOR THE THREE MONTHS ENDED MARCH 31, 2024 AND 2023	F-2
INTERIM UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE THREE MONTHS ENDED MARCH 31, 2024 AND 2023	F-3
INTERIM UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2024 AND 2023	F-4
INTERIM UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY FOR THE THREE MONTHS ENDED MARCH 31, 2024 AND 2023	F-5
NOTES TO THE INTERIM UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS	F-6

Global Ship Lease, Inc.

Interim Unaudited Condensed Consolidated Balance Sheets

(Expressed in thousands of U.S. dollars except share data)

			As of
	Note		March 31, 2024		December 31, 2023
ASSETS
CURRENT ASSETS
Cash and cash equivalents			$	168,957	$	138,640
Time deposits				14,000		14,000
Restricted cash				59,287		56,803
Accounts receivable, net				7,584		4,741
Inventories				15,243		15,764
Prepaid expenses and other current assets				41,041		40,464
Derivative asset		5		24,150		24,639
Due from related parties		7		276		626
Total current assets			$	330,538	$	295,677
NON - CURRENT ASSETS
Vessels in operation		3	$	1,649,360	$	1,664,101
Advances for vessels acquisitions and other additions		3		13,335		12,210
Deferred charges, net				71,653		73,720
Other non-current assets		2g		23,423		23,935
Derivative asset, net of current portion		5		16,466		16,867
Restricted cash, net of current portion				75,027		85,270
Total non - current assets				1,849,264		1,876,103
TOTAL ASSETS			$	2,179,802	$	2,171,780
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable			$	13,598	$	17,601
Accrued liabilities				26,018		28,538
Current portion of long - term debt		6		184,932		193,253
Current portion of deferred revenue				40,978		40,331
Due to related parties		7		750		717
Total current liabilities			$	266,276	$	280,440
LONG - TERM LIABILITIES
Long - term debt, net of current portion and deferred financing costs		6	$	576,596	$	619,175
Intangible liabilities - charter agreements		4		4,159		5,662
Deferred revenue, net of current portion				74,540		82,115
Total non - current liabilities				655,295		706,952
Total liabilities			$	921,571	$	987,392
Commitments and Contingencies		8		-		-
SHAREHOLDERS' EQUITY
Class A common shares - authorized 214,000,000 shares with a $0.01 par value 35,077,907 shares issued and outstanding (2023 - 35,188,323 shares)		9	$	351	$	351
Series B Preferred Shares - authorized 104,000 shares with a $0.01 par value 43,592 shares issued and outstanding (2023 - 43,592 shares)		9		-		-
Additional paid in capital				673,902		676,592
Retained Earnings				564,397		488,105
Accumulated other comprehensive income				19,581		19,340
Total shareholders' equity				1,258,231		1,184,388
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY			$	2,179,802	$	2,171,780

See accompanying notes to interim unaudited condensed consolidated financial statements

F-1

Global Ship Lease, Inc.

Interim Unaudited Condensed Consolidated Statements of Income

(Expressed in thousands of U.S. dollars except share and per share data)

			Three months ended March 31,
	Note		2024			2023
OPERATING REVENUES
Time charter revenues			$	178,058		$	155,927
Amortization of intangible liabilities-charter agreements		4		1,503			3,364
Total Operating Revenues				179,561			159,291

OPERATING EXPENSES
Vessel operating expenses (include related party vessel operating expenses of $5,423 and $4,345 for each of the periods ended March 31, 2024 and 2023, respectively)		7		47,858			42,762
Time charter and voyage expenses (include related party time charter and voyage expenses of $2,192 and $1,720 for each of the periods ended March 31, 2024 and 2023, respectively)		7		5,245			5,458
Depreciation and amortization		3		24,270			21,184
General and administrative expenses				5,089			4,789
Operating Income				97,099			85,098

NON-OPERATING INCOME/(EXPENSES)
Interest income				3,684			1,812
Interest and other finance expenses				(10,450	)		(11,103	)
Other income, net				1,307			1,582
Fair value adjustment on derivative asset		5		250			(2,785	)
Total non-operating expenses				(5,209	)		(10,494	)
Income before income taxes				91,890			74,604
Income taxes				-			-
Net Income				91,890			74,604
Earnings allocated to Series B Preferred Shares		9		(2,384	)		(2,384	)
Net Income available to Common Shareholders			$	89,506		$	72,220
Earnings per Share

Weighted average number of Class A common shares outstanding
Basic		11		35,229,566			35,696,225
Diluted		11		35,636,064			36,444,047

Net Earnings per Class A common share
Basic		11	$	2.54		$	2.02
Diluted		11	$	2.51		$	1.98

See accompanying notes to interim unaudited condensed consolidated financial statements

F-2

Global Ship Lease, Inc.

Interim Unaudited Condensed Consolidated Statements of Comprehensive Income

(Expressed in thousands of U.S. dollars)

			Three months ended March 31,
	Note		2024			2023
Net Income available to Common Shareholders			$	89,506		$	72,220
Other comprehensive income:
Cash Flow Hedge:
Unrealized loss on derivative assets		5		(1,140	)		(8,034	)
Amortization of interest rate cap premium				1,141			891
Amounts reclassified to/(from) earnings				240			(39	)
Total Other Comprehensive Income/(loss)				241			(7,182	)
Total Comprehensive Income			$	89,747		$	65,038

See accompanying notes to interim unaudited condensed consolidated financial statements

F-3

Global Ship Lease, Inc.

Interim Unaudited Condensed Consolidated Statements of Cash Flows

(Expressed in thousands of U.S. dollars)

			Three months ended March 31,
	Note		2024			2023
Cash flows from operating activities:
Net Income			$	91,890		$	74,604
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		3		24,270			21,184
Amounts reclassified to/(from) other comprehensive income				240			(39	)
Amortization of derivative assets’ premium				1,141			891
Amortization of deferred financing costs		6		1,184			1,475
Amortization of intangible liabilities - charter agreements		4		(1,503	)		(3,364	)
Fair value adjustment on derivative asset		5		(250	)		2,785
Share-based compensation expense		10		2,304			2,674
Changes in operating assets and liabilities:
Increase in accounts receivable and other assets				(2,908	)		(6,355	)
Decrease in inventories				521			693
Decrease in accounts payable and other liabilities				(6,084	)		(7,156	)
Decrease/(increase) in related parties' balances, net		7		383			(145	)
(Decrease)/increase in deferred revenue				(6,928	)		8,212
Payments for drydocking and special survey costs				(3,637	)		(8,727	)
Unrealized foreign exchange gain				(3	)		-
Net cash provided by operating activities			$	100,620		$	86,732
Cash flows from investing activities:
Cash paid for vessel expenditures				(3,755	)		(1,182	)
Advances for vessels acquisitions and other additions				(1,633	)		(3,232	)
Net proceeds from sale of vessel		3		-			5,940
Time deposits acquired				-			(1,050	)
Net cash (used in)/provided by investing activities			$	(5,388	)	$	476
Cash flows from financing activities:
Repayment of credit facilities and sale and leaseback		6		(52,082	)		(53,056	)
Cancellation of Class A common shares		9		(4,994	)		(9,988	)
Class A common shares - dividend paid		9		(13,214	)		(13,351	)
Series B Preferred Shares - dividend paid		9		(2,384	)		(2,384	)
Net cash used in financing activities			$	(72,674	)	$	(78,779	)
Net increase in cash and cash equivalents and restricted cash				22,558			8,429
Cash and cash equivalents and restricted cash at beginning of the period				280,713			269,930
Cash and cash equivalents and restricted cash at end of the period			$	303,271		$	278,359

Supplementary Cash Flow Information:
Cash paid for interest			$	15,902		$	16,454
Cash received from interest rate caps				8,182			7,077
Non-cash financing activities:
Unrealized loss on derivative assets				(1,140	)		(8,034	)

See accompanying notes to interim unaudited condensed consolidated financial statements

F-4

Global Ship Lease, Inc.

Interim Unaudited Condensed Consolidated Statements of Changes in Shareholders’ Equity

(Expressed in thousands of U.S. dollars except share data)

	Number of Common Shares at par value $0.01			Number of Series B Preferred Shares at par value $0.01		Common Shares			Series B Preferred Shares		Series C Preferred Shares		Additional paid-in capital			Retained Earnings			Accumulated Other Comprehensive Income			Total Shareholders' Equity
Balance at December 31, 2022		35,990,288			43,592	$	359		$	-	$	-	$	688,262		$	246,390		$	31,480		$	966,491

Stock-based compensation expense (Note 10)		82,944			-		1			-		-		2,673			-			-			2,674
Cancellation of Class A common shares (Note 9)		(582,178	)		-		(6	)		-		-		(9,982	)		-			-			(9,988	)
Issuance of Series B Preferred shares, net of offering costs (Note 9)		-			-		-			-		-		102			-			-			102
Other comprehensive loss		-			-		-			-		-		-						(7,182	)		(7,182	)
Net Income for the period		-			-		-			-		-		-			74,604			-			74,604
Series B Preferred Shares dividend (Note 9)		-			-		-			-		-		-			(2,384	)		-			(2,384	)
Class A common shares dividend (Note 9)		-			-		-			-		-		-			(13,351	)		-			(13,351	)
Balance at March 31, 2023		35,491,054			43,592	$	354		$	-	$	-	$	681,055		$	305,259		$	24,298		$	1,010,966

Balance at December 31, 2023	35,188,323		43,592	$	351		$	-	$	-	$	676,592		$	488,105		$	19,340	$	1,184,388

Stock-based compensation expense (Note 10)	141,356		-		2			-		-		2,302			-			-		2,304
Cancellation of Class A common shares (Note 9)	(251,772	)	-		(2	)		-		-		(4,992	)		-			-		(4,994	)
Other comprehensive income	-		-		-			-		-		-			-			241		241
Net Income for the period	-		-		-			-		-		-			91,890			-		91,890
Series B Preferred Shares dividend (Note 9)	-		-		-			-		-		-			(2,384	)		-		(2,384	)
Class A common shares dividend (Note 9)	-		-		-			-		-		-			(13,214	)		-		(13,214	)
Balance at March 31, 2024	35,077,907		43,592	$	351		$	-	$	-	$	673,902		$	564,397		$	19,581	$	1,258,231

See accompanying notes to interim unaudited condensed consolidated financial statements

F-5

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements

(Expressed in thousands of U.S. dollars except share data)

1.	Description of Business

The Company’s business is to own and charter out containerships to leading liner companies.

On August 14, 2008, Global Ship Lease, Inc. (the “Company”) merged indirectly with Marathon Acquisition Corp., a company then listed on The American Stock Exchange, and with the pre-existing Global Ship Lease, Inc. GSL Holdings, Inc. was the surviving entity (the “Marathon Merger”), changed its name to Global Ship Lease, Inc. and became listed on The New York Stock Exchange (the “NYSE”).

On November 15, 2018, the Company completed a transformative transaction and acquired Poseidon Containers’ 20 containerships, one of which, the Argos, was contracted to be sold, which sale was completed in December 2018, (the “Poseidon Transaction”).

In 2021, the Company purchased 23 vessels. The Company purchased seven containerships of approximately 6,000 TEU each (the “Seven Vessels”), 12 containerships from Borealis Finance LLC (the “Twelve Vessels”) and four 5,470 TEU Panamax containerships (the “Four Vessels”). Also on June 30, 2021, the vessel La Tour was sold.

During the second quarter of 2023, the Company purchased four 8,544 TEU vessels for an aggregate purchase price of $123,300, which were delivered in various dates in May and June 2023. Also on March 23, 2023, GSL Amstel was sold.

With these additions and following the sale of La Tour in 2021, and GSL Amstel in 2023, the Company’s fleet comprises 68 containerships with average age as at March 31, 2024, weighted by TEU capacity, of 17.5 years.

The following table provides information about the 68 vessels owned as at March 31, 2024.

Company Name ⁽¹⁾	Country of Incorporation	Vessel Name	Capacity in TEUs ⁽²⁾	Year Built	Earliest Charter Expiry Date
Global Ship Lease 54 LLC	Liberia	CMA CGM Thalassa	11,040	2008	4Q25
Laertis Marine LLC	Marshall Islands	Zim Norfolk	9,115	2015	2Q27
Penelope Marine LLC	Marshall Islands	Zim Xiamen	9,115	2015	3Q27
Telemachus Marine LLC ⁽³⁾	Marshall Islands	Anthea Y	9,115	2015	3Q25
Global Ship Lease 53 LLC	Liberia	MSC Tianjin	8,603	2005	3Q27⁽⁴⁾
Global Ship Lease 52 LLC	Liberia	MSC Qingdao	8,603	2004	3Q27⁽⁴⁾
Global Ship Lease 43 LLC	Liberia	GSL Ningbo	8,603	2004	3Q27
Global Ship Lease 72 LLC	Liberia	GSL Alexandra	8,544	2004	3Q25⁽⁵⁾
Global Ship Lease 73 LLC	Liberia	GSL Sofia	8,544	2003	3Q25⁽⁵⁾
Global Ship Lease 74 LLC	Liberia	GSL Effie	8,544	2003	3Q25⁽⁵⁾
Global Ship Lease 75 LLC	Liberia	GSL Lydia	8,544	2003	2Q25⁽⁵⁾
Global Ship Lease 30 Limited	Marshall Islands	GSL Eleni	7,847	2004	3Q24
Global Ship Lease 31 Limited	Marshall Islands	GSL Kalliopi	7,847	2004	3Q24
Global Ship Lease 32 Limited	Marshall Islands	GSL Grania	7,847	2004	3Q24
Alexander Marine LLC	Marshall Islands	Colombia Express ⁽¹⁵⁾	6,927	2013	4Q28⁽⁶⁾
Hector Marine LLC	Marshall Islands	Kristina	6,927	2013	3Q29⁽⁶⁾
Ikaros Marine LLC	Marshall Islands	Katherine	6,927	2013	2Q29⁽⁶⁾
Philippos Marine LLC	Marshall Islands	Alexandra	6,927	2013	2Q29⁽⁶⁾
Aristoteles Marine LLC	Marshall Islands	Alexis	6,882	2015	2Q29⁽⁶⁾
Menelaos Marine LLC	Marshall Islands	Olivia I	6,882	2015	2Q29⁽⁶⁾
Global Ship Lease 35 LLC	Liberia	GSL Nicoletta	6,840	2002	3Q24
Global Ship Lease 36 LLC	Liberia	GSL Christen	6,840	2002	3Q24
Global Ship Lease 48 LLC	Liberia	CMA CGM Berlioz	6,621	2001	4Q25
Leonidas Marine LLC	Marshall Islands	Agios Dimitrios	6,572	2011	2Q27⁽⁴⁾
Global Ship Lease 33 LLC	Liberia	GSL Vinia	6,080	2004	3Q24
Global Ship Lease 34 LLC	Liberia	GSL Christel Elisabeth	6,080	2004	2Q24

F-6

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

1.	Description of Business (continued)

Company Name ⁽¹⁾	Country of Incorporation	Vessel Name	Capacity in TEUs ⁽²⁾	Year Built	Earliest Charter Expiry Date
GSL Arcadia LLC	Liberia	GSL Arcadia	6,008	2000	1Q25⁽⁷⁾
GSL Melita LLC	Liberia	GSL Melita	6,008	2001	3Q25⁽⁷⁾
GSL Maria LLC	Liberia	GSL Maria	6,008	2001	4Q24⁽⁷⁾
GSL Violetta LLC ⁽³⁾	Liberia	GSL Violetta	6,008	2000	4Q24⁽⁷⁾
GSL Tegea LLC	Liberia	GSL Tegea	5,992	2001	3Q25⁽⁷⁾
GSL Dorothea LLC	Liberia	GSL Dorothea	5,992	2001	2Q25⁽⁷⁾
GSL MYNY LLC	Liberia	GSL MYNY	6,008	2000	3Q24⁽⁷⁾
Tasman Marine LLC	Marshall Islands	Tasman	5,936	2000	1Q25⁽⁸⁾
Hudson Marine LLC	Marshall Islands	Zim Europe ⁽¹⁵⁾	5,936	2000	2Q24
Drake Marine LLC	Marshall Islands	Ian H	5,936	2000	2Q24
Global Ship Lease 68 LLC ⁽³⁾	Liberia	GSL Kithira	5,470	2009	4Q24⁽⁹⁾
Global Ship Lease 69 LLC ⁽³⁾	Liberia	GSL Tripoli	5,470	2009	4Q24⁽⁹⁾
Global Ship Lease 70 LLC ⁽³⁾	Liberia	GSL Syros	5,470	2010	4Q24⁽⁹⁾
Global Ship Lease 71 LLC ⁽³⁾	Liberia	GSL Tinos	5,470	2010	4Q24⁽⁹⁾
Hephaestus Marine LLC	Marshall Islands	Dolphin II	5,095	2007	1Q25
Zeus One Marine LLC	Marshall Islands	Orca I	5,095	2006	2Q25⁽¹⁰⁾
Global Ship Lease 47 LLC	Liberia	GSL Château d’If	5,089	2007	4Q26
GSL Alcazar Inc.	Marshall Islands	CMA CGM Alcazar	5,089	2007	3Q26
Global Ship Lease 55 LLC	Liberia	GSL Susan	4,363	2008	3Q27⁽¹¹⁾
Global Ship Lease 50 LLC	Liberia	CMA CGM Jamaica	4,298	2006	1Q28⁽¹¹⁾
Global Ship Lease 49 LLC	Liberia	CMA CGM Sambhar	4,045	2006	1Q28⁽¹¹⁾
Global Ship Lease 51 LLC	Liberia	CMA CGM America	4,045	2006	1Q28⁽¹¹⁾
Global Ship Lease 57 LLC	Liberia	GSL Rossi	3,421	2012	1Q26
Global Ship Lease 58 LLC	Liberia	GSL Alice	3,421	2014	2Q25
Global Ship Lease 59 LLC	Liberia	GSL Melina	3,404	2013	2Q24
Global Ship Lease 60 LLC	Liberia	GSL Eleftheria	3,404	2013	3Q25
Global Ship Lease 61 LLC	Liberia	GSL Mercer	2,824	2007	4Q24
Global Ship Lease 62 LLC	Liberia	Matson Molokai	2,824	2007	2Q25
Global Ship Lease 63 LLC	Liberia	GSL Lalo	2,824	2006	2Q25⁽¹²⁾
Global Ship Lease 42 LLC	Liberia	GSL Valerie	2,824	2005	1Q25
Pericles Marine LLC	Marshall Islands	Athena	2,762	2003	2Q24
Global Ship Lease 64 LLC	Liberia	GSL Elizabeth	2,741	2006	2Q24
Global Ship Lease 65 LLC	Liberia	GSL Chloe ⁽¹⁵⁾	2,546	2012	4Q24
Global Ship Lease 66 LLC	Liberia	GSL Maren	2,546	2014	1Q24⁽¹³⁾
Aris Marine LLC	Marshall Islands	Maira	2,506	2000	3Q24
Aphrodite Marine LLC	Marshall Islands	Nikolas	2,506	2000	4Q24
Athena Marine LLC	Marshall Islands	Newyorker	2,506	2001	1Q25⁽¹⁴⁾
Global Ship Lease 38 LLC	Liberia	Manet	2,272	2001	4Q24
Global Ship Lease 40 LLC	Liberia	Keta	2,207	2003	1Q25
Global Ship Lease 41 LLC	Liberia	Julie	2,207	2002	2Q25
Global Ship Lease 45 LLC	Liberia	Kumasi	2,207	2002	1Q25
Global Ship Lease 44 LLC	Liberia	Akiteta	2,207	2002	4Q24

F-7

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

1.	Description of Business (continued)

(1) All subsidiaries are 100% owned, either directly or indirectly;

(2) Twenty-foot Equivalent Units;

(3) Currently, under a sale and leaseback transaction (see note 2g);

(4) MSC Tianjin, MSC Qingdao and Agios Dimitrios were forward fixed to a leading liner company for minimum 36 months – maximum 38 months. The new charters are expected to commence between 2Q 2024 and 3Q 2024, after the vessels are drydocked. MSC Qingdao & Agios Dimitrios are fitted with Exhaust Gas Cleaning Systems (“scrubbers”);

(5) GSL Alexandra, GSL Sofia, GSL Lydia and GSL Effie delivered in 2Q 2023. Contract cover for each vessel is for a minimum firm period of 24 months from the date each vessel was delivered, with charterers holding one year extension options;

(6) Colombia Express (ex Mary), Kristina, Katherine, Alexandra, Alexis, Olivia I were forward fixed to a leading liner company for 60 months +/- 45 days, after which the charterer has the option to extend each charter for a further two years. The new charter for Colombia Express (ex Mary) commenced in early 2024. The new charters for the remaining vessels are scheduled to commence as each of the existing charters expire, between approximately 2Q 2024 and late 2024;

(7) GSL Maria, GSL Violetta, GSL Arcadia, GSL MYNY, GSL Melita, GSL Tegea and GSL Dorothea. Contract cover for each vessel is for a firm period of at least three years from the date each vessel was delivered in 2021. Thereafter, the charterer has the option to extend each charter for a further 12 months, after which they have the option to extend each charter for a second time – for a period concluding immediately prior to each respective vessel’s 25^th year drydocking and special survey. GSL Arcadia, GSL Dorothea, GSL Tegea and GSL Melita charterer’s first options were exercised in 1Q 2024;

(8) Tasman. Chartered in direct continuation for a further 9.5-11 months from April 2024;

(9) GSL Kithira, GSL Tripoli, GSL Syros, GSL Tinos were chartered for a period of three years from their delivery dates in 2021, after which the charterer has the option to extend each charter for a further three years;

(10) Orca I. After the initial firm period of the charter, the charterer had the option in 1Q 2024 to extend the charter for a further 12-14 months from 3Q 2024. In 1Q 2024 the charterer exercised the option to extend the charter to 2Q/3Q 2025;

(11) GSL Susan, CMA CGM Jamaica, CMA CGM Sambhar and CMA CGM America were each forward fixed to a leading liner company for a period of five years with up to +/- 45 days in charterer’s option. The new charter for GSL Susan commenced in 4Q 2022, while the remaining charters commenced in 1Q 2023;

(12) GSL Lalo. Chartered in direct continuation for a further 12-14 months from May 2024 in charterer’s option;

(13) GSL Maren scheduled drydock in 1Q/2Q 2024.

(14) Newyorker was forward fixed to a leading liner company for minimum 1Q 2025 to maximum 2Q 2025 in charterer’s option;

(15) “tbr” means “to be renamed”. On January 3, 2024, Mary was renamed to Colombia Express. On January 26, 2024, Beethoven was renamed to GSL Chloe. On April 19, 2024, Zim Europe was renamed to Dimitris Y.

2.	Summary of Significant Accounting Policies and Disclosures

(a)	Basis of Presentation

The accompanying financial information is unaudited and reflects all adjustments, consisting solely of normal recurring adjustments, which, in the opinion of management, are necessary for a fair statement of financial position and results of operations for the periods presented. The financial information does not include all disclosures required under United States Generally Accepted Accounting Principles (“US GAAP”) for annual financial statements. These interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements as of December 31, 2023 filed with the Securities and Exchange Commission on March 20, 2024 in the Company’s Annual Report on Form 20-F.

The Company has made reclassifications to the prior year statement of cash flows to correct and reclassify payments for drydocking and special survey costs from investing outflows to operating outflows which resulted in a decrease in investing outflows and increase in operating outflows of $6,305, $18,300, and $33,386 for the three months ended March 31, 2023, six months ended June 30, 2023, and nine months ended September 30, 2023, respectively. The Company evaluated the reclassifications from both a quantitative and qualitative perspective and determined the impacts were immaterial to the previously issued interim financial statements.

F-8

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

2.	Summary of Significant Accounting Policies and Disclosures (continued)

(a)	Basis of Presentation (continued)

Adoption of new accounting standards

In March 2020, the FASB issued ASU 2020-4, “Reference Rate Reform (Topic 848)” (“ASU 2020-4”), which provides optional guidance intended to ease the potential burden in accounting for the expected discontinuation of LIBOR as a reference rate in the financial markets. The guidance can be applied to modifications made to certain contracts to replace LIBOR with a new reference rate. The guidance, if elected, will permit entities to treat such modifications as the continuation of the original contract, without any required accounting reassessments or remeasurements. ASU 2020-4 was effective for the Company beginning on March 12, 2020, and the Company applied the amendments prospectively through December 31, 2022. Because the current relief in Topic 848 may not cover a period of time during which a significant number of modifications may take place, in December 2022 the FASB issued ASU 2022-06, “Reference Rate Reform (Topic 848)”. The amendments of this update defer the sunset date of Topic 848 from December 31, 2022, to December 31, 2024, after which entities will no longer be permitted to apply the relief in Topic 848. As of March 31, 2024, all Company’s loan agreements have been amended and restated to take into effect the transition from LIBOR to the Secured Overnight Financing Rate (“SOFR”) and the relevant provisions on a replacement rate. In addition, the Company’s interest rate caps automatically transited to 1-month Compounded SOFR on July 1, 2023, at a level of 0.64%. There was no impact to the Company’s interim unaudited condensed consolidated financial statements for the period ended March 31, 2024, as a result of adopting this standard.

(b)	Principles of Consolidation

The accompanying interim unaudited condensed consolidated financial information include the financial statements of the Company and its wholly owned subsidiaries; the Company has no other interests. All significant intercompany balances and transactions have been eliminated in the Company’s interim unaudited condensed consolidated financial statements.

(c)	Use of estimates

The preparation of interim unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the interim unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates under different assumptions and/or conditions.

(d)	Vessels in operation

Vessels are generally recorded at their historical cost, which consists of the acquisition price and any material expenses incurred upon acquisition, adjusted for the fair value of intangible assets or liabilities associated with above or below market charters attached to the vessels at acquisition. See Intangible Assets and Liabilities at note 2(e) below. Vessels acquired in a corporate transaction accounted for as an asset acquisition are stated at the acquisition price, which consists of consideration paid, plus transaction costs, considering pro rata allocation based on vessels fair value at the acquisition date. Vessels acquired in a corporate transaction accounted for as a business combination are recorded at fair value. Vessels acquired as part of the Marathon Merger in 2008 were accounted for under ASC 805, which required that the vessels be recorded at fair value, less the negative goodwill arising as a result of the accounting for the merger.

Subsequent expenditures for major improvements and upgrades are capitalized, provided they appreciably extend the life, increase the earnings capacity or improve the efficiency or safety of the vessels.

Borrowing costs incurred during the construction of vessels or as part of the prefinancing of the acquisition of vessels are capitalized. There was no capitalized interest for the three months ended March 31, 2024, and 2023.

Vessels are stated less accumulated depreciation and impairment, if applicable. Vessels are depreciated to their estimated residual value using the straight-line method over their estimated useful lives which are reviewed on an ongoing basis to ensure they reflect current technology, service potential and vessel structure. The useful lives are estimated to be 30 years from original delivery by the shipyard.

F-9

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

2.	Summary of Significant Accounting Policies and Disclosures (continued)

(d)	Vessels in operation (continued)

Management estimates the residual values of the Company’s container vessels based on a scrap value cost of steel times the weight of the vessel noted in lightweight tons (LWT). Residual values are periodically reviewed and revised to recognize changes in conditions, new regulations or other reasons. Revision of residual values affect the depreciable amount of the vessels and affects depreciation expense in the period of the revision and future periods. Management estimated the residual values of its vessels based on scrap rate of $400 per LWT.

For any vessel group which is impaired, the impairment charge is recorded against the cost of the vessel and the accumulated depreciation as at the date of impairment is removed from the accounts.

The cost and related accumulated depreciation of assets retired or sold are removed from the accounts at the time of sale or retirement and any gain or loss is included in the interim unaudited condensed Consolidated Statements of Income.

(e)	Intangible assets and liabilities – charter agreements

The Company’s intangible assets and liabilities consist of unfavorable lease terms on charter agreements acquired in assets acquisitions. When intangible assets or liabilities associated with the acquisition of a vessel are identified, they are recorded at fair value. Fair value is determined by reference to market data and the discounted amount of expected future cash flows. Where charter rates are higher than market charter rates, an intangible asset is recorded, based on the difference between the acquired charter rate and the market charter rate for an equivalent vessel and equivalent duration of charter party at the date the vessel is delivered. Where charter rates are less than market charter rates, an intangible liability is recorded, based on the difference between the acquired charter rate and the market charter rate for an equivalent vessel. The determination of the fair value of acquired assets and liabilities requires the Company to make significant assumptions and estimates of many variables including market charter rates (including duration), the level of utilization of its vessels and its weighted average cost-of capital (“WACC”). The estimated market charter rate (including duration) is considered a significant assumption. The use of different assumptions could result in a material change in the fair value of these items, which could have a material impact on the Company’s financial position and results of operations. The amortizable value of favorable and unfavorable leases is amortized over the remaining life of the relevant lease term and the amortization expense or income respectively is included under the caption “Amortization of intangible liabilities-charter agreements” in the interim unaudited condensed Consolidated Statements of Income. For any vessel group which is impaired, the impairment charge is recorded against the cost of the vessel and the accumulated depreciation as at the date of impairment is removed from the accounts.

(f)	Impairment of Long-lived assets

Tangible fixed assets, such as vessels, that are held and used or to be disposed of by the Company are reviewed for impairment when events or changes in circumstances indicate that their carrying amounts may not be recoverable. In these circumstances, the Company performs step one of the impairment test by comparing the undiscounted projected net operating cash flows for each vessel group to its carrying value. A vessel group comprises the vessel, the unamortized portion of deferred drydocking related to the vessel and the related carrying value of the intangible asset or liability (if any) with respect to the time charter attached to the vessel at its purchase. If the undiscounted projected net operating cash flows of the vessel group are less than its carrying amount, management proceeds to step two of the impairment assessment by comparing the vessel group’s carrying amount to its fair value, including any applicable charter, and an impairment loss is recorded equal to the difference between the vessel group’s carrying value and fair value. Fair value is determined with the assistance from valuations obtained from third party independent ship brokers.

The Company uses a number of assumptions in projecting its undiscounted net operating cash flows analysis including, among others, (i) revenue assumptions for charter rates on expiry of existing charters, which are based on forecast charter rates, where relevant, in the four years from the date of the impairment test and a reversion to the historical mean of time charter rates for each vessel thereafter (ii) off-hire days, which are based on actual off-hire statistics for the Company’s fleet (iii) operating costs, based on current levels escalated over time based on long term trends (iv) dry docking frequency, duration and cost (v) estimated useful life, which is assessed as a total of 30 years from original delivery by the shipyard and (vi) scrap values.

F-10

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

2.	Summary of Significant Accounting Policies and Disclosures (continued)

(f)	Impairment of Long-lived assets (continued)

Revenue assumptions are based on contracted charter rates up to the end of the existing contract of each vessel, and thereafter, estimated time charter rates for the remaining life of the vessel. The estimated time charter rate used for non-contracted revenue days of each vessel is considered a significant assumption. Recognizing that the container shipping industry is cyclical and subject to significant volatility based on factors beyond the Company’s control, management believes that using forecast charter rates in the four years from the date of the impairment assessment and a reversion to the historical mean of time charter rates thereafter, represents a reasonable benchmark for the estimated time charter rates for the non-contracted revenue days, and takes into account the volatility and cyclicality of the market.

During the three months ended March 31, 2024, and 2023, the Company evaluated the impact of current economic situation on the recoverability of all its vessel groups and has determined that there were no events or changes in circumstances which indicated that their carrying amounts may not be recoverable. Accordingly, there was no triggering event and no impairment test was performed for the three months ended March 31, 2024 and 2023.

Through the latter part of 2023, the Company noted that events and circumstances triggered the existence of potential impairment for some of the Company’s vessel groups. These indicators included volatility in the charter market and the vessels’ market values, as well as the potential impact of the current container sector on management’s expectation for future revenues. As a result, the Company performed step one of the impairment assessment of each of the Company’s vessel groups by comparing the undiscounted projected net operating cash flows for each vessel group to their carrying value and step two of the impairment analysis was required for two vessel groups, as their undiscounted projected net operating cash flows did not exceed their carrying value. As a result, as of December 31, 2023, the Company recorded an impairment loss of $18,830 for two vessel groups with a total aggregate carrying amount of $43,830 which was written down to their fair value of $25,000 (see note 3).

(g)	Revenue recognition and related expense

The Company charters out its vessels on time charters which involves placing a vessel at a charterer’s disposal for a specified period of time during which the charterer uses the vessel in return for the payment of a specified daily hire rate. Such charters are accounted for as operating leases and therefore revenue is recognized on a straight-line basis as the average revenues over the rental periods of such charter agreements, as service is performed. Cash received in excess of earned revenue is recorded as deferred revenue. If a time charter contains one or more consecutive option periods, then subject to the options being exercisable solely by the Company, the time charter revenue will be recognized on a straight-line basis over the total remaining life of the time charter, including any options which are more likely than not to be exercised. If a time charter is modified, including the agreement of a direct continuation at a different rate, the time charter revenue will be recognized on a straight-line basis over the total remaining life of the time charter from the date of modification. During the periods ended March 31, 2024, and 2023, an amount of $1,886 loss and $2,268 income, respectively, has been recorded in time charter-revenues for such modifications and revenues recognized on a straight-line basis. Any difference between the charter rate invoiced and the time charter revenue recognized is classified as, or released from, deferred revenue. As of March 31, 2024, current and non-current portion from implementing the straight-line basis, amounting to $8,317 ($9,027 as of December 31, 2023) and $15,079 ($15,139 as of December 31, 2023), respectively, are presented in the interim condensed unaudited Consolidated Balance Sheets in the line item “Prepaid expenses and other current assets” and “Other non-current assets”, respectively.

Revenues are recorded net of address commissions, which represent a discount provided directly to the charterer based on a fixed percentage of the agreed upon charter rate. Charter revenue received in advance which relates to the period after a balance sheet date is recorded as deferred revenue within current liabilities until the respective charter services are rendered.

Under time charter arrangements the Company, as owner, is responsible for all the operating expenses of the vessels, such as crew costs, insurance, repairs and maintenance, and such costs are expensed as incurred and are included in vessel operating expenses.

Commission paid to brokers to facilitate the agreement of a new charter are included in time charter and voyage expenses as are certain expenses related to a voyage, such as the costs of bunker fuel consumed when a vessel is off-hire or idle.

Leases: In cases of lease agreements where the Company acts as the lessee, the Company recognizes an operating lease asset and a corresponding lease liability on the interim unaudited condensed Consolidated Balance Sheets. Following initial recognition and with regards to subsequent measurement the Company remeasures lease liability and right of use asset at each reporting date.

Leases where the Company acts as the lessor are classified as either operating or sales-type / direct financing leases.

F-11

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

2.	Summary of Significant Accounting Policies and Disclosures (continued)

(g)	Revenue recognition and related expense (continued)

In cases of lease agreements where the Company acts as the lessor under an operating lease, the Company keeps the underlying asset on the interim unaudited condensed Consolidated Balance Sheets and continues to depreciate the assets over its useful life. In cases of lease agreements where the Company acts as the lessor under a sales-type / direct financing lease, the Company derecognizes the underlying asset and records a net investment in the lease. The Company acts as a lessor under operating leases in connection with all of its charter out -bareboat- out arrangements.

In cases of sale and leaseback transactions, if the transfer of the asset to the lessor does not qualify as a sale, then the transaction constitutes a failed sale and leaseback and is accounted for as a financial liability. For a sale to have occurred, the control of the asset would need to be transferred to the lessor, and the lessor would need to obtain substantially all the benefits from the use of the asset. During 2021, the Company entered into six agreements which qualify as failed sale and leaseback transactions as the Company is required to repurchase the vessels at the end of the lease term and the Company has accounted for the six agreements as financing transactions.

The Company elected the practical expedient which allows the Company to treat the lease and non-lease components as a single lease component for the leases where the timing and pattern of transfer for the non-lease component and the associated lease component to the lessees are the same and the lease component, if accounted for separately, would be classified as an operating lease. The combined component is therefore accounted for as an operating lease under ASC 842, as the lease components are the predominant characteristics.

(h)	Fair Value Measurement and Financial Instruments

Financial instruments carried on the interim unaudited condensed Consolidated Balance Sheets include cash and cash equivalents, restricted cash, time deposits, trade receivables and payables, other receivables and other liabilities and long-term debt. The particular recognition methods applicable to each class of financial instrument are disclosed in the applicable significant policy description of each item or included below as applicable.

Fair value measurement: Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e. the “exit price”) in an orderly transaction between market participants at the measurement date. The hierarchy is broken down into three levels based on the observability of inputs as follows:

Level 1 - Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these products does not entail a significant degree of judgment.

Level 2 - Valuations based on one or more quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

In December 2021, the Company purchased interest rate caps with an aggregate notional amount of $484,106, which amortizes over time as the Company’s outstanding debt balances decline. In February 2022, the Company further hedged its exposure by putting in place two USD one-month LIBOR interest rate caps of 0.75% through fourth quarter 2026, on $507,891 of its floating rate debt. The second interest rate cap was not designated as a cash flow hedge and therefore the positive fair value adjustment of $250 as at March 31, 2024 was recorded through interim unaudited condensed Consolidated Statements of Income ($2,785 negative fair value adjustment as at March 31, 2023). ASC 815-20-25-13a stipulates that an entity may designate either all or certain future interest payments on variable-rate debt as the hedged exposure in a cash flow hedge relationship. The Company is designating certain future interest payments on its outstanding variable-rate debt as the hedged item in this relationship. Under ASC 815-20-25-106e, “for cash flow hedges of the interest payments on only a portion of the principal amount of the interest-bearing asset or liability, the notional amount of the interest rate cap designated as the hedging instrument matches the principal amount of the portion of the asset or liability on which the hedged interest payments are based”. In this case, the Company has designated only a portion of its outstanding debt (initially $253,946) as the hedged item, and any interest payments beyond the notional amount of the interest rate cap in any given period are not designated as being hedged. As of March 31, 2024, all Company’s loan agreements have been amended and restated to take into effect the transition from LIBOR to the Secured Overnight Financing Rate (“SOFR”) and the relevant provisions on a replacement rate. In addition, the Company’s interest rate caps automatically transited to 1-month Compounded SOFR on July 1, 2023, at a level of 0.64%.

F-12

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

2.	Summary of Significant Accounting Policies and Disclosures (continued)

(h)	Fair Value Measurement and Financial Instruments (continued)

The Company assesses the effectiveness of the hedges on an ongoing basis. The amounts included in accumulated other comprehensive income will be reclassified to interest expense should the hedge no longer be considered effective.

As of March 31, 2024, and March 31, 2023, following a quantitative assessment, part of the hedge was no longer considered effective and an amount of $240 and ($39), respectively, was reclassified to/(from) other comprehensive income to the interim unaudited condensed Consolidated Statements of Income.

The objective of the hedges is to reduce the variability of cash flows associated with the interest rates relating to the Company’s variable rate borrowings. When derivatives are used, the Company is exposed to credit loss in the event of non-performance by the counterparties; however, non-performance is not anticipated. ASC 815, Derivatives and Hedging, requires companies to recognize all derivative instruments as either assets or liabilities at fair value in the balance sheet. The fair values of the interest rate derivatives are based on quoted market prices for similar instruments from commercial banks (based on significant observable inputs - Level 2 inputs). As of March 31, 2024, and December 31, 2023, the Company recorded a derivative asset of $40,616 and $41,506, respectively.

Financial Risk Management: The Company activities expose it to a variety of financial risks including fluctuations in, time charter rates, credit and interest rates risk. Risk management is carried out under policies approved by executive management. Guidelines are established for overall risk management, as well as specific areas of operations.

Credit risk: The Company closely monitors its credit exposure to customers and counterparties for credit risk. The Company has entered into commercial management agreement with Conchart Commercial Inc. (“Conchart”), pursuant to which Conchart has agreed to provide commercial management services to the Company, including the negotiation, on behalf of the Company, vessel employment contracts (see note 7). Conchart has policies in place to ensure that it trades with customers and counterparties with an appropriate credit history. Financial instruments that potentially subject the Company to concentrations of credit risk are accounts receivable, cash and cash equivalents and time deposits. The Company does not believe its exposure to credit risk is likely to have a material adverse effect on its financial position, results of operations or cash flows.

Liquidity Risk: Prudent liquidity risk management implies maintaining sufficient cash and marketable securities, the availability of funding through an adequate amount of committed credit facilities and the ability to close out market positions. The Company monitors cash balances appropriately to meet working capital needs.

Foreign Exchange Risk: Foreign currency transactions are translated into the measurement currency rates prevailing at the dates of transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies are recognized in the interim unaudited condensed Consolidated Statements of Income.

(i)	Derivative instruments

The Company is exposed to interest rate risk relating to its variable rate borrowings. In December 2021, the Company purchased interest rate caps with an aggregate notional amount of $484,106 (“December 2021 hedging"), which amount reduces over time as the Company’s outstanding debt balances amortize. The objective of the hedges is to reduce the variability of cash flows associated with the interest relating to its variable rate borrowings.

At the inception of the transaction, the Company documents the relationship between hedging instruments and hedged items, as well as its risk management objective and the strategy for undertaking various hedging transactions. The Company also documents its assessment, both at the hedge inception and on an ongoing basis, of whether the derivative financial instruments that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items.

This transaction is designated as a cash flow hedge, and under ASU 2017-12, cash flow hedge accounting allows all changes in fair value to be recorded through Other Comprehensive Income once hedge effectiveness has been established. Under ASC 815-30-35-38, amounts in accumulated other comprehensive income shall be reclassified into earnings in the same period or periods during which the hedged forecasted transaction affects earnings (i.e., each quarter) and shall be presented in the same income statement line item as the earnings effect of the hedged item in accordance with paragraph 815-20-45-1A.

F-13

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

2.	Summary of Significant Accounting Policies and Disclosures (continued)

(i)	Derivative instruments (continued)

The premium paid related to this derivative was classified in the interim unaudited condensed Consolidated Statements of Cash Flows as operating activities in the line item “Derivative asset”. The premium shall be amortized into earnings “on a systematic and rational basis over the period in which the hedged transaction affects earnings” (ASC 815-30-35-41A); that is, the Company will expense the premium over the life of the interest rate cap in accordance with the “caplet method,” as described in Derivatives Implementation Group (DIG) Issue G20. DIG Issue G20 dictates that the cost of the interest rate cap is recognized on earnings over time, based on the value of each periodic caplet. The cost per period will change as the caplet for that period changes in value. Given that the interest rate cap is forward-starting, expensing of the premium will not begin until the effective start date of the interest rate cap, in order to match potential cap revenue with the cap expenses in the period in which they are incurred.

In February 2022, the Company further purchased two interest rate caps with an aggregate notional amount of $507,891. The first interest rate cap of $253,946 which has been designated as a cash flow hedge, has the same accounting treatment as described above for the December 2021 hedging. The second interest rate cap was not designated as a cash flow hedge and therefore the positive fair value adjustment of $250 as at March 31, 2024 ($2,785 negative fair value adjustment as at March 31, 2023) was recorded through interim unaudited condensed Consolidated Statements of Income. ASC 815-20-25-13a stipulates that an entity may designate either all or certain future interest payments on variable-rate debt as the hedged exposure in a cash flow hedge relationship. In this case, the Company has designated only a portion of its outstanding debt (initially $253,946) as the hedged item, and any interest payments beyond the notional amount of the interest rate cap in any given period are not designated as being hedged (see note 5). As of March 31, 2024, all Company’s loan agreements have been amended and restated to take into effect the transition from LIBOR to the Secured Overnight Financing Rate (“SOFR”) and the relevant provisions on a replacement rate. In addition, the Company’s interest rate caps automatically transited to 1-month Compounded SOFR on July 1, 2023, at a level of 0.64%.

The amounts included in accumulated other comprehensive income will be reclassified to interest expense should the hedge no longer be considered effective. The Company assesses the effectiveness of the hedges on an ongoing basis. As of March 31, 2024, and March 31, 2023, following a quantitative assessment, part of the hedge was no longer considered effective and an amount of $240 and ($39), respectively, was reclassified to/(from) other comprehensive income to the interim unaudited condensed Consolidated Statements of Income.

(j)	Recent accounting pronouncements

On November 27, 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This standard improves reportable segment disclosures by adding and enhancing interim disclosure requirements, clarifying circumstances in which entities can disclose multiple segment measures of profit or loss, providing new segment disclosure requirements for entities with a single reportable segment, and adding other disclosure requirements. This standard is effective for all entities that are subject to Topic 280, Segment Reporting for annual periods beginning after December 15, 2023, but early adoption is permitted. The Company is currently evaluating the impacts of this guidance on its interim unaudited condensed consolidated financial statement presentation or results.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Taxes Disclosures, which requires greater disaggregation of income tax disclosures. The new standard requires additional information to be disclosed with respect to the income tax rate reconciliation and income taxes paid disaggregated by jurisdiction. This ASU should be applied prospectively for fiscal years beginning after December 15, 2024, with retrospective application permitted. The Company is evaluating currently the impacts of this guidance on its interim unaudited condensed consolidated financial statement presentation or results.

F-14

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

3.	Vessels in Operation

	Vessel Cost, as adjusted for Impairment charges			Accumulated Depreciation			Net Book Value
As of January 1, 2023	$	1,886,158		$	(262,851	)	$	1,623,307

Additions		138,802			-			138,802
Depreciation		-			(72,443	)		(72,443	)
Impairment loss		(25,544	)		6,714			(18,830	)
Disposals		(6,803	)		68			(6,735	)
As of December 31, 2023	$	1,992,613		$	(328,512	)	$	1,664,101

Additions		3,824			-			3,824
Depreciation		-			(18,565	)		(18,565	)
As of March 31, 2024	$	1,996,437		$	(347,077	)	$	1,649,360

As of March 31, 2024, and March 31, 2023, the Company had made additions for vessel expenditures and ballast water treatments. As of March 31, 2024, and March 31, 2023, unpaid capitalized expenses were $2,239 and $9,543, respectively.

2023 Vessels acquisitions

In May and June 2023, the Company took delivery of the four 8,544 TEU Vessels as per below:

Name	Capacity in TEUs	Year Built	Purchase Price	Delivery date
GSL Alexandra	8,544	2004	$30,000	June 2, 2023
GSL Sofia	8,544	2003	$30,000	May 22, 2023
GSL Effie	8,544	2003	$30,000	May 30, 2023
GSL Lydia	8,544	2003	$33,300	June 26, 2023

2023 Sale of Vessel

On March 23, 2023, the Company sold GSL Amstel for net proceeds of $5,940, and the vessel was released as collateral under the Company’s $140,000 loan facility with Credit Agricole Corporate and Investment Bank, Hamburg Commercial Bank AG, E.Sun Commercial Bank, Ltd, CTBC Bank Co. Ltd. and Taishin International Bank.

Impairment

The Company has evaluated the impact of current economic situation on the recoverability of all its vessel groups and has determined that there were no events or changes in circumstances which indicated that their carrying amounts may not be recoverable. Accordingly, there was no triggering event and no impairment test was performed during the three months ended March 31, 2024.

F-15

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

3.	Vessels in Operation (continued)

Collateral

As of March 31, 2024, 20 vessels were pledged as collateral under the 5.69% Senior Secured Notes due 2027 and 43 vessels under the Company’s loan facilities. Five vessels were unencumbered as of March 31, 2024.

Advances for vessels acquisitions and other additions

As of March 31, 2024, and December 31, 2023, there were no advances for vessel acquisitions, as all vessels had been delivered as at these dates. As of March 31, 2024, and December 31, 2023, the Company had advances for other vessel additions and ballast water treatment systems totalling $13,335 and $12,210, respectively.

4.	Intangible Liabilities – Charter Agreements

Intangible Liabilities – Charter Agreements as of March 31, 2024, and December 31, 2023, consisted of the following:

	March 31, 2024			December 31, 2023
Opening balance	$	5,662		$	14,218
Disposals (*)		-			(476	)
Amortization		(1,503	)		(8,080	)
Total	$	4,159		$	5,662

(*) The unamortized portion of GSL Amstel intangible liability-charter agreement when vessel was sold on March 23, 2023.

Intangible liabilities are related to (i) acquisition of the Seven, the Twelve and the Four Vessels, and (ii) management’s estimate of the fair value of below-market charters on August 14, 2008, the date of the Marathon Merger (see note 1). These intangible liabilities are being amortized over the remaining life of the relevant lease terms and the amortization income is included under the caption “Amortization of intangible liabilities-charter agreements” in the interim unaudited condensed Consolidated Statements of Income.

Amortization income of intangible liabilities-charter agreements for each of the three months ended March 31, 2024, and 2023 was $1,503 and $3,364, respectively.

The aggregate amortization of the intangible liabilities in each of the 12-month periods up to March 31, 2026, is estimated to be as follows:

	Amount
March 31, 2025	$	3,748
March 31, 2026		411
	$	4,159

The weighted average life for the remaining intangible liabilities-charter agreements terms is 0.71 year.

5.	Derivative Asset

In December 2021, the Company purchased interest rate caps with an aggregate notional amount of $484,106, which amount reduces over time as the Company’s outstanding debt balances amortize. The objective of the hedges is to reduce the variability of cash flows associated with the interest relating to its variable rate borrowings. The Company receives payments on the caps for any period that the one-month USD LIBOR rate is above beyond the strike rate, which is 0.75%. The termination date of the interest rate cap agreements is through fourth quarter 2026. The premium paid to purchase the interest caps was $7,000, which was paid out of cash on December 22, 2021. The premium is being amortized over the life of the interest rate cap by using the caplet method.

In February 2022, the Company further hedged its exposure to a potential rising interest rate environment by putting in place two USD one-month LIBOR interest rate caps of 0.75% through fourth quarter 2026, on $507,891 of its floating rate debt. The second interest rate cap was not designated as a cash flow hedge and therefore the positive fair value adjustment of $250 as at March 31, 2024 ($2,785 the negative fair value adjustment as at March 31, 2023), was recorded through interim unaudited condensed Consolidated Statement of Income.

F-16

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

5.	Derivative Asset (continued)

The premium paid by the Company to purchase the interest rate caps was $15,370, which was paid out of cash on the settlement date. ASC 815-20-25-13a stipulates that an entity may designate either all or certain future interest payments on variable-rate debt as the hedged exposure in a cash flow hedge relationship. In this case, the Company has designated only a portion of its outstanding debt (initially $253,946) as the hedged item, and any interest payments beyond the notional amount of the interest rate cap in any given period are not designated as being hedged. As of March 31, 2024, all Company’s loan agreements have been amended and restated to take into effect the transition from LIBOR to the Secured Overnight Financing Rate (“SOFR”) and the relevant provisions on a replacement rate. In addition, the Company’s interest rate caps automatically transited to 1-month Compounded SOFR on July 1, 2023, at a level of 0.64%. Amount received from interest rate caps for each of the periods ended March 31, 2024, and 2023, was $8,182 and $7,077, respectively.

	March 31, 2024			December 31, 2023
Opening balance	$	41,506		$	63,503
Unrealized loss on derivative assets		(1,140	)		(16,625	)
Fair value adjustment on derivative asset		250			(5,372	)
Closing balance	$	40,616		$	41,506
Less: Current portion of derivative assets		(24,150	)		(24,639	)
Non-current portion of derivative assets	$	16,466		$	16,867

6.	Long-Term Debt

Long-term debt as of March 31, 2024, and December 31, 2023, consisted of the following:

Facilities	March 31, 2024			December 31, 2023
Macquarie loan (a)	$	60,000		$	66,000
2027 Secured Notes (b)		271,250			284,375
E.SUN, MICB, Cathay, Taishin Credit Facility (c)		24,000			28,500
Sinopac Credit Facility (d)		7,800			8,220
HCOB, CACIB, ESUN, CTBC, Taishin Credit Facility (e)		67,990			73,283
Deutsche Credit Facility (f)		38,883			40,046
HCOB Credit Facility (g)		20,731			24,744
CACIB, Bank Sinopac, CTBC Credit Facility (h)		37,675			38,950
Chailease Credit Facility (i)		2,349			2,608
Syndicated Senior Secured Credit Facility (CACIB, ABN, First-Citizens & Trust Company, Siemens, CTBC, Bank Sinopac, Palatine) (j)		141,200			149,200
Total credit facilities	$	671,878		$	715,926
Sale and Leaseback Agreement CMBFL - $120,000 (k)		58,087			64,438
Sale and Leaseback Agreement CMBFL - $54,000 (l)		35,127			36,018
Sale and Leaseback Agreement - Neptune $14,735 (m)		6,002			6,796
Total Sale and Leaseback Agreements	$	99,216		$	107,252
Total borrowings	$	771,094		$	823,178
Less: Current portion of long-term debt		(161,601	)		(164,888	)
Less: Current portion of Sale and Leaseback Agreements (k,l,m)		(23,331	)		(28,365	)
Less: Deferred financing costs (o)		(9,566	)		(10,750	)
Non-current portion of Long-Term Debt	$	576,596		$	619,175

F-17

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

6.	Long-Term Debt (continued)

a)	Macquarie Credit Facility

On May 18, 2023, the Company via its subsidiaries Global Ship Lease 72 LLC, Global Ship Lease 73 LLC, Global Ship Lease 74 LLC and Global Ship Lease 75 LLC entered into a new credit facility agreement with Macquarie Bank Limited (“Macquarie”) for an amount of $76,000 to finance part of the acquisition cost of the four 8,544 TEU vessels for an aggregate purchase price of $123,300. The vessels were delivered during the second quarter of 2023.

All four tranches were drawdown in the second quarter of 2023 and the credit facility has a maturity in May 2026.

The facility is repayable in two equal consecutive quarterly instalments of $5,000, six equal consecutive quarterly instalments of $6,000 and one quarterly instalments of $3,000 and two equal consecutive quarterly instalments of $1,000 with a final balloon of $25,000 payable three years after the first utilisation date.

This facility’s interest rate is SOFR plus a margin of 3.50% per annum payable quarterly in arrears.

As of March 31, 2024, the outstanding balance of this facility was $60,000.

b)	5.69% Senior Secured Notes due 2027

On June 16, 2022, Knausen Holding LLC (the "Issuer"), an indirect wholly-owned subsidiary of the Company, closed on the private placement of $350,000 of privately rated/investment grade 5.69% Senior Secured Notes due 2027 (the “2027 Secured Notes”) to a limited number of accredited investors. The fixed interest rate was determined on June 1, 2022, based on the interpolated interest rate of 2.84% plus a margin 2.85%.

The Company used the net proceeds from the private placement for the repayment of the remaining outstanding balances on its New Hayfin Credit Facility and the Hellenic Bank Credit Facility (releasing five unencumbered vessels), and our 2024 Notes. The remaining amount of net proceeds were allocated for general corporate purposes.

An amount equal to 15% per annum of the original principal balance of each Note shall be paid in equal quarterly installments on the 15th day of each of January, April, July, and October starting October 15, 2022, and the remaining unpaid principal balance shall be due and payable on the maturity date of July 15, 2027. Interest accrues on the unpaid balance of the Notes, payable quarterly on the 15th day of January, April, July, and October in each year, such interest commencing and accruing on and from June 14, 2022.

The 2027 Secured Notes are senior obligations of the Issuer, secured by first priority mortgages on 20 identified vessels owned by subsidiaries of the Issuer (the “Subsidiary Guarantors”) and certain other associated assets and contract rights, as well as share pledges over the Subsidiary Guarantors. In addition, the 2027 Secured Notes are fully and unconditionally guaranteed by the Company.

As of March 31, 2024, the outstanding balance of this facility was $271,250.

c)	$60.0 Million E.SUN, MICB, Cathay, Taishin Credit Facility

On December 30, 2021, the Company via its subsidiaries Zeus One Marine LLC, Hephaestus Marine LLC and Pericles Marine LLC, entered into a new syndicated senior secured debt facility with E.SUN Commercial Bank Ltd (“E.SUN”), Cathay United Bank (“Cathay”), Mega International Commercial Bank Co. Ltd (“MICB”) and Taishin International Bank (“Taishin”). The Company using a portion of the net proceeds from this credit facility fully prepaid the outstanding amount of the Blue Ocean Junior Credit facility, amounting to $26,205 plus a prepayment fee of $3,968. All three tranches were drawn down in January 2022.

The facility is repayable in eight equal consecutive quarterly instalments of $4,500 and ten equal consecutive quarterly instalments of $2,400.

This facility’s interest rate is SOFR plus a margin of 2.75% per annum plus Credit Adjustment Spread (“CAS”) payable quarterly in arrears.

As of March 31, 2024, the outstanding balance of this facility was $24,000.

F-18

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

6.	Long-Term Debt (continued)

d)	$12.0 Million Sinopac Capital International Credit Facility

On August 27, 2021, the Company via its subsidiary Global Ship Lease 42 LLC entered into a secured credit facility for an amount of $12,000 with Sinopac Capital International (HK) Limited (“Sinopac Credit Facility”), partially used to fully refinance the Hayfin Credit Facility. The full amount was drawn down in September 2021 and the credit facility has a maturity in September 2026.

The facility is repayable in 20 equal consecutive quarterly instalments of $420 with a final balloon of $3,600 payable together with the final instalment.

This facility’s interest rate is SOFR plus a margin of 3.25% per annum payable quarterly in arrears.

As of March 31, 2024, the outstanding balance of this facility was $7,800.

e)	$140.0 Million HCOB, CACIB, ESUN, CTBC, Taishin Credit Facility

On July 6, 2021, the Company entered into a facility with Credit Agricole Corporate and Investment Bank (“CACIB”), Hamburg Commercial Bank AG (“HCOB”), E.Sun Commercial Bank, Ltd (“ESUN”), CTBC Bank Co. Ltd. (“CTBC”) and Taishin International Bank (“Taishin”) for a total of $140,000 to finance the acquisition of the Twelve Vessels. The full amount was drawdown in July 2021 and the credit facility has a maturity in July 2026.

The facility is repayable in six equal consecutive quarterly instalments of $8,000, eight equal consecutive quarterly instalments of $5,400 and six equal consecutive quarterly instalments of $2,200 with a final balloon of $35,600 payable together with the final instalment. On March 23, 2023, due to the sale of GSL Amstel, the Company additionally repaid $2,838 out of which $1,000 deducted from the balloon instalment, and the vessel was released as collateral under the Company’s $140,000 HCOB, CACIB, ESUN, CTBC, Taishin Credit Facility.

This facility’s interest rate is SOFR plus a margin of 3.25% per annum plus Credit Adjustment Spread (“CAS”) payable quarterly in arrears.

As of March 31, 2024, the outstanding balance of this facility was $67,990.

f)	$51.7 Million Deutsche Bank AG Credit Facility

On May 6, 2021, the Company via its subsidiary Laertis Marine LLC entered into a secured facility for an amount of $51,670 with Deutsche Bank AG in order to refinance one of the three previous tranches of the $180,500 Deutsche, CIT, HCOB, Entrust, Blue Ocean Credit Facility, that had a maturity date on June 30, 2022, of an amount $48,527.

The facility is repayable in 20 equal consecutive quarterly instalments of $1,162.45 with a final balloon of $28,421 payable together with the final instalment.

This facility bears interest at SOFR plus a margin of 3.25% per annum payable quarterly in arrears.

As of March 31, 2024, the outstanding balance of this facility was $38,883.

g)	$64.2 Million Hamburg Commercial Bank AG Credit Facility

On April 15, 2021, the Company entered into a Senior Secured term loan facility with Hamburg Commercial Bank AG “the HCOB Credit Facility” for an amount of up to $64,200 in order to finance the acquisition of six out of the Seven Vessels.

Tranche A, E and F amounting to $32,100 were drawn down in April 2021 and have a maturity date in April 2025, Tranche B and D amounting to $21,400 were drawn down in May 2021 and have a maturity date in May 2025, and Tranche C amounting to $10,700 was drawn down in July 2021 and has a maturity date in July 2025.

Each Tranche of the facility is repayable in 16 equal consecutive quarterly instalments of $668.75.

This facility bears interest at SOFR plus a margin of 3.50% per annum payable quarterly in arrears.

As of March 31, 2024, the outstanding balance of this facility was $20,731.

F-19

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

6.	Long-Term Debt (continued)

h)	$51.7 Million CACIB, Bank Sinopac, CTBC Credit Facility

On April 13, 2021, the Company via its subsidiary Penelope Marine LLC entered into a secured facility for an amount of $51,700 in order to refinance one of the three previous tranches of the $180,500 Deutsche, CIT, HCOB, Entrust, Blue Ocean Credit Facility, that had a maturity date on June 30, 2022, of an amount $48,648. The secured credit facility has a maturity in April 2026.

The lenders are Credit Agricole Corporate and Investment Bank (“CACIB”), Bank Sinopac Co. Ltd. (“Bank Sinopac”) and CTBC Bank Co. Ltd. (“CTBC”).

The facility is repayable in 20 equal consecutive quarterly instalments of $1,275 with a final balloon of $26,200 payable together with the final instalment.

This facility bears interest at SOFR plus a margin of 2.75% per annum plus CAS payable quarterly in arrears.

As of March 31, 2024, the outstanding balance of this facility was $37,675.

i)	$9.0 Million Chailease Credit Facility

On February 26, 2020, the Company via its subsidiaries, Athena Marine LLC, Aphrodite Marine LLC and Aris Marine LLC entered into a secured term facility agreement with Chailease International Financial Services Pte., Ltd. for an amount of $9,000. The Chailease Bank Facility was used for the refinance of DVB Credit Facility.

The facility is repayable in 36 consecutive monthly instalments $156 and 24 monthly instalments of $86 with a final balloon of $1,314 payable together with the final instalment.

This facility bears interest at SOFR plus a margin of 4.20% per annum.

As of March 31, 2024, the outstanding balance of this facility was $2,349.

j)	$268.0 Million Syndicated Senior Secured Credit Facility (CACIB, ABN, First-Citizens & Trust Company, Siemens, CTBC, Bank Sinopac, Palatine)

On September 19, 2019, the Company entered into a Syndicated Senior Secured Credit Facility in order to refinance existing credit facilities that had a maturity date in December 2020, of an amount $224,310.

The Senior Syndicated Secured Credit Facility was agreed to be borrowed in two tranches. The Lenders are Credit Agricole Corporate and Investment Bank (“CACIB”), ABN Amro Bank N.V. (“ABN”), First-Citizens & Trust Company, Siemens Financial Services, Inc (“Siemens”), CTBC Bank Co. Ltd. (“CTBC”), Bank Sinopac Ltd. (“Bank Sinopac”) and Banque Palatine (“Palatine”).

Tranche A amounting to $230,000 was drawn down in full on September 24, 2019 and is scheduled to be repaid in 20 consecutive quarterly instalments of $5,200 starting from December 12, 2019 and a balloon payment of $126,000 payable on September 24, 2024.

Tranche B amounts to $38,000 was drawn down in full on February 10, 2020 and is scheduled to be repaid in 20 consecutive quarterly instalments of $1,000 and a balloon payment of $18,000 payable in the termination date on the fifth anniversary from the utilization date of Tranche A, which falls in September 24, 2024. In January 2022, the Company agreed a new senior secured debt facility to refinance its outstanding Syndicated Senior Secured Credit Facility, which extended the maturity date from September 2024 to December 2026, amended certain covenants in the Company’s favor at an unchanged rate of LIBOR + 3.00%. On July 1, 2022, the interest rate is SOFR plus a margin of 3.00% plus CAS and is payable at each quarter end date.

As of March 31, 2024, the outstanding balance of this facility was $141,200.

F-20

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

6.	Long-Term Debt (continued)

k)	$120.0 Million Sale and Leaseback agreements - CMBFL Four Vessels

On August 26, 2021, the Company via its subsidiaries Global Ship Lease 68 LLC, Global Ship Lease 69 LLC, Global Ship Lease 70 LLC and Global Ship Lease 71 LLC, entered into four $30,000 sale and leaseback agreements with CMB Financial Leasing Co. Ltd. (“CMBFL”) to finance the acquisition of the Four Vessels. As at September 30, 2021, the Company had drawdown a total of $90,000. The drawdown for the fourth vessel, amounting to $30,000, took place on October 13, 2021 together with the delivery of this vessel. The Company has a purchase obligation to acquire the Four Vessels at the end of their lease terms and under ASC 842-40, the transaction has been accounted for as a failed sale. In accordance with ASC 842-40, the Company did not derecognize the respective vessels from its balance sheet and accounted for the amounts received under the sale and leaseback agreement as financial liabilities.

Each sale and leaseback agreement is repayable in 12 equal consecutive quarterly instalments of $1,587.5 and 12 equal consecutive quarterly instalments of $329.2 with a repurchase obligation of $7,000 on the final repayment date.

The sale and leaseback agreements for the three vessels mature in September 2027 and for the fourth vessel in October 2027 and bear interest at SOFR plus a margin of 3.25% per annum plus CAS payable quarterly in arrears.

As of March 31, 2024, the outstanding balance of these sale and lease back agreements was $58,087.

l)	$54.0 Million Sale and Leaseback agreement - CMBFL

On May 20, 2021, the Company via its subsidiary Telemachus Marine LLC entered into a $54,000 sale and leaseback agreement with CMB Financial Leasing Co. Ltd. (“CMBFL”) to refinance one of the three previous tranches of the $180,500 Deutsche, CIT, HCOB, Entrust, Blue Ocean Credit Facility, that had a maturity date on June 30, 2022, of an amount $46,624. The Company has a purchase obligation to acquire the vessel at the end of the lease term and under ASC 842-40, the transaction has been accounted for as a failed sale. In accordance with ASC 842-40, the Company did not derecognize the respective vessel from its balance sheet and accounted for the amount received under the sale and leaseback agreement as a financial liability.

The sale and leaseback agreement is repayable in eight equal consecutive quarterly instalments of $2,025 each and 20 equal consecutive quarterly instalments of $891 with a repurchase obligation of $19,980 on the final repayment date.

The sale and leaseback agreement matures in May 2028 and bears interest at SOFR plus a margin of 3.25% per annum plus CAS payable quarterly in arrears.

In May 2021, on the actual delivery date of the vessel, the Company drew $54,000, which represented vessel purchase price $75,000 less advanced hire of $21,000, which advanced hire neither bore any interest nor was refundable and was set off against payment of the purchase price payable to the Company by the unrelated third party under this agreement.

As of March 31, 2024, the outstanding balance of this sale and leaseback agreement was $35,127.

m)	$14.7 Million Sale and Leaseback agreement - Neptune Maritime Leasing

On May 12, 2021, the Company via its subsidiary GSL Violetta LLC entered into a $14,735 sale and leaseback agreement with Neptune Maritime Leasing (“Neptune”) to finance the acquisition of GSL Violetta delivered in April 2021. The Company has a purchase obligation to acquire the vessel at the end of the lease term and under ASC 842-40, the transaction has been accounted for as a failed sale. In accordance with ASC 842-40, the Company did not derecognize the respective vessel from its balance sheet and accounted for the amount received under the sale and leaseback agreement as a financial liability. In May 2021, the Company drew $14,735 under this agreement.

The sale and leaseback agreement will be repayable in 15 equal consecutive quarterly instalments of $793.87 each and four equal consecutive quarterly instalments of $469.12 with a repurchase obligation of $950 on the last repayment date.

The sale and leaseback agreement matures in February 2026 and bears interest at SOFR plus a margin of 4.64% per annum payable quarterly in arrears.

As of March 31, 2024, the outstanding balance of this sale and leaseback agreement was $6,002.

F-21

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

6.	Long-Term Debt (continued)

n)	Repayment Schedule

Maturities of long-term debt for the periods subsequent to March 31, 2024, are as follows:

Payment due by period ended	Amount
March 31, 2025		184,932
March 31, 2026		131,490
March 31, 2027		285,525
March 31, 2028		148,276
March 31, 2029 and thereafter		20,871
	$	771,094

o)	Deferred Financing Costs

	March 31, 2024			December 31, 2023
Opening balance	$	10,750		$	15,136
Expenditure in the period		-			1,140
Amortization included within interest expense		(1,184	)		(5,526	)
Closing balance	$	9,566		$	10,750

For the period ended March 31, 2024, no costs were incurred in connection with the credit facilities.

During 2023, total costs amounting to $1,140 were incurred in connection with the Macquarie Credit Facility (see note 6a).

For the periods ended March 31, 2024, and 2023, the Company recognized a total of $1,184 and $1,475, respectively, in respect of amortization of deferred financing costs.

p)	Debt covenants-securities

Amounts drawn under the facilities listed above are secured by first priority mortgages on certain of the Company’s vessels and other collateral. The credit facilities contain a number of restrictive covenants that limit the Company from, among other things: incurring or guaranteeing indebtedness; charging, pledging or encumbering the vessels; and changing the flag, class, management or ownership of the vessel owning entities. The credit facilities also require the vessels to comply with the ISM Code and ISPS Code and to maintain valid safety management certificates and documents of compliance at all times. Additionally, specific credit facilities require compliance with a number of financial covenants including asset cover ratios and minimum liquidity and corporate guarantor requirements. Among other events, it will be an event of default under the credit facilities if the financial covenants are not complied with or remedied.

As of March 31, 2024, and December 31, 2023, the Company was in compliance with its debt covenants.

F-22

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

7.	Related Party Transactions

Ship Management Agreements

Technomar Shipping Inc. (“Technomar”) is presented as a related party, as the Company’s Executive Chairman is a significant shareholder. The Company has currently a number of ship management agreements with Technomar under which the ship manager is responsible for all day-to-day ship management, including crewing, purchasing stores, lubricating oils and spare parts, paying wages, pensions and insurance for the crew, and organizing other ship operating necessities, including the arrangement and management of dry-docking. During 2022, Technomar provided all day-to-day technical ship management services for all but five (excluding GSL Amstel which was sold in March 23, 2023) of the Twelve Vessels. Management agreements of another third-party ship manager of these five vessels were terminated between May and July 2023. From those dates and onwards Technomar manages the five vessels. The management fees charged to the Company by third party managers for the three months ended March 31, 2024, and 2023, amounted to $nil and $386, respectively, and are shown in “Vessel operating expenses” in the interim unaudited condensed Consolidated Statements of Income. Technomar continued to supervise management for the five outsourced vessels up to the termination of the underlying management agreements between May and July 2023.

The management fees charged to the Company by Technomar for the three months ended March 31, 2024, amounted to $5,423 (three months ended March 31, 2023 - $4,345) and are shown under “Vessel operating expenses-related parties” in the interim unaudited condensed Consolidated Statements of Income. Additionally, as of March 31, 2024, outstanding receivables due from Technomar totalling $276 are presented under “Due from related parties” (December 31, 2023 - $626).

Conchart Commercial Inc. (“Conchart”) provides commercial management services to the Company pursuant to commercial management agreements. The Company’s Executive Chairman is the sole beneficial owner of Conchart. Under the management agreements, Conchart, is responsible for (i) marketing of the Company’s vessels, (ii) seeking and negotiating employment of the Company’s vessels, (iii) advise the Company on market developments, developments of new rules and regulations, (iv) assisting in calculation of hires, freights, demurrage and/or dispatch monies and collection any sums related to the operation of vessels, (v) communicating with agents, and (vi) negotiating sale and purchase transactions. For the 19 vessels that the Company acquired as a result of the Poseidon Transaction, excluding the Argos, the agreements were effective from the date of the completion of the Poseidon Transaction; for the 19 vessels that were owned by the Company prior to the consummation of the Poseidon Transaction till refinance of 2022 Notes which took place on January 2021, an EBSA agreement was in place that was terminated and replaced with commercial management agreements also same agreements applied to all vessels that have been delivered; for all new acquired vessels during 2019 and going forward, the agreements were effective upon acquisition.

The fees charged to the Company by Conchart for the three months ended March 31, 2024, amounted to $2,192 (three months ended March 31, 2023: $1,720) and are disclosed within “Time charter and voyage expenses-related parties” in the interim unaudited condensed Consolidated Statements of Income. Any outstanding fees due to Conchart are presented in the interim unaudited condensed Consolidated Balance Sheets under "Due to related parties" totalling to $750 and $717, as of March 31, 2024, and December 31, 2023, respectively.

The Company as per commercial management agreements has agreed to pay to the commercial manager who shall be named broker in each memorandum of agreement (or equivalent agreement) providing for the sale of all vessels and purchase of some vessels, a commission of 1.00% based on the sale and purchase price for any sale and purchase of a vessel, which shall be payable upon request of the commercial manager.

8.	Commitments and Contingencies

Charter Hire Receivable

The Company has entered into time charters for its vessels. The charter hire is fixed for the duration of the charter. The minimum contracted future charter hire receivable, net of address commissions, not allowing for any unscheduled off-hire, assuming expiry at earliest possible dates and assuming options callable by the Company included in the charters are not exercised, for the 68 vessels as at March 31, 2024 is as follows:

F-23

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

8.	Commitments and Contingencies (continued)

Charter Hire Receivable (continued)

Period ending	Amount
March 31, 2025	$	581,775
March 31, 2026		345,222
March 31, 2027		258,672
March 31, 2028		164,868
Thereafter		109,695
Total minimum lease revenue, net of address commissions	$	1,460,232

9.	Share Capital

Common shares

As of March 31, 2024, the Company has one class of Class A common shares.

Restricted stock units or incentive stock units have been granted periodically to the Directors and management, under the Company’s Equity Incentive Plans, as part of their compensation arrangements (see note 10). In April 2020, 184,270 shares were issued under grants made under the 2019 Omnibus Incentive Plan (the “2019 Plan”). In 2023, 2022 and 2021, 440,698, 586,819 and 747,604 Class A common shares were issued under the 2019 Plan, respectively.

During the three months ended March 31, 2024, and 2023, a further 141,356 and 82,944 Class A common shares were issued under the 2019 Plan, respectively.

On January 26, 2021, the Company completed its underwritten public offering of 5,400,000 Class A common shares, at a public offering price of $13.00 per share, for gross proceeds to the Company of approximately $70,200, prior to deducting underwriting discounts, commissions and other offering expenses. The Company intended to use the net proceeds of the offering for funding the expansion of the Company’s fleet, general corporate purposes, and working capital. On February 17, 2021, the Company issued an additional 141,959 Class A common shares in connection with the underwriters’ partial exercise of their option to purchase additional shares (together, the “January 2021 Equity Offering”). The net proceeds the Company received in the January 2021 Equity Offering, after underwriting discounts and commissions and expenses, were approximately $67,758. On September 1, 2021, the Company purchased 521,650 shares and retired them, reducing the issued and outstanding shares. In April 2022, September 2022 and October 2022, the Company repurchased 184,684, 568,835 and 307,121 Class A common shares, respectively, reducing the issued and outstanding shares. During the three-month period ended March 31, 2024, and 2023, the Company repurchased 251,772 and 582,178 Class A common shares, reducing the issued and outstanding shares. During 2023, the Company repurchased 1,242,663 Class A common shares, reducing the issued and outstanding shares. As at March 31, 2024, the Company had 35,077,907 Class A common shares outstanding.

On May 10, 2023, the Company announced a dividend of $0.375 per Class A common share from the earnings of the first quarter of 2023 paid on June 2, 2023, to common shareholders of record as of May 24, 2023, amounting to $13,340.

On August 3, 2023, the Company announced a dividend of $0.375 per Class A common share from the earnings of the second quarter of 2023 paid on September 4, 2023, to common shareholders of record as of August 23, 2023 amounting to $13,300.

On November 9, 2023, the Company announced a dividend of $0.375 per Class A common share from the earnings of the third quarter of 2023 paid on December 4, 2023, to common shareholders of record as of November 24, 2023, amounting to $13,258.

On February 12, 2024, the Company announced a dividend of $0.375 per Class A common share from the earnings of the fourth quarter of 2023 paid on March 6, 2024, to common shareholders of record as of February 22, 2024, amounting to $13,214.

F-24

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

9.	Share Capital (continued)

Preferred shares

On August 20, 2014, the Company issued 1,400,000 Depositary Shares (the "Depositary Shares"), each of which represents 1/100th of one share of the Company's 8.75% Series B Cumulative Perpetual Preferred Shares ("Series B Preferred Shares") representing an interest in 14,000 Series B Preferred Shares, par value $0.01 per share, with a liquidation preference of $2,500.00 per share (equivalent to $25.00 per Depositary Share) (NYSE:GSL-B), priced at $25.00 per Depositary Share. The net proceeds from the offering were $33,497. Dividends are payable at 8.75% per annum in arrears on a quarterly basis. At any time after August 20, 2019 (or within 180 days after the occurrence of a fundamental change), the Series B Preferred Shares may be redeemed, at the discretion of the Company, in whole or in part, at a redemption price of $2,500.00 per share (equivalent to $25.00 per depositary share).

These shares are classified as Equity in the interim unaudited condensed Consolidated Balance Sheets. The dividends payable on the Series B Preferred Shares are presented as a reduction of Retained Earnings in the interim unaudited condensed Consolidated Statements of Changes in Shareholders’ Equity, when and if declared by the Board of Directors. An initial dividend was declared on September 22, 2014, for the third quarter 2014. Dividends have been declared for all subsequent quarters.

On December 29, 2022, the Company entered into a new At Market Issuance Sales Agreement with B. Riley Securities, Inc. (the “Agent”), pursuant to which the Company may offer and sell, from time to time, up to $150,000,000 of its Depositary Shares. This new ATM Agreement terminated and replaced, in its entirety, the former at-the-market program that the Company had in place with the Agent for the Depositary Shares. Up to March 31, 2024, no sales had occurred under the new ATM Agreement.

As of March 31, 2024, there were 4,359,190 Depositary Shares outstanding, representing an interest in 43,592 Series B Preferred Shares.

10.	Share-Based Compensation

On February 4, 2019, the Board of Directors adopted the 2019 Plan.

The purpose of the 2019 Plan is to provide directors, officers and employees, whose initiative and efforts are deemed to be important to the successful conduct of our business, with incentives to (a) enter into and remain in the service of our company or our subsidiaries and affiliates, (b) acquire a proprietary interest in the success of the Company, (c) maximize their performance and (d) enhance the long-term performance of our company. The 2019 Plan is administered by the Compensation Committee of the Board of Directors, or such other committee of the Board of Directors as may be designated by them. Unless terminated earlier by the Board of Directors, the 2019 Plan will expire 10 years from the date on which it was adopted by the Board of Directors.

Following the adoption of the 2019 Plan, previous plans adopted in 2015 and 2008 were terminated.

In 2019, the Board of Directors approved awards to the Company’s executive officers under the 2019 Plan, providing those executive officers with the opportunity to receive up to 1,359,375 Class A common shares in aggregate. The Board of Directors approved additional awards of 61,625 of Class A common shares to two other employees resulting in a total amount of awards of up to 1,421,000 shares. In July 2021, the Board of Directors approved the issuance of 17,720 shares to one member of senior management as a special bonus.

F-25

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

10.	Share-Based Compensation (continued)

The 1,421,000 shares of incentive stock may be issued pursuant to the awards, in four tranches. The first tranche was to vest conditioned only on continued service over the three-year period which commenced January 1, 2019. Tranches two, three and four would vest when the Company’s stock price exceeded $8.00, $11.00 and $14.00, respectively, over a 60-day period. The $8.00 threshold was achieved in January 2020, the $11.00 threshold was achieved in January 2021 and the $14.00 threshold was achieved in March 2021. A total of 1,438,720 incentive shares had vested as at December 31, 2021, of which 931,874 and 408,096 had been issued in 2021 and 2022, respectively.

On September 29, 2021, the Compensation Committee and the Board of Directors approved an increase in the aggregate number of Class A common shares available for issuance as awards under the 2019 Plan by 1,600,000 to 3,412,500, and approved new awards to senior management, totalling 1,500,000 shares of incentive stock, in three tranches with a grant date October 1, 2021. The first tranche, representing 55% of the total, is to vest quarterly conditioned only on continued service over the four-year period which commenced October 1, 2021. Tranches two and three, each representing 22.5% of the total, were to vest quarterly up to September 30, 2025, when our stock price exceeded $27.00 and $30.00, respectively, over a 60-day period. The Compensation Committee and Board of Directors also approved an increase the maximum number of Class A common shares that each non-employee director may be granted in any one year to 25,000 and subsequently approved stock-based awards to the then seven non-executive directors totalling 105,000 shares of incentive stock, or 15,000 each, to vest in a similar manner to those awarded to senior management.

During the year ended December 31, 2022, 28,528 unvested share awards were cancelled or withdrawn on the resignations of two directors and an award of 13,780 was made to one new director to vest in a similar manner to the other awards, with the first tranche adjusted for the date of appointment of the director.

As at December 31, 2022, 3,028,972 incentive Class A common shares had been awarded under the 2019 Plan leaving 383,528 Class A common shares available to be awarded under the 2019 Plan.

In March 2023, the Compensation Committee and the Board of Directors, approved an amendment to the stock-based awards agreed in September 2021 for senior management and non-employee directors such that 10% of the second tranche would be forfeit with the remaining 90% vesting from April 2023 and quarterly thereafter with the last such vesting to be October 2025. The price at which the third tranche is to vest was amended to $21.00, over a 60-day period. All other terms of the awards remain unchanged.

During the years ended December 31, 2023, 2022 and 2021, 399,727, 218,366 and 55,175 incentive shares vested, respectively, under the amended September 2021 awards. A total of 2,111,988 incentive shares under both plans had vested as at December 31, 2023. Of the total incentive shares which vested under both plans up to December 31, 2023, 152,598 had not been issued.

On January 2, 2024, the Company approved new awards to a non-employee director amounting to 4,884 shares of incentive stock which vested and were issued immediately, and 8,311 shares, to vest in a similar manner to the awards to other non-employee directors, adjusted for the date of appointment of the director, up to September 30, 2025.

As a result of the Chief Executive Officer (“CEO”) transition, the Board of Directors of the Company approved a new award of 6,465 shares of incentive stock to the new non-employee director and 51,750 a new award to the new CEO, both structured in the same way as existing equivalent awards, adjusted for the dates of appointment. 155,250 shares forfeited during the first quarter of 2024, due to retirement of the then current CEO.

F-26

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

10.	Share-Based Compensation (continued)

Share based awards since January 1, 2023, are summarized as follows:

	Restricted Stock Units
	Number of Units
	Number			Weighted Average Fair Value on Grant Date		Actual Fair Value on Vesting Date
Unvested as at January 1, 2023		1,316,711		$	22.35		n/a
Vested in year ended December 31, 2023		(399,727	)		n/a		18.87
Forfeit in March 2023		(35,771	)		n/a		n/a
Unvested as at December 31, 2023		881,213		$	22.35		n/a
Vested in three months ended March 31, 2024		(80,376	)		n/a		20.33
Granted in January 2024		13,195			18.82		n/a
Granted in March 2024		58,215			17.80		n/a
Forfeit in March 2024		(155,250	)		n/a		n/a
Unvested as at March 31, 2024		716,997		$	21.92		n/a

Using the graded vesting method of expensing the restricted stock unit grants, the weighted average fair value of the stock units is recognized as compensation costs in the interim unaudited condensed Consolidated Statements of Income over the vesting period. The fair value of the restricted stock units for this purpose is calculated by multiplying the number of stock units by the fair value of the shares at the grant date. The Company has not factored any anticipated forfeiture into these calculations based on the limited number of participants.

For the three months ended March 31, 2024, and 2023, the Company recognized a total of $2,304 (includes $345 positive net effect from the amendment to the stock-based awards following the CEO transition) and $2,674 (includes $451 effect from the amendment to the stock-based awards), respectively, in respect of stock-based compensation.

11.	Earnings per Share

Under the two-class method, net income, if any, is first reduced by the amount of dividends declared in respect of common shares for the current period, if any, and the remaining earnings are allocated to common shares and participating securities to the extent that each security can share the earnings assuming all earnings for the period are distributed.

Earnings are only allocated to participating securities in a period of net income if, based on the contractual terms, the relevant common shareholders have an obligation to participate in such earnings. As a result, earnings are only be allocated to the Class A common shareholders.

At March 31, 2024 and December 31, 2023, there were 716,997 and 881,213, respectively, shares of incentive share grants unvested as part of senior management’s and non-executive directors incentive awards.

F-27

Global Ship Lease, Inc.

Notes to the Interim Unaudited Condensed Consolidated Financial Statements (continued)

(Expressed in thousands of U.S. dollars except share data)

11.	Earnings per Share (continued)

	Three months ended March 31,
	2024		2023
Numerator:
Net income available to common shareholders	$	89,506	$	72,220

Denominator:
Class A Common shares
Basic weighted average number of common shares outstanding		35,229,566		35,696,225
Plus weighted average number of RSUs with service conditions		406,498		747,822
Common share and common share equivalents, dilutive		35,636,064		36,444,047

Basic earnings per share:
Class A		2.54		2.02

Diluted earnings per share:
Class A		2.51		1.98

12.	Subsequent events

On May 10, 2024, the Company announced a dividend of $0.375 per Class A common share from the earnings of the first quarter of 2024 to be paid on June 3, 2024, to common shareholders of record as of May 24, 2024.

F-28

Exhibit 99.3

	Investor and Media Contact:
	The IGB Group
	Bryan Degnan
	646-673-9701
	or
	Leon Berman
	212-477-8438

Global Ship Lease Declares Quarterly Dividend per Common Share for First Quarter of 2024

ATHENS, Greece, May 10, 2024 – Global Ship Lease, Inc. (NYSE:GSL) (the “Company”), a containership charter owner, announced today that the Company’s Board of Directors has declared a dividend of $0.375 per Class A common share for the first quarter of 2024, to be paid on June 3, 2024 to shareholders of record as of May 24, 2024.

About Global Ship Lease

As at December 31, 2023, Global Ship Lease owned 68 containerships, ranging from 2,207 to 11,040 TEU, with an aggregate capacity of 375,406 TEU. 36 ships are wide-beam Post-Panamax.

As at December 31, 2023, the average remaining term of the Company’s charters, to the mid-point of redelivery, including options under the Company’s control and other than if a redelivery notice has been received, was 2.1 years on a TEU-weighted basis. Contracted revenue on the same basis was $1.72 billion. Contracted revenue was $2.12 billion, including options under charterers’ control and with latest redelivery date, representing a weighted average remaining term of 2.8 years.

Forward-Looking Statements

This press release contains forward-looking statements. Forward-looking statements provide the Company’s current expectations or forecasts of future events. Forward-looking statements include statements about the Company’s expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts. Words or phrases such as “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “ongoing,” “plan,” “potential,” “predict,” “project,” “will” or similar words or phrases, or the negatives of those words or phrases, may identify forward-looking statements, but the absence of these words does not necessarily mean that a statement is not forward-looking. These forward-looking statements are based on assumptions that may be incorrect, and the Company cannot assure you that the events or expectations included in these forward-looking statements will come to pass. Actual results could differ materially from those expressed or implied by the forward-looking statements as a result of various factors, including the factors described in “Risk Factors” in the Company’s Annual Report on Form 20-F and the factors and risks the Company describes in subsequent reports filed from time to time with the U.S. Securities and Exchange Commission. Accordingly, you should not unduly rely on these forward-looking statements, which speak only as of the date of this press release. The Company undertakes no obligation to publicly revise any forward-looking statement to reflect circumstances or events after the date of this press release or to reflect the occurrence of unanticipated events.

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GSL Global Ship Lease Inc