Good afternoon and welcome to Cmb.Tech's Earnings Conference Call for the Third Quarter of 2025. My name is Alexander Saverys, and I'm joined by my colleagues, Ludovic Saverys, Enya Derkinderen, and Joris Daman. We have the usual topics we want to discuss with you today, starting with our financials and the highlights of the quarter. We will then move to the Marine division market update, and we will close with the conclusion and Q&A. I would like to start with the financial highlights and will therefore hand over to our CFO, Ludovic.

Thanks, Alex. If you move to the next slide, this is the typical overview of our company now post-Golden Zhoushan merger. We have roughly $11 billion worth of assets on the water and being constructed over 250 ships. We'll go further towards the metrics at a later time in the slide deck. But if you move to the next slide, Alex, you'll see that we finished the quarter with a result of roughly $17 million of net profit. Our EBITDA stood at $238 million, and we ended the quarter with ample liquidity. We have more than $555 million worth of liquidity in the company. The contract backlog stayed the same, meaning we added a little bit compared to the natural attrition we have quarter-on-quarter. The CapEx right now sits at $1.6 billion, and our equity on total assets, book equity for the bond covenants still sits above the 30.4%. We had a pretty active quarter, obviously, apart from finishing the merger with Golden Zhoushan, but the Board has decided to declare an interim dividend of $0.05 per share, which will be payable in early January. Our CapEx program is now fully funded. I'm happy to say that we have signed all new loan agreements on the remaining CapEx, and the equity component has been covered by our liquidity and sale of assets. Contract backlog is still hovering around $3 billion, but we definitely took a big step forward again in our rejuvenation of the fleet, where we took delivery of 7 newbuild vessels, which have been announced in our trading update. We delivered 2 ships in Q3. More importantly, we will generate another capital gain of roughly $50 million on the delivery of the VLCC Dalma, the Capesize Battersea, and the Suezmax Sofia in Q4. And on top of that, we just announced the order of a multipurpose accommodation service vessel, which is similar to our CSOV but in a bigger format. Alex will discuss that at a later stage. Moving towards the coming quarters, we're quite excited about the timing of the acquisition of Golden Zhoushan, which offers a big increase in spot exposure on dry bulk happening at the right moment. We have 55,000 shipping days in '26, of which roughly 47,000 is spot. With a big focus on large tankers and large dry bulk, we're perfectly positioned to enjoy the good markets that we have today. Moving to the next slide. Here, we've made a simple assumption. If the market today continues moving forward, we would show what the free cash flow capacity is at current rates. This is a pure assumption, but you could see that at today's rates, we would add another $600 million of liquidity over a year, on top of the $420 million that we anticipate to pay back on the bonds and on the bridge financing. Happy to say, by the way, that we'll reduce the bridge by another $300 million by the end of this quarter. This slide shows that with the spot exposure and the good market we have, we can generate meaningful free cash flow growing the operational leverage of the company. If people sometimes don't like to spread out over a year, you can easily filter this into quarter-by-quarter. This would mean at today's market that we would add $250 million free cash flow per quarter, which I think is a pretty strong sign of our operational leverage. I'll move the floor back to Alex on the various marine divisions we have.

Yes. Thank you, Ludovic. I want to take you through our 5 divisions and the markets in which they operate and what has happened in Q3 and is happening right now in Q4. You can see our usual slide with the 5 main markets we operate in: the tankers, dry bulk, containers, chemicals, and the offshore markets. We are still positive on tankers, positive on dry bulk, positive on the offshore market. We are cautious since a couple of quarters already on containers and chemicals, due to the fundamental supply-demand numbers. If I start with the divisions where we're a little bit more cautious, containers and chemicals, you can see the demand numbers for 2025 in containers were positive, but are expected to be quite flat or even down a little bit in 2026, combined with a huge order book in containers, 32%, and the fact that we are expecting a gradual unwinding of the rerouting away from the Red Sea. This represents 10% to 12% in ton miles. We think container markets will have a difficult time next year and probably also the year thereafter. The same can be said for chemical tankers, but to a lesser extent. Supply-demand is a little bit overweight in terms of the number of ships coming on stream. Our 2 divisions, Delphis and Bochem, are mainly covered by time charters and have very little spot exposure. If we turn to the other segments, starting with dry bulk, which is by far our biggest exposure today, we see an increase in tonne-mile demand growth for Capesizes this year of 0.8%. Not very meaningful, but still positive, expected to ramp up next year to close to 3%, combined with a supply figure where only 9% of the fleet is on order. The fleet is also aging; 32% of the Capesizes are 15 years and older. We believe that supply-demand fundamentals on dry bulk are actually very strong. On tankers, we see demand growth this year and next year in tonne-mile. We see that the fleet is growing, but because of all the inefficiencies in the market, we still believe that definitely, in the short term, the supply-demand figures look very good for tankers. Last but not least, on the offshore, both the offshore wind and offshore oil and gas industries have seen growth, even though some projects have been postponed. There has been extra demand for oil and gas from the oil and gas market. We are seeing offshore wind vessels going into the oil and gas market, and supply-demand fundamentals in that market are also positive. I'd like to zoom in to Bocimar and maybe go back one slide. One of the vessels from Golden Zhoushan has been renamed to the Mineral Sakura. Our renaming program is in full swing. We are keeping the Golden prefix for our Panamaxes, but are renaming all our Capesizes and Newcastlemaxes to Mineral prefixes. We have 3 large divisions in dry bulk: our Newcastlemaxes, Capesizes, and Kamsarmaxes, and we focus on the Newcastlemaxes first. In Q3, we achieved a TCE of $29,500, and in Q4 to date, we are close to $34,000. Our Capes achieved a Q3 rate of $20,500, going up in this quarter to $26,200. We've already fixed a substantial amount of ships for Q4, and that number could still go up a little bit if the current markets stay strong. On the Kamsarmaxes and Panamaxes, we have seen rates better than anticipated, achieving rates around $13,500 in Q3, but that's already up in Q4 to $17,000. Main drivers for dry bulk, when we look at all the indicators, show a lot of green. It is positive on China steel mill utilization, positive on soybean imports to China, and Brazil iron ore exports are also very good. The dry bulk fleet supply is growing; however, in the larger segments, we see more demand growth than supply growth of vessels. Sorry for that; I was a bit too quick. Zooming in on demand for iron ore, coal, grain, and bauxite, we see all numbers are positive, expected to remain positive for '26 and '27. Watch the space on grain as well, which is quite important for our Panamaxes. The numbers there are very positive. With recent lease agreements on tariffs between China and the U.S., we are expecting demand to continue on the tonne-mile side. In 2026 and 2027, we are going to add some Capesizes to the market. But all in all, including '28, the order book to fleet is only 9%. The number for Panamaxes is 14%, but the demand figure suggests supply-demand should be balanced and definitely looking positive for that market. An important number to highlight is the average vessel age; both Panamaxes and Capesizes are at historical highs, which typically bodes well for potential scrapping. The next 3 slides provide more information on the Brazil iron ore trade, the Australia iron ore trade, and the Guinea iron ore and bauxite trade. On all 3, I can say we are at 5-year highs in terms of output. Seasonality in the Atlantic Basin in Australia and Guinea is typically dependent on rainfall. The rainy season in Brazil and Australia usually falls in Q1, while in Guinea, it is usually in Q3 and Q4. This year's rainy season in Guinea fell short of expectations, delivering good outputs regardless. The key takeaway is we see volumes up and at 5-year highs, with seasonality in Q4 and Q1 supportive.

I'd like to talk about our tankers, Euronav, our tanker division and crude oil transportation. We have a trading fleet of 10 VLCCs with another 4 ECO VLCCs on order. Some pictures you've seen during this presentation highlight the new VLCC that we took delivery of a couple of weeks ago, the Atrebates. We have another 4 coming in the following weeks and months. We achieved $30,500 in Q3. So far in Q4, we are at $68,000 with 78% fixed. We believe that number can still go up; the fixings and bookings we have done in recent days and in the coming weeks are looking very promising. We sold 1 older ship, the Dalma, which generated a capital gain of $26 million. We've extended 1 ship by a year, the Donoussa, and then we delivered 2 vessels to new owners in Q3, the Hakata and Hakone. For the Suezmaxes, we have 17 vessels in the water and another 2 ships coming to the fleet next year at the end of Q1. We sold 1 Suezmax, the Sofia, which was delivered in Q4. The rates we achieved in Q3 were strong at $48,000, and in Q4 quarter-to-date, we are close to $60,000. There is still some days to fix, so there is upside to that number. Looking at the main drivers and indicators, many are positive. On tanker fleet supply year-on-year, it shows only moderate fleet growth. Let's look at what's coming. On demand, we see forecasts indicating an oversupply of oil in the coming months and quarters. That leads to more storage, which leads to more oil on the water and, definitely in the short term, better rates. We observe very few new ships entering the water, but that number is starting to creep up. Next year, '26 and '27, we expect more Suezmaxes and VLCCs come to the market. The average age of the fleet suggests this new supply should be manageable. Therefore, the short to medium term looks bullish for tanker rates. Whether we see any new tanker orders added to the order book will depend on how many more tankers will be ordered. Currently, we hold 15% order book to fleet for VLCCs and 20% for Suezmaxes which, while not single digits, indicates we remain cautious.

On containers, we can be brief. Our exposure is limited; actually, it's 0. We've fixed all our ships to 4 vessels on the water to CMA CGM, and then we have 1 ship coming next year on a 15-year charter. The market on containers has weakened. The SCFI, reflecting the freight rates for containers paid, has slipped down to the lowest level in the past 2 years. The high order book of over 30% of ships on order, plus the Red Sea situation, will lead us to be cautious on the supply side. Demand should also be lower next year, so container markets may be up for a bit of a rough patch. Chemical tankers also have limited spot exposure. We have a couple of ships operating in a spool and all the rest are time chartered. We have an interesting order book coming in, with ships having all been fixed. One more chemical tanker has been christened and will deliver soon to our fleet. Next year, we'll have 2 product tankers coming in, which are fully fixed, while ships in '28 and '29 fixed to MOL will come later. Our spot exposure on chemicals is relatively limited, making for a less volatile market, but it has come down from its very high levels of the previous years. Finally, I'll finish with WindCat, the offshore wind division. We ordered a new CSOV, an enlarged version that we call an MP-ASV. Zooming in on our going concern business, we have our CTVs, we have our CSOVs. We took delivery of 1 CSOV, fixed on a short-term basis for business in oil and gas in Australia, generating earnings in Q3 of $27,000. Fourth quarter rates are increasing to $118,000 with most fixed days already secured. We have ordered this new multipurpose accommodation service vessel. Looking at the market, it will be the only vessel type that can operate between oil and gas and offshore wind. Our existing ships can handle that, but this one will be even better suited. We have a 100-tonne subsea crane installed. Our market is everywhere, but specifically, the Brazilian oil and gas market where more than 30 FPSOs are entering service in the next 2 to 3 years will require plenty of support vessels. Our reasoning is that this ship will trade in both markets. Eventually, it will end up in offshore wind. With this newbuilding addition to our fleet, we can end this part of the presentation and move to Q&A.

The first one is Frode Morkedal.

This is Frode from Clarksons. First, I wanted to ask about IMO. They delayed the carbon pricing by at least a year. What's your verdict on this? Have you seen any change in terms of interest or demand for dual fuel technology after that?

Yes. Thanks, Frode. I think it's a question many people have. On the delay, whether it will be a 1-year, 2-year, or 3-year delay, we don't know. We haven't based our strategy on the IMO coming to fruition in 2028; it helps our business case. Our strategy on dual-fuel engines is based on finding likeminded partners to charter these vessels and use the technology to decarbonize. We have the EU legislation in place, which is definitely supportive. The IMO resolution would have been a nice addition, but it’s not a must-have for our strategy or plans. We aren't sure if an agreement will be found on the IMO level, but we see a lot more discussion between countries on a bilateral basis on trade lanes, like Australia to China or trades linked to Europe. The last word has definitely not been said, but it won't change anything in our strategy.

Okay, fair enough. One question about your investment philosophy: you ordered a few large CSOVs; how do you think about opportunities in other segments like dry bulk and tankers? Are you looking to invest more there or perhaps trim or sell in those segments?

Well, I think we've already invested a lot over the last 2 to 3 years at the right time, I would say. We will always look opportunistically at newbuildings. But today, we think newbuildings are quite pricey. That doesn’t mean we wouldn’t order if it's the right value and if we believe it will generate value for us and our balance sheet can absorb it. You just saw that we ordered this extra wind vessel, which is truly an offshore vessel. We think there's very good value there for us at this time. We will be clearing out our older vessels because we believe rates are good and secondhand tonnage prices are at a level where we prefer to be sellers than buyers. Don’t be surprised if we clear some older vessels out. But we will reach a point where we are satisfied with the age profile of our ships and can stay on the market, enjoying good conditions.

Okay. Last question on the dividend. This is the $0.05 second quarter in a row, making it tempting to think this is a minimum level going forward. Should investors expect dividends to be flexible moving forward?

I think, Alex, I'll take that. We have a fully discretionary dividend policy. We've been clear that every quarter, the Board will decide on what to do with available cash. It's fair to say that based on the meaningful cash flow generation we see in Q4 and expect in Q1, there will definitely be a review of how to reward shareholders. Whether through share buybacks, dividends, or reducing leverage, these markets can shift quickly. We won’t define minimum or maximum dividends. We are balancing rewarding shareholders and strengthening our balance sheet to seize opportunities that arise, whether organically or through M&A.

Moving on to Eirik Haavaldsen. You can now unmute and ask your question, please.

This is Eirik from Pareto. Just following up a little on the S&P; you haven't indicated a target list of vessels for disposal, especially tankers, where S&P markets are interesting and cash flows are fantastic. How do you balance short-term cash flow versus potentially realizing elevated asset values?

It all depends on the price. If we’re getting north of $50 million for 18-19-year-old VLCCs, there's a strong case to sell. Others might say to keep it on the spot market for another year. We lean towards selling tonnage older than 15 years at current valuations, but this also depends on the bids we receive and the prices.

What about modern vessels—would you lock some of them to derisk cash flows?

A very good question, Eirik. We've mentioned this in previous calls and have been open about it. If we notice good levels to cover some exposure, we will do it. We aim for 40,000 spot days. However, we also want to utilize the market for coverage. Keeping young vessels but securing time charters is our focus. We have yet to announce many time charters since we haven’t seen satisfactory numbers for immediate action on tankers or dry bulk.

Very good. Lastly, should we read anything into the lack of changing prefixes on the Panamax Kamsar fleets of Golden?

No, it’s a fair question. In CMB's past, we had a CMB prefix. We're pleased to have Golden Zhoushan as part of our company, and keeping the Golden prefix for Panamaxes respects their history as we transition.

Next is Kristof Samoy; you may now unmute and ask your questions.

Kristof Samoy from KBC Securities. A few points addressed already. Firstly, to dig deeper into IMO—if conditions were right for newbuild ordering, would you order ammonia or H2-ready vessels or consider LNG-ready vessels?

Yes, thank you, Kristof. We are more convinced than ever that ammonia is a very good choice for decarbonization. This is not just because we are getting closer to showing the technology works but due to the tremendous evolution in the availability and cost of green ammonia in China and India over the last 12 months. While we hope to see movement in IMO in the coming years, we still think technology and cost will drive decarbonization choices. Currently, we are not looking at LNG projects. However, we will consider options in the future, but our fuel choice remains ammonia.

Any change in attitudes or appetite from miners to conclude long-term charters since the IMO decision?

That's a great question, Kristof. There are three categories: those already convinced of decarbonization, including some customers with whom we have ongoing engagements, and they have continued their investments. The majority in shipping, however, holds a wait-and-see approach and are hesitant to act. Some people who were unsure have drifted back into the wait-and-see group. Thus, our take is that IMO's delay has slightly slowed interest, but we continue to engage and answer questions with interested parties. The decision could have propelled our business plan to a higher speed, but it doesn’t slow our overall progress.

Next is Climent Molins; you may now unmute please.

This is Climent from Value Investors Edge. I'd like to start by asking about your interest expenses for the quarter. Did those include any one-offs, or is it just a clean quarter?

Good question, Climent. When you do leverage buyouts, those bridges are typically more expensive. We had $1.3 billion and have reduced that to close to $220 million by the quarter-end, which has explained our elevated interest expense figures in Q2 and Q3. Acquisitions from a Euronav and Golden Zhoushan perspective involved back financing to relaunch the fleet for payments, which typically incurs arrangement fees with the banks. These fees must be amortized over the financing duration. Refinancing can increase interest costs. Only in the last 3 weeks have we begun evaluating our financing package, where we’ve averaged SOFR plus 275 across all financings. We are actively working to reduce that by 100 to 125 basis points, which will be a major topic in 2026 as we integrate businesses and optimize our balance sheets.

That's quite helpful. My second question is also on modeling. First, should we expect G&A to remain at around $34 million in Q4? Secondly, what is the projected run rate on G&A once you realize synergies from the merger with Golden Zhoushan?

That's a valid question. When doing transactions of this size, you incur several legal, auditing, and advisory fees. With multiple billion-dollar deals over the past 2 years, this has negatively affected our SG&A. We're reviewing this while integrating teams, optimizing packages, IT systems, and M&A processes to reduce costs. To project future SG&A figures is challenging, but in 2026, give it a few quarters, and you'll see SG&A naturally normalizing.

Makes sense. Final question: does the $1.57 billion in remaining commitments include the CapEx on the recent CSOV newbuild addition?

No, that’s a good point. In Q4, we'll add that. Currently, as Alex mentioned, it's just 1 ship. We can't disclose the newbuild price, but I would say it’s somewhat higher than your smaller CSOV. Nonetheless, it will be added to the total CapEx.

Next is Kristoffer. You may now unmute and ask your question, please.

Can you comment on when the options on the CSOVs lapse and when the optional vessels are delivered? Would you need to see long-term contracts to declare these options?

We have close to a year to declare the option, and initial deliveries are expected in 2028 or 2029. A contract isn’t necessary to lift the option, but having one in place would allow us to act sooner.

What time charter levels would you need to see to derisk estimates here? Rates seem to be rising quickly.

Clearly, that’s not a decision we would make right now. We can adapt our stance, of course. However, the market would need to rise significantly on the long term—specifically over 5 years—before we could consider it. For modern tonnage, we would require higher rates.

Regarding our ongoing bond processes, we paused it as we identified more affordable alternatives. We anticipate paying back bonds using our own free cash flow, asset sales, and liquidity, with no anticipated bond process reinitiation. The current bond rate is 6.25%; therefore, we plan to let it run until September '26. Given the current financial trajectory, we don’t foresee any equity issuances or capital market engagement in the coming quarters.

Next is Axel; you may now unmute and ask your question, please.

How do you predict the potential removal of U.S. sanctions on Russian oil will influence the tanker market? Also, if the Guinea volumes on iron ore replace Australian exports to China, how does that outlook influence your bullish stance on the large dry bulk carriers? Lastly, what optimal financing structure are you considering post delivery of your newbuilding program?

Regarding Ukraine, the impact of removing sanctions might be negative for crude oil tankers as it unwinds recent flows and dynamics. However, many factors influence this outcome, and it’s too early to predict how it will play out. On the Guinea volumes replacing Australian volumes, initially, all Guinea volumes are directed toward China and transported by Chinese ships, removing capacity and supporting overall market stability. If there's any cannibalization of volumes, it would replace short tonne miles with long tonne miles, which could be positive overall for the market.

Regarding our optimal loan-to-value, we aim for around 50% throughout the cycle, but we're slightly above that now. Following the full delivery of our newbuilding program, which includes $1 billion worth of ships scheduled for '26, we plan to target the 50% loan-to-value. However, it’s crucial to consider financing costs, as we still have some expensive leases and bonds to restructure, which will be a key focus in the next two quarters.

Could we expect a fixed payout ratio or an explicit dividend policy in the future?

We do not plan on implementing a fixed payout ratio soon. Our dividend policy remains discretionary, providing flexibility to allocate funds towards debt repayment, M&A, newbuild acquisitions, or rewards for shareholders. Retaining this flexible policy is important until the balance sheet stabilizes.

We have two more questions written. Is it correct that the 2026 FCF sensitivities assume $180,000 a day in VLCC rate for the entire year? If so, could you provide more color on that assumption?

It's actually $118,000, not $180,000. I want to clarify that this is not a projection. We’re not asserting that this will persist for a full year. The supply-demand situation looks positive as Alex mentioned, and we want to showcase our free cash flow capacity. At $118,000 a day for VLCCs for the year, which is a relatively small part of our exposure compared to dry bulk—where we expect $34,000 on Newcastlemaxes, currently at $44,000—this is simply an illustrative assumption of operational leverage and free cash flow generation capability. We are already securing significant bookings for Q4 and are beginning to fix Q1. While we can’t predict precise rates, we remain confident about high levels in the near term.

What are your expectations for the Simandou mine opening? How crucial is OSV service for your offshore oil market going forward? There are many older vessels in operation by competitors. What are your depreciation rates?

Regarding Simandou, as previously mentioned, this will meaningfully impact our capacity as it ramps up to 120 million tonnes of additional iron ore. As for offshore markets, we have our CTVs and 6 CSOVs representing a significant investment. Our intention is to keep them competitive over the short and long term. If the first large CSOV performs well, we may consider further orders. Depreciation rates are generally around 20 years to scrap; older OSVs maintain low depreciation due to their lightweight setup.

We have one last question live. Quirijn, you can now unmute and ask your question.

I have a couple of questions. First, have you calculated the impact of tariffs on your company between April 1st and September 30th? Second, regarding your fixed contracts, what do you estimate their volume will be at the end of 2025?

For the second question, our intention is to increase fixed contract coverage, which we have voiced on numerous occasions. We aim to take advantage of high market conditions but lack a specific target, as many variables shape offers. Regarding the first question on tariffs, our direct impact has been close to zero, particularly considering that our container ships are chartered out. Thus, while our customers experience challenges, we aren’t directly affected. For our dry bulk and oil segments with limited exposure to the U.S., the effect has been minimal. Overall, the tariff impacts are limited for Cmb.Tech., although effects on broader market rerouting have been felt.

Does that mean ending tariffs has no impact on 2026?

Tariffs are inherently negative; we prefer free trade to maximize trading opportunities for our fleet. While tariffs have limited direct effects on our operations, removing them would indeed benefit overall trade flow.

What about the order ratio for VLCC and Suezmaxes being above 12%?

It’s actually 15% for VLCCs and 20% for Suezmaxes, which is higher than the 12% you mentioned. We don’t see significant capacity added to the order book in 2026 and 2027. However, new shipyards coming online may affect that dynamic by 2028, but that’s a future consideration.

Currently, shipyards are filled with conventional deliveries, mainly pushing delivery dates to late '28 or early '29. If you wish to acquire slots, the main shipyard in China has provided early slots for end '27 and start '28. Existing shipyards, however, push deliveries even further back. As mentioned, we’re seeing some new yards or capacities entering the market, but traditional timeframes for VLCC and Suezmaxes deliveries have lengthened.

We've addressed all questions, and we will conclude this earnings call. Thank you all for joining us. We look forward to speaking with you again in the upcoming weeks or at the next earnings call. Thank you very much.

Thank you. Bye-bye.