Castor Maritime Inc 6-K, filed Oct 1, 2025
Castor Maritime Inc. (CTRM)
6-K
2025-10-01
For: 2025-06-30
View Original
Added on
April 06, 2026
About this 6-K
Castor Maritime Inc filed this 6-K on October 1, 2025.
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 October 2025
Commission File Number: 001-38802
CASTOR MARITIME INC.
(Translation of registrant’s name into English)
223 Christodoulou Chatzipavlou Street, Hawaii Royal Gardens, 3036 Limassol, Cyprus
(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.
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Form 20-F ☒
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Form 40-F ☐
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INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Attached to this report on Form 6-K as Exhibits 99.1 and 99.2 are the unaudited consolidated interim
financial statements and related management’s discussion and analysis of financial condition and results of operations of Castor Maritime Inc. (the “Company”) for the six months ended June 30, 2025.
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.
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CASTOR MARITIME INC.
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Dated: October 1, 2025
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By:
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/s/ Petros Panagiotidis
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Petros Panagiotidis
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Chairman, Chief Executive Officer and Chief
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Financial Officer
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INDEX TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
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Page
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F-2
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F-3
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F-4
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F-5
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F-6
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F-1
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CASTOR MARITIME INC.
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UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
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December 31, 2024 and June 30, 2025
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(Expressed in U.S. Dollars – except for share data)
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ASSETS
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December 31,
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June 30,
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||||||||||
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CURRENT ASSETS:
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Note
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2024
|
2025
|
|||||||||
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Cash and cash equivalents
|
$
|
|
$
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|
||||||||
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Accounts receivable trade, net
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|
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||||||||||
| 3 |
||||||||||||
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Inventories
|
|
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||||||||||
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Prepaid expenses and other assets
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|
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||||||||||
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Income tax receivable
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22 |
|||||||||||
| Investment in equity securities |
12(a) | |||||||||||
| Assets held for sale |
6 | |||||||||||
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Accrued charter revenue
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||||||||||||
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Derivative Assets
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14 |
|||||||||||
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Total current assets
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||||||||||
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NON-CURRENT ASSETS:
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||||||||||||
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Vessels, net
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6
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|||||||||
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Property and equipment, net
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7 |
|||||||||||
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3 |
|||||||||||
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Prepaid expenses and other assets
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||||||||||
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Deferred charges, net
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4
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|||||||||
| Fair value of acquired time charters |
5 |
|||||||||||
| Investment in related party |
3(c) | |||||||||||
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Equity method investments
|
10 | |||||||||||
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Equity method investments measured at fair value
|
10 |
|||||||||||
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Equity investments
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12(b),14 |
|||||||||||
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Goodwill
|
9 | |||||||||||
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Intangible assets, net
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8 |
|||||||||||
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Operating lease right-of-use assets
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15 | |||||||||||
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Deferred tax assets
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22 | |||||||||||
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Total non-current assets
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||||||||||
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Total assets
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$ | $ | ||||||||||
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LIABILITIES, MEZZANINE EQUITY AND SHAREHOLDERS’ EQUITY
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||||||||||||
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CURRENT LIABILITIES:
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||||||||||||
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Current portion of long-term debt, net
|
11 |
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|||||||||
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Current portion of long-term debt, related party, net
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3 |
|||||||||||
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Liabilities directly associated with assets held for
sale
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6 |
|||||||||||
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Accounts payable
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||||||||||
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Deferred revenue
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|
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||||||||||
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Accrued liabilities (including $
|
3 |
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|||||||||
| 3(d) | ||||||||||||
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Derivative liabilities
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14 |
|||||||||||
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Operating lease liabilities
|
15 | |||||||||||
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Income tax payable
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22 |
|||||||||||
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Total current liabilities
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||||||||||
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NON-CURRENT LIABILITIES:
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||||||||||||
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Long-term debt, net
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11
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|||||||||||
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Long-term debt, related party
|
3 |
|||||||||||
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Other accrued liabilities
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||||||||||||
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Operating lease liabilities
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15 |
|||||||||||
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Deferred tax liabilities
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22 |
|||||||||||
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Total non-current liabilities
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||||||||||||
| Commitments and contingencies |
16 |
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|||||||||
| MEZZANINE EQUITY: |
||||||||||||
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||||||||||||
| Total mezzanine equity |
13 |
|||||||||||
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SHAREHOLDERS’ EQUITY:
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||||||||||||
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Common shares, $
|
13
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|||||||||
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Preferred shares, $
|
13
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|||||||||
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Additional paid-in capital
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13 |
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|||||||||
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Retained earnings
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|
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||||||||||
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Accumulated other comprehensive (loss) / income
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( |
) | ||||||||||
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Total Castor Maritime Inc. shareholders’ equity
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||||||||||||
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Noncontrolling interests
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||||||||||||
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Total shareholders’ equity
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||||||||||
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Total liabilities, mezzanine equity and shareholders’ equity
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$ |
$
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|||||||||
The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.
F-2
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CASTOR MARITIME INC.
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UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the six months ended June 30, 2024 and 2025
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(Expressed in U.S. Dollars – except for share data)
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Six Months Ended
June 30,
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Six Months Ended
June 30,
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|||||||||||
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Note
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2024
|
2025
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|||||||||
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REVENUES:
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||||||||||||
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Time charter revenues
|
5,18 |
$
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$
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Pool revenues
|
18 | |||||||||||
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Total vessel revenues
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||||||||||
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Revenue from services (including $
|
18 | |||||||||||
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Total revenues
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||||||||||||
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EXPENSES:
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||||||||||||
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Voyage expenses (including $
|
3,19
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(
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)
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(
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)
|
|||||||
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Vessel operating expenses
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19
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(
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)
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(
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)
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|||||||
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Cost of revenue from services (exclusive of depreciation and amortization shown separately below)
|
( |
) | ||||||||||
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Management fees to related parties
|
3
|
(
|
)
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(
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)
|
|||||||
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Depreciation and amortization
|
4,6,7,8
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(
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)
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(
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)
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|||||||
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Loss on vessels held for sale
|
6 |
( |
) | |||||||||
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Provision for doubtful accounts
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( |
) | ||||||||||
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General and administrative expenses (including $
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3, 20
|
( |
) | ( |
) | |||||||
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Net gain / (loss) on sale of vessels
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3, 6 |
( |
) | |||||||||
| Gain from a claim |
||||||||||||
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Total expenses, net
|
( |
) |
(
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)
|
||||||||
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Other operating income (expense):
|
||||||||||||
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Net gain on disposal of assets
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||||||||||||
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Net gain from equity method investments
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||||||||||||
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Net loss from equity method investments measured at fair value
|
10 | ( |
) | |||||||||
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Total other operating expense
|
( |
) | ||||||||||
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Operating income / (loss)
|
( |
) | ||||||||||
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OTHER INCOME/(EXPENSES):
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||||||||||||
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Interest and finance costs (including $
|
3,21
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(
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)
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(
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)
|
|||||||
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Interest income
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|
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||||||||||
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Foreign exchange loss
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(
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)
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(
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)
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||||||||
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Dividend income from equity method investments measured at fair value (related party)
|
10 |
|||||||||||
| Dividend income on equity securities |
12 |
|||||||||||
| Dividend income from related party | 3 |
|||||||||||
| Gain on equity securities |
12 |
|||||||||||
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Other, net
|
||||||||||||
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Total other expenses, net
|
|
|
||||||||||
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Net income / (loss), before taxes
|
$
|
|
$
|
(
|
)
|
|||||||
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Income taxes
|
22 |
( |
) | ( |
) | |||||||
|
Net income / (loss)
|
( |
) | ||||||||||
|
Less: Net loss attributable to the non-controlling interest
|
||||||||||||
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Net income / (loss) attributable to Castor Maritime Inc.
|
( |
) | ||||||||||
| Dividend on Series D Preferred Shares | 13 |
( |
) | ( |
) | |||||||
| Deemed dividend on Series D Preferred Shares | 13 | ( |
) | ( |
) | |||||||
|
Net income / (loss) attributable to common shareholders of Castor Maritime Inc.
|
( |
) | ||||||||||
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Other comprehensive income:
|
||||||||||||
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Foreign currency translation
|
||||||||||||
|
Net cash flow hedges
|
||||||||||||
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Other comprehensive income
|
||||||||||||
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Other comprehensive income attributable to noncontrolling interests
|
( |
) | ||||||||||
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Other comprehensive income attributable to Castor Maritime Inc.
|
||||||||||||
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Total comprehensive income
|
||||||||||||
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Comprehensive income attributable to noncontrolling interests
|
( |
) | ||||||||||
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Total comprehensive income attributable to Castor Maritime Inc.
|
||||||||||||
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Earnings / (loss) per common share, basic attributable to Castor Maritime Inc. common shareholders
|
17
|
( |
) | |||||||||
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Earnings / (loss) per common share, diluted attributable to Castor Maritime Inc. common shareholders
|
17 | ( |
) | |||||||||
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Weighted average number of common shares, basic
|
17 | |||||||||||
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Weighted average number of common shares, diluted
|
17 | |||||||||||
The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.
F-3
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CASTOR MARITIME INC.
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UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY AND MEZZANINE EQUITY
For the six months ended June 30, 2024, and 2025
|
|
(Expressed in U.S. Dollars – except for share data)
|
|
Number of
shares issued
|
Mezzanine
equity
|
|||||||||||||||||||||||||||||||||||||||||||
|
Common
shares
|
Series B
Preferred
shares
|
Par
Value of
Shares
issued
|
Additional
Paid-in
capital
|
Retained
earnings
|
Accumulated
Other
Comprehensive
Income / (Loss)
|
Castor
Maritime Inc.
|
Non-controlling
Interest
|
Total
Shareholders’
Equity
|
# of
Series D
Preferred
Shares
|
Mezzanine
Equity
|
||||||||||||||||||||||||||||||||||
|
Balance, December 31, 2023
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||
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- Dividend on Series D Preferred Shares
|
—
|
—
|
|
|
(
|
)
|
( |
) |
(
|
)
|
—
|
—
|
||||||||||||||||||||||||||||||||
|
- Deemed dividend on Series D Preferred Shares
|
—
|
—
|
|
|
(
|
)
|
( |
) |
(
|
)
|
—
|
|
||||||||||||||||||||||||||||||||
|
- Warrants repurchase (Note 14)
|
— | — | ( |
) | ( |
) | ( |
) | — | — | ||||||||||||||||||||||||||||||||||
|
- Net income and comprehensive income
|
—
|
—
|
|
|
|
|
—
|
—
|
||||||||||||||||||||||||||||||||||||
|
Balance, June 30, 2024
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||
|
|
||||||||||||||||||||||||||||||||||||||||||||
|
Balance, December 31, 2024
|
|
|
|
|
|
( |
) |
|
|
|
||||||||||||||||||||||||||||||||||
|
- Dividend on Series D Preferred Shares
|
—
|
—
|
|
|
(
|
)
|
( |
) |
(
|
)
|
—
|
—
|
||||||||||||||||||||||||||||||||
|
- Deemed dividend on Series D Preferred Shares
|
—
|
—
|
|
|
(
|
)
|
( |
) |
(
|
)
|
—
|
|
||||||||||||||||||||||||||||||||
|
- Dividends to noncontrolling interests (Note 13)
|
— | — | ( |
) | ( |
) | — | — | ||||||||||||||||||||||||||||||||||||
|
- Changes in Ownership of Subsidiary Without Loss of Control
|
— | — | ( |
) | ( |
) | — | — | ||||||||||||||||||||||||||||||||||||
|
- Share-based compensation (Note 23)
|
— | — | — | — | ||||||||||||||||||||||||||||||||||||||||
|
- Other comprehensive income
|
— | — | — | — | ||||||||||||||||||||||||||||||||||||||||
|
- Net loss
|
—
|
—
|
|
|
(
|
)
|
( |
) | ( |
) |
(
|
)
|
—
|
—
|
||||||||||||||||||||||||||||||
|
Balance, June 30, 2025
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||
The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.
F-4
|
CASTOR MARITIME INC.
|
|
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six months ended June 30, 2024, and 2025
(Expressed in U.S. Dollars)
|
|
|
Six Months Ended
June 30,
|
|||||||||||
|
|
Note |
2024
|
2025
|
|||||||||
|
Cash Flows provided by / (used in) Operating Activities:
|
||||||||||||
|
Net income / (loss), net of taxes
|
$
|
|
$
|
(
|
)
|
|||||||
|
Adjustments to reconcile net income / (loss) to net cash provided by Operating
Activities:
|
||||||||||||
|
Depreciation and amortization
|
4,6,7,8
|
|
|
|||||||||
|
Amortization and write-off of deferred finance charges
|
3,21
|
|
|
|||||||||
|
Amortization of fair value of acquired time charters
|
5
|
|
|
|||||||||
| Straight line amortization of hire |
( |
) | ||||||||||
| Net (gain) / loss on sale of vessels |
6
|
(
|
)
|
|
||||||||
| Loss on vessels held for sale |
6
|
|||||||||||
| Provision for doubtful accounts |
||||||||||||
| Share-based compensation |
20,23
|
|||||||||||
| Non-cash compensation (transfer of shares) |
||||||||||||
| Net gain on dispositions of assets |
( |
) | ||||||||||
| Unrealized gain from equity method investments |
( |
) | ||||||||||
| Unrealized losses from equity method investments measured at fair value |
10
|
|||||||||||
| Dividend income from equity method investments measured at fair value (related party) |
10
|
( |
) | |||||||||
| Unrealized foreign exchange loss from equity method investments |
||||||||||||
|
Unrealized gain on equity securities
|
12
|
(
|
)
|
(
|
)
|
|||||||
|
Realized (gain) / loss on sale of equity securities
|
12
|
(
|
)
|
|
||||||||
| Non-cash effects from translation to reporting currency |
||||||||||||
|
Gain from a claim
|
(
|
)
|
|
|||||||||
|
Changes in operating assets and liabilities:
|
||||||||||||
|
Accounts receivable trade, net
|
|
(
|
)
|
|||||||||
|
Inventories
|
|
|
||||||||||
|
Due from/to related parties
|
|
|
||||||||||
|
Prepaid expenses and other assets
|
|
(
|
)
|
|||||||||
|
Accounts payable
|
(
|
)
|
(
|
)
|
||||||||
|
Accrued liabilities
|
(
|
)
|
(
|
)
|
||||||||
| Income tax receivable / payable |
( |
) | ||||||||||
| Derivative assets and liabilities, net |
( |
) | ||||||||||
|
Deferred revenue
|
(
|
)
|
|
|||||||||
|
Dry-dock costs paid
|
|
(
|
)
|
|||||||||
| Dividends received from equity method investments measured at fair value |
||||||||||||
|
Net Cash provided by / (used in) Operating Activities
|
|
(
|
)
|
|||||||||
|
|
||||||||||||
|
Cash flow provided by Investing Activities:
|
||||||||||||
| Other vessel improvements |
6
|
(
|
)
|
(
|
)
|
|||||||
| Purchase of equity securities |
12
|
( |
) | ( |
) | |||||||
| Acquisitions of property and equipment, net |
7
|
( |
) | |||||||||
| Proceeds from sale of equity securities |
12
|
|||||||||||
| Net proceeds from sale of vessels |
6
|
|||||||||||
| Proceeds from a claim |
||||||||||||
| Payments for acquisition of equity method investments |
10
|
( |
) | |||||||||
| Return of invested capital from equity method investments |
|
|||||||||||
| Net proceeds from dispositions of long term assets |
|
|
||||||||||
|
Net cash provided by Investing Activities
|
|
|
||||||||||
|
|
||||||||||||
|
Cash flows provided by / (used in) Financing Activities:
|
||||||||||||
| Repurchase of warrants |
( |
) | ||||||||||
| Dividends paid on Series D Preferred Shares |
13
|
( |
) | ( |
) | |||||||
| Proceeds from long-term debt |
11
|
|||||||||||
| Repayment of long-term debt (including related party) |
3, 11
|
(
|
)
|
(
|
)
|
|||||||
|
Payment of deferred financing costs
|
|
(
|
)
|
|||||||||
| Cash dividends paid to noncontrolling interests |
13
|
( |
) | |||||||||
|
Net cash used in Financing Activities
|
(
|
)
|
(
|
)
|
||||||||
|
|
||||||||||||
|
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
||||||||||||
|
Net increase/(decrease) in cash, cash equivalents, and restricted cash
|
|
(
|
)
|
|||||||||
|
Cash, cash equivalents and restricted cash at the beginning of the period
|
|
|
||||||||||
|
Cash, cash equivalents and restricted cash at the end of the period
|
$
|
|
$
|
|
||||||||
|
|
||||||||||||
|
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH
|
||||||||||||
|
Cash and cash equivalents
|
$
|
|
$
|
|
||||||||
|
Restricted cash, current
|
|
|
||||||||||
|
Restricted cash, non-current
|
|
|
||||||||||
| Cash and cash equivalents included in assets held for sale |
||||||||||||
|
Cash, cash equivalents, and restricted cash
|
$
|
|
$
|
|
||||||||
The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.
F-5
CASTOR MARITIME INC.
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 1. |
Basis of Presentation and General
information:
|
Castor Maritime Inc. (“Castor”) was incorporated in September 2017 under the laws of the Republic of the Marshall Islands. The accompanying unaudited interim condensed consolidated financial statements include the
accounts of Castor and its wholly owned and majority-owned subsidiaries (collectively, the “Company”). Castor is a diversified global shipping and energy company, with activities directly and indirectly in investment and asset management, vessel ownership, technical and commercial ship management and energy
infrastructure projects. On December 21, 2018, Castor’s common shares, par value $0.001 (the “common shares”) began
trading on the Euronext NOTC, under the symbol “CASTOR” and, on February 11, 2019, they began trading on the Nasdaq Capital Market, or Nasdaq, under the symbol “CTRM”. As of June 30, 2025, Castor was controlled by Thalassa Investment Co. S.A.
(“Thalassa”) by virtue of its ownership of 100 % of the Series B preferred shares of Castor and, as a result, Thalassa controlled
the outcome of matters on which shareholders are entitled to vote. Thalassa is affiliated with Petros Panagiotidis, the Company’s Chairman, Chief Executive Officer and
Chief Financial Officer.
On March 27, 2024, the Company effected a reverse stock split on its issued and outstanding common
shares. All share and per share amounts disclosed in the accompanying unaudited interim condensed consolidated financial statements give effect to this reverse stock split retroactively for the period ended June 30, 2024.
With effect from July 1, 2022, Castor Ships S.A., a corporation incorporated under the laws of the Republic of the Marshall Islands (“Castor Ships”), a related party controlled by the Company’s Chairman, Chief Executive Officer and Chief Financial Officer, Petros Panagiotidis, manages the Company’s business overall. Prior to this date, Castor Ships provided only commercial ship management and administrative services to the Company (see also Note 3).
Pavimar S.A. (“Pavimar”), a related party controlled by Ismini
Panagiotidis, the sister of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer, Petros Panagiotidis, provided technical, crew and operational management services to the Company through the first half of 2022. With
effect from July 1, 2022, Pavimar co-managed with Castor Ships the technical management of the Company’s dry bulk vessels, except for the M/V Magic Celeste, M/V Magic Ariel and M/V Magic Starlight, for which Castor Ships has provided the technical management since August 16, 2024,
October 9, 2024 and December 18, 2024, respectively. As of June 30, 2025, all ship management agreements between the Company and Pavimar have been terminated. Castor Ships now exclusively provides the commercial and technical
management of the Company’s entire fleet, while certain aspects of the management of a number of the Company’s vessels are subcontracted to related or third-party managers.
As of June 30, 2025, the Company owned a diversified fleet of 9 vessels, with a combined carrying capacity of 0.7 million
dwt, consisting of four Kamsarmax, three
Panamax and one Ultramax dry bulk vessels, as well as one 1,850 TEU containership.
On December 12, 2024, Castor, through a wholly
owned subsidiary, entered into a share purchase agreement, pursuant to which Castor agreed to acquire from MPC Münchmeyer Petersen & Co. GmbH (“MPC Holding”), subject to certain terms and conditions, 26,116,378 shares of common stock of MPC Münchmeyer Petersen Capital AG (“MPC Capital”), representing 74.09 % of MPC Capital’s outstanding common stock, for a cash price of €7.00
per share, equivalent to aggregate consideration of €182.8 million (approximately $192.0 million at the time of the transaction), excluding transaction related costs. On December 16, 2024, the acquisition of the 26,116,378 shares of common stock of MPC Capital was completed. MPC Capital is an investment and asset manager specializing in infrastructure projects in the maritime and
energy sectors. Partnering and co-investing with institutional investors, MPC Capital provides tailor-made investment solutions, project access, and integrated asset management expertise, including technical and commercial ship management. The
transaction was financed with cash on hand and the proceeds of (i) a $100 million senior term loan facility between Toro Corp.
(“Toro”) and Castor and (ii) the issuance of an additional 50,000 of Castor’s 5.00 % Series D cumulative perpetual convertible preferred shares, par value $0.001
per share (the “Series D Preferred Shares”) to Toro for an aggregate consideration of $50,000,000 , which are discussed in Note 3(d)
and (e).
F-6
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
1.
|
Basis of Presentation and General information (continued):
|
The Company
accounted for the control obtained in MPC Capital on December 16, 2024 as a “business combination”, which resulted in the application of the “acquisition method”, as defined under ASC 805, Business Combinations, with the Company to be
considered the accounting acquirer of MPC Capital. The assets acquired and liabilities assumed on the date of control were recorded at fair value.
Details of the Company’s wholly-owned and majority-owned subsidiaries as of June 30, 2025, are listed below.
(a) Consolidated vessel owning subsidiaries:
|
Company
|
Country of
incorporation
|
Vessel Name
|
DWT
|
Year
Built
|
Delivery date
to Castor
|
|
|
1
|
Spetses Shipping Co. (“Spetses”)
|
|
|
|
|
|
|
2
|
Liono Shipping Co. (“Liono”)
|
|
|
|
|
|
|
3
|
Mulan Shipping Co. (“Mulan”)
|
|
|
|
|
|
|
4
|
Songoku Shipping Co. (“Songoku”)
|
|||||
|
5
|
Asterix Shipping Co. (“Asterix”)
|
|||||
|
6
|
Johnny Bravo Shipping Co. (“Johnny Bravo”)
|
|
||||
| 7 | Aladdin Shipping Co. (“Aladdin”) | |||||
| 8 | Ariel Shipping Co. (“Ariel”) | |||||
| 9 | Yogi Bear Shipping Co. (Yogi”) |
| (1) |
On July 29, 2025, Liono Shipping Co. completed a sale and leaseback transaction for the M/V Magic Thunder with a Japanese counterparty. (See Note 25(b))
|
(b) Consolidated subsidiaries formed to acquire vessels:
|
Company
|
Country of incorporation
|
|
|
1
|
Containco Shipping Inc.
|
|
(c) Consolidated holding subsidiary:
|
Company
|
Country of incorporation
|
|
|
1
|
Thalvora Holdings GmbH
|
|
F-7
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
1.
|
Basis of Presentation and General information (continued): |
(d) Consolidated non-vessel owning subsidiaries:
|
Company
|
Country of incorporation
|
|
| 1 |
Castor Maritime SCR Corp. (“Castor SCR”) (1)
|
|
| 2 |
Bagheera Shipping
Co. (“Bagheera”) (2)
|
|
| 3 | Luffy Shipping Co. (“Luffy”) (2) |
|
| 4 | Kabamaru Shipping Co. (“Kabamaru”) (2) |
|
| 5 | Bistro Maritime Co. (“Bistro”) (2) |
|
| 6 | Garfield Shipping Co. (“Garfield”) (2) |
|
| 7 | Pikachu Shipping Co. (“Pikachu”) (3) |
|
| 8 | Jumaru Shipping Co. (“Jumaru”) (4) |
|
| 9 | Pumba Shipping Co. (“Pumba”) (5) |
|
| 10 | Snoopy Shipping Co. (“Snoopy”) (6) | |
| 11 | Super Mario Shipping Co. (“Super Mario”) (7) | |
| 12 | Stewie Shipping Co. (“Stewie”) (8) | |
| 13 | Pocahontas Shipping Co. (“Pocahontas”) (9) | |
| 14 | Cinderella Shipping Co. (“Cinderella”) (10) |
|
|
15
|
Mickey Shipping Co. (“Mickey”) (11) | |
|
16
|
Jerry Shipping Co. (“Jerry S”) (12) |
|
|
17
|
Tom Shipping Co. (“Tom S”) (13) | |
|
18
|
Indigo Global Corp. | |
|
19
|
Castor Maritime Finance Inc. | |
|
20
|
Castor CSI Corp. | |
|
21
|
Thalvora Enterprises Inc. | |
| 22 | MPCC CSI LTD | Republic of |
|
(1)
|
Incorporated under the laws of the Marshall Islands on September 16, 2021, this entity serves as the
Company’s subsidiaries’ cash manager with effect from November 1, 2021.
|
|
(2)
|
Details of the entities that sold their vessels prior to 2024 can be found in Note 1 of the consolidated financial statements included in the Company’s 2024 Annual Report. |
|
(3)
|
Pikachu Shipping Co. no longer owns any vessel following the sale of the M/V Magic Moon on November 10, 2023, and delivery of such vessel
to an unaffiliated third-party on January 16, 2024.
|
|
(4)
|
Jumaru Shipping Co. no longer owns any vessel following the sale of the M/V Magic Nova on January 19, 2024, and delivery of such vessel to an entity beneficially owned by a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer on March 11, 2024. |
|
(5)
|
Pumba Shipping Co. no longer owns any vessel following the sale of the M/V Magic Orion on December 7, 2023, and delivery of such vessel to an unaffiliated third-party on March 22, 2024. |
|
(6)
|
Snoopy Shipping Co. no longer owns any vessel following the sale of the M/V Magic Nebula on February 15, 2024, and delivery of such vessel to an entity affiliated with a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer on April 18, 2024. |
|
(7)
|
Super Mario Shipping Co. no longer owns any vessel following the sale of the M/V Magic Venus on December 21, 2023, and delivery of such vessel to an entity affiliated with a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer on May 10, 2024. |
|
(8)
|
Stewie Shipping Co. no longer owns any vessel following the sale of the M/V Magic Vela on May 1, 2024, and delivery of such vessel to an unaffiliated third-party on May 23, 2024. |
|
(9)
|
Pocahontas Shipping Co. no longer owns any vessel following the sale of the M/V Magic Horizon on January 19, 2024, and delivery of such vessel to an entity beneficially owned by a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer on May 28, 2024. |
|
(10)
|
Cinderella Shipping Co. no longer owns any vessel following the sale of the M/V Magic Eclipse on March 6, 2025, and delivery of such vessel to an entity beneficially owned by a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer on March 24, 2025 (see also Note 6). |
|
(11)
|
Mickey Shipping Co. no longer owns any vessel following the sale of the M/V Magic Callisto on March 11, 2025, and delivery of such vessel to an entity beneficially owned by a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer on April 28, 2025 (see also Note 6). |
|
(12)
|
Jerry Shipping Co. no longer owns any vessel following the sale of the M/V Ariana A on November 13, 2024, and delivery of such vessel to an unaffiliated third-party on January 22, 2025 (see also Note 6). |
|
(13)
|
Tom Shipping Co. no longer owns any vessel following the sale of the M/V Gabriela A on December 4, 2024, and delivery of such vessel to an unaffiliated third-party on May 7, 2025 (see also Note 6). |
F-8
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
1.
|
Basis of Presentation and General information (continued): |
(e) Consolidated majority-owned
subsidiaries:
|
Company
|
Country of
incorporation
|
Shares held in percent
|
Shareholder
|
|
MPC Münchmeyer Petersen Capital AG
|
|
|
|
The consolidated
subsidiaries in the table below are held by the MPC Münchmeyer Petersen Capital AG:
|
Company
|
Country of
incorporation
|
Shares held
in percent
|
Shareholder
|
|
Curamus Managementgesellschaft mbH, Hamburg
|
|
|
|
|
Duisburg Invest Beteiligungsgesellschaft mbH & Co. KG, Hamburg
|
|
|
|
| Energiepark Heringen-Philippsthal WP HP GmbH & Co, KG, Hamburg | |||
|
ELG Erste Liquidationsmanagement GmbH, Hamburg
|
|
|
|
|
First Fleet Philipp Beteiligungs GmbH, Delmenhorst
|
|
|
|
|
Harper Petersen Albis GmbH & Co. KG, Hamburg
|
|
|
|
|
Harper Petersen & Co. Asia Ltd., Hongkong / China
|
|
|
|
|
Harper Petersen & Co. B.V., Amsterdam / Netherlands
|
|
|
|
|
Harper Petersen & Co. GmbH & Co. KG, Hamburg
|
|
|
|
|
Harper Petersen & Co. Pte Ltd., Singapur
|
|
|
|
|
HLD Vermögensverwaltungsgesellschaft UG (haftungsbeschränkt) i.L., Hamburg
|
|
|
|
|
Immobilienmanagement MPC Student Housing Venture GmbH, Hamburg
|
|
|
|
|
Immobilienmanagement Sachwert Rendite-Fonds GmbH, Hamburg
|
|
|
|
|
Management Sachwert Rendite-Fonds Immobilien GmbH, Hamburg
|
|
|
|
|
Managementgesellschaft Harper Petersen mbH, Hamburg
|
|
|
|
|
Managementgesellschaft MPC Global Maritime Opportunity Private Placement GmbH, Hamburg
|
|
|
F-9
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
1.
|
Basis of Presentation and General information (continued): |
|
Managementgesellschaft MPC Solarpark mbH, Hamburg
|
|
|
|
|
Managementgesellschaft Oil Rig Plus mbH, Hamburg
|
|
|
|
|
MPC Achte Vermögensstrukturfonds Verwaltungsgesellschaft mbH, Hamburg
|
|
|
|
|
MPC Best Select Company Plan Managementgesellschaft mbH, Quickborn
|
|
|
|
|
MPC Capital Advisory GmbH, Hamburg
|
|
|
|
|
MPC Capital Beteiligungsgesellschaft mbH & Co. KG, Hamburg
|
|
|
|
|
MPC Capital Dritte Beteiligungsgesellschaft mbH, Hamburg
|
|
|
|
|
MPC Capital GmbH, Hamburg
|
|
|
|
|
MPC Capital Investments GmbH, Hamburg
|
|
|
|
|
MPC Capital Risk & Insurance GmbH & Co. KG, Hamburg
|
|
|
|
|
MPC Capital Risk & Insurance Verwaltungs GmbH, Hamburg
|
|
|
|
|
MPC Capital Zweite Beteiligungsgesellschaft mbH, Hamburg
|
|
|
|
|
MPC Dritte Vermögensstrukturfonds Verwaltungsgesellschaft mbH, Hamburg
|
|
|
|
|
MPC ECOBOX OPCO 1 Beteiligungs GmbH & Co. KG. Hamburg
|
|
|
|
|
MPC ECOBOX OPCO 2 Beteiligungs GmbH & Co. KG. Hamburg
|
|
|
|
|
MPC ECOBOX OPCO 4 GmbH & Co. KG i.L., Hamburg
|
|
|
|
|
MPC Energías Renovables Colombia S.A.S., Bogotá / Colombia
|
|
|
|
|
MPC Elfte Vermögensstrukturfonds Verwaltungsgesellschaft mbH, Hamburg
|
|
|
|
|
MPC Fünfte Vermögensstrukturfonds Verwaltungsgesellschaft mbH, Hamburg
|
|
|
|
|
MPC Investment Partners GmbH, Hamburg
|
|
|
|
|
MPC Investment Services GmbH, Hamburg
|
|
|
|
|
MPC Maritime Beteiligungsgesellschaft mbH & Co. KG, Hamburg
|
|
|
|
|
MPC Maritime Beteiligungsverwaltungsgesellschaft mbH, Hamburg
|
|
|
|
|
MPC Maritime Holding GmbH, Hamburg
|
|
|
|
|
MPC Maritime Investments GmbH i.L., Hamburg
|
|
|
|
|
MPC Multi Asset Verwaltungsgesellschaft mbH, Hamburg
|
|
|
|
F-10
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
1.
|
Basis of Presentation and General information (continued): |
|
MPC Münchmeyer Petersen Real Estate Consulting GmbH, Hamburg
|
|
|
|
|
MPC Neunte Vermögensstrukturfonds Verwaltungsgesellschaft mbH, Hamburg
|
|
|
|
|
MPC Real Value Fund Verwaltungsgesellschaft mbH, Quickborn
|
|
|
|
|
MPC Renewable Panama S.A., Panama
|
|
|
|
|
MPC Schiffsbeteiligung Vermögensstrukturfonds Verwaltungsgesellschaft mbH, Nielbühl
|
|
|
|
|
MPC Sechste Vermögensstrukturfonds Verwaltungsgesellschaft mbH, Hamburg
|
|
|
|
|
MPC Siebte Vermögensstrukturfonds Verwaltungsgesellschaft mbH, Hamburg
|
|
|
|
|
MPC Silica Invest GmbH, Hamburg
|
|
|
|
|
MPC Venture Invest AG, Wien / Austria
|
|
|
|
|
MPC Vierte Vermögensstrukturfonds Verwaltungsgesellschaft mbH, Hamburg
|
|
|
|
|
MPC Zehnte Vermögensstrukturfonds Verwaltungsgesellschaft mbH, Hamburg
|
|
|
|
|
MPC Zweite Vermögensstrukturfonds Verwaltungsgesellschaft mbH, Hamburg
|
|
|
|
|
Panda Invest GmbH, Hamburg
|
|
|
|
|
Palmaille Ship Invest GmbH, Hamburg
|
|
|
|
|
PB BS GMO Verwaltungs GmbH, Hamburg
|
|
|
|
|
PBH Maritime Verwaltungsgesellschaft mbH, Hamburg
|
|
|
|
|
RES Maxis B.V., Amsterdam / Netherlands
|
|
|
|
|
TVP Treuhand- und Verwaltungsgesellschaft für Publikumsfonds mbH & Co. KG, Hamburg
|
|
|
|
|
Verwaltung “Rio Blackwater” Schifffahrtsgesellschaft mbH, Hamburg
|
|
|
|
|
Verwaltung Achte Sachwert Rendite-Fonds Deutschland GmbH, Hamburg
|
|
|
|
|
Verwaltung Asien Opportunity Real Estate GmbH, Hamburg
|
|
|
|
|
Verwaltung Bluewater Investments GmbH, Hamburg
|
|
|
|
|
Verwaltung Dreiundfünfzigste Sachwert Rendite-Fonds Holland GmbH, Hamburg
|
|
|
|
|
Verwaltung Dritte MPC Sachwert Rendite-Fonds Opportunity Amerika GmbH, Quickborn
|
|
|
|
F-11
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
1.
|
Basis of Presentation and General information (continued): |
|
Verwaltung Einundsiebzigste Sachwert Rendite-Fonds Holland GmbH, Hamburg
|
|
|
|
|
Verwaltung Elfte Sachwert Rendite-Fonds Deutschland GmbH, Hamburg
|
|
|
|
|
Verwaltung Fünfte Sachwert Rendite-Fonds Deutschland GmbH, Hamburg
|
|
|
|
|
Verwaltung Harper Petersen Albis GmbH, Hamburg
|
|
|
|
|
Verwaltung MPC Capital Beteiligungsgesellschaft mbH, Hamburg
|
|
|
|
|
Verwaltung MPC Global Maritime Opportunity Private Placement GmbH, Hamburg
|
|
|
|
|
Verwaltung MPC Real Estate Opportunity Private Placement Amerika GmbH, Quickborn
|
|
|
|
|
Verwaltung MPC Sachwert Rendite-Fonds Opportunity Amerika GmbH, Quickborn
|
|
|
|
|
Verwaltung MPC Sachwert Rendite-Fonds Opportunity Asien GmbH, Hamburg
|
|
|
|
|
Verwaltung MPC Solarpark GmbH, Hamburg
|
|
|
|
|
Verwaltung MPC Student Housing Beteiligung UG, Quickborn
|
|
|
|
|
Verwaltung MPC Student Housing Venture GmbH, Quickborn
|
|
|
|
|
Verwaltung Neunte Sachwert Rendite-Fonds Deutschland GmbH, Hamburg
|
|
|
|
|
Verwaltung Neunundfünfzigste Sachwert Rendite-Fonds Holland GmbH, Hamburg
|
|
|
|
|
Verwaltung Sachwert Rendite-Fonds Japan GmbH, Quickborn
|
|
|
|
|
Verwaltung Sechste Sachwert Rendite-Fonds Deutschland (Private Placement) GmbH, Hamburg
|
|
|
|
|
Verwaltung Sechsundvierzigste Sachwert Rendite-Fonds Holland GmbH, Hamburg
|
|
|
|
|
Verwaltung SHV Management Participation GmbH, Quickborn
|
|
|
|
|
Verwaltung Siebenundfünfzigste Sachwert Rendite-Fonds Holland GmbH, Hamburg
|
|
|
|
|
Verwaltung Siebenundvierzigste Sachwert Rendite-Fonds Holland GmbH, Hamburg
|
|
|
|
|
Verwaltung Siebte Sachwert Rendite-Fonds Deutschland GmbH, Hamburg
|
|
|
|
|
Verwaltung Siebzigste Sachwert Rendite-Fonds Holland GmbH, Hamburg
|
|
|
|
|
Verwaltung TVP Treuhand GmbH, Hamburg
|
|
|
|
F-12
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
1.
|
Basis of Presentation and General information (continued): |
|
Verwaltung Vierundfünfzigste Sachwert Rendite-Fonds Holland GmbH, Hamburg
|
|
|
|
|
Verwaltung Zehnte Sachwert Rendite-Fonds Deutschland GmbH, Hamburg
|
|
|
|
|
Verwaltung Zweite MPC Real Estate Opportunity Private Placement Amerika GmbH, Quickborn
|
|
|
|
|
Verwaltung Zweite MPC Sachwert Rendite-Fonds Opportunity Amerika GmbH, Quickborn
|
|
|
|
|
Verwaltung Zweite Reefer-Flottenfonds GmbH, Hamburg
|
|
|
|
|
Verwaltung Zweite Sachwert Rendite-Fonds Deutschland GmbH, Hamburg
|
|
|
|
|
Verwaltung Zweiundsiebzigste Sachwert Rendite-Fonds Holland GmbH, Hamburg
|
|
|
|
|
Verwaltungsgesellschaft Achte MPC Global Equity mbH, Hamburg
|
|
|
|
|
Verwaltungsgesellschaft Duisburg Invest mbH, Hamburg
|
|
|
|
|
Verwaltungsgesellschaft Elfte Private Equity GmbH, Hamburg
|
|
|
|
|
Verwaltungsgesellschaft MPC Global Equity Step by Step II mbH, Hamburg
|
|
|
|
|
Verwaltungsgesellschaft MPC Global Equity Step by Step III mbH, Hamburg
|
|
|
|
|
Verwaltungsgesellschaft MPC Global Equity Step by Step IV mbH, Hamburg
|
|
|
|
|
Verwaltungsgesellschaft MPC Global Equity Step by Step mbH, Hamburg
|
|
|
|
|
Verwaltungsgesellschaft MPC Rendite-Fonds Leben plus VI mbH, Quickborn
|
|
|
|
|
Verwaltungsgesellschaft MPC Rendite-Fonds Leben plus VII mbH, Quickborn
|
|
|
|
|
Verwaltungsgesellschaft MPC Rendite-Fonds Leben plus spezial IV mbH, Quickborn
|
|
|
|
|
Verwaltungsgesellschaft MPC Rendite-Fonds Leben plus spezial V mbH, Quickborn
|
|
|
|
|
Verwaltungsgesellschaft Neunte Global Equity mbH, Hamburg
|
|
|
|
|
Verwaltungsgesellschaft Oil Rig Plus mbH, Hamburg
|
|
|
|
|
Verwaltungsgesellschaft Siebte MPC Global Equity mbH, Hamburg
|
|
|
|
|
Zweite MPC Best Select Company Plan Managementgesellschaft mbH, Quickborn
|
|
|
|
F-13
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
1.
|
Basis of Presentation and General information (continued): |
The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles
generally accepted in the United States (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) for interim financial information. They do not include all the information and notes
required by U.S. GAAP for complete financial statements. Accordingly, these statements and the accompanying notes should be read in conjunction with the Company’s annual report on Form 20-F for the fiscal year ended December 31, 2024, filed
with the SEC on May 14, 2025 (the “2024 Annual Report”).
These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring
adjustments considered necessary for a fair presentation of the Company’s financial position, results of operations and cash flows for the periods presented. Operating results for the six-month period ended June 30, 2025, are not necessarily
indicative of the results that might be expected for the fiscal year ending December 31, 2025.
| 2. |
Significant Accounting Policies and
Recent Accounting Pronouncements:
|
A discussion of the Company’s significant accounting policies can be found in the consolidated financial statements for the year ended December 31, 2024, included in the Company’s 2024 Annual Report. There have
been no material changes to these policies in the six-month period ended June 30, 2025, apart from the following:
Revenue and expenses recognition
The Company currently generates its revenues from time charter contracts and pool arrangements. Revenues generated from pool arrangements are determined in accordance with the profit-sharing mechanism specified within each pool agreement (see below). The
Company recognizes pool revenue based on quarterly reports from the pools which identify the number of days the vessel participated in the pool, the total pool points for the period, the total pool revenue for the period, and the
calculated share of pool revenue for the vessel.
Revenues related to pool contracts
Pool revenue for each vessel is determined in accordance with the profit-sharing mechanism specified within each pool agreement. In particular, the pool managers aggregate the revenues and expenses of all of the pool participants and distribute the net earnings to participants, as applicable:
Revenues related to pool contracts
Pool revenue for each vessel is determined in accordance with the profit-sharing mechanism specified within each pool agreement. In particular, the pool managers aggregate the revenues and expenses of all of the pool participants and distribute the net earnings to participants, as applicable:
| • |
based on the pool points attributed to each vessel (which are determined by vessel attributes such as cargo carrying capacity, speed, fuel
consumption, and construction and other characteristics); or
|
| • |
by making adjustments to account for the cost of performance, the bunkering fees and the trading capabilities of each vessel and the number of days
the vessel participated in the pool in the period (excluding off-hire days).
|
Recent Accounting Pronouncements:
In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the
Acquisition of a Variable Interest Entity. This update provides guidance on identifying the accounting acquirer when a variable interest entity that meets the definition of a business is acquired primarily through the exchange of equity
interests. The standard becomes effective for annual periods beginning after December 15, 2026, and for interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of ASU
2025-03 on its accounting and disclosures related to business combinations.
In July 2025, the FASB issued ASU 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets, which provides a practical expedient for estimating expected
credit losses. The amendments are effective for annual reporting periods beginning after December 15, 2025, including interim periods within those annual periods. Early adoption is permitted. The Company is in the process of assessing
the impact of ASU 2025-05 on its unaudited condensed consolidated financial statements.
F-14
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 3. |
Transactions with Related Parties:
|
As of December 31,
2024, and June 30, 2025, balances with related parties consisted of the following:
|
|
December 31,
2024
|
June 30,
2025
|
||||||
|
Assets:
|
||||||||
|
Due from Castor Ships (a) – current
|
$ | $ | ||||||
|
Due from Castor Ships (a) – non-current
|
||||||||
|
Due from Pavimar (b) – current
|
||||||||
|
Investment in Toro (c) – non-current
|
||||||||
|
Due from related parties (MPC Capital) (g) - current
|
||||||||
|
|
||||||||
|
Liabilities:
|
||||||||
|
Due to Toro (d) – current
|
||||||||
|
Current portion of long‐term debt, related party, net (Toro) (e)
|
||||||||
|
Long‐term debt, related party, net (Toro) (e)
|
||||||||
|
Accrued interest (e)- current
|
||||||||
|
Due to related parties (MPC Capital) (g) - current
|
$ |
$ |
||||||
(a) Castor Ships:
Castor Ships has acted as the Company’s
commercial ship manager since September 1, 2020. Details of the Company’s transactions with Castor Ships are discussed in Note 4(a) to the consolidated financial statements for the year ended December 31, 2024, included in the Company’s
2024 Annual Report.
As of June 30, 2025, in accordance with the provisions of the Amended Castor Ship Management Agreements (as defined in the 2024 Annual Report),
Castor Ships performs the commercial and technical management of the entire fleet. For any vessels for which Castor Ships has sub-contracted some aspects of the management services, Castor Ships pays, at its own expense, a fee for such
service, without any additional cost to the Company.
The Ship Management Fees and Flat Management Fee (as defined in the Company’s 2024 Annual
Report) are adjusted annually for inflation on each anniversary of the Amended and Restated Master Management Agreement’s effective date. As a result of the inflation adjustment and effective July 1, 2025, the daily Ship Management Fee
increased from $1,017 per vessel to $1,044
per vessel and the quarterly Flat Management Fee increased from $0.82 million to $0.85 million.
In exchange for the management services, effective July 1, 2025, Castor Ships charges and collects (i) a chartering commission for and on
behalf of Castor Ships and/or on behalf of any third-party broker(s) involved in the trading of the Company’s vessels, on all gross income received by the Company’s shipowning subsidiaries arising out of or in connection with the
operation of the Company’s vessels for distribution among Castor Ships and any third-party broker(s), which, when calculated together with any address commission that any charterer of any of the Company’s vessels is entitled to receive,
will not exceed the aggregate rate of 6.25 % on each vessel’s gross income, (ii) a sale and purchase brokerage commission at
the rate of 1 % on each consummated transaction applicable to the total consideration of acquiring or selling: (a) a vessel
(secondhand or newbuilt), or (b) the shares of a ship owning entity owning vessel(s) or (c) shares and/or other securities(including equity, debt and loan instruments), and (iii) a capital raising commission at the rate of 1% on all
gross proceeds of each capital raising transaction completed by the Company including, without limitation, any equity, debt or loan transactions, operating leasing transactions, stand-alone derivative and/or swap agreements, other
financing arrangements of a similar nature or any refinancing or restructuring thereof.
F-15
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 3. |
Transactions with Related Parties (continued): |
During the six months ended June 30, 2024, and the six
months ended June 30, 2025, the Company’s subsidiaries were charged the following fees and commissions by Castor Ships: (i) management fees amounting to $1,191,892 and $1,476,243 , respectively, (ii) charter hire commissions amounting to $463,672 and $746,633 ,
respectively, (iii) sale and purchase commissions amounting to $1,112,000 (due to the sale of
four Panamax vessels, two Kamsarmax vessels and one Capesize vessel in 2024), and $638,000
(due to the sale of two Panamax vessels and two
Container vessels in 2025), respectively, which
are included in ‘Net gain / (loss) on sale of vessels’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income, and (iv)
sale and purchase brokerage commissions of $0 and $493,992 for other listed equity securities, respectively, which are included in the interest and finance costs. Moreover, during the six months ended June 30, 2024 and the six months ended June 30, 2025, the
flat management fees amounted to $1,599,000 and $1,648,570 , respectively, and are included in ‘General and administrative expenses’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.
The Amended Castor Ship Management Agreements also provide for an advance funding equal to two months
of vessel daily operating costs to be placed with Castor Ships as a working capital guarantee, refundable in case a vessel is no longer under Castor Ship’s management. As of December 31, 2024, such advances amounted to $3,504,667 and $761,998 , and are
presented in ‘Due from related parties, non-current’ and ‘Due from related parties, current’, in the accompanying consolidated balance sheet, respectively. The amount of $761,998 is in relation to the M/V Ariana A and M/V Gabriela A which were classified as held for sale as of December 31, 2024. As of June 30, 2025, such advances amounted to $2,893,839 and $1,372,826 , and
are presented in ‘Due from related parties, non-current’ and ‘Due from related parties, current’, in the accompanying unaudited condensed consolidated balance sheet, respectively. The amount of $1,372,826 is in relation to the M/V Ariana A, M/V Gabriela A, the M/V Magic Eclipse and M/V Magic Callisto, which have been sold during the six months period ended June 30, 2025 (Note 6).
In connection with the subcontracting services rendered by the third-party ship-management companies, the Company had, as of
December 31, 2024, and June 30, 2025, aggregate working capital guarantee deposits due from Castor Ships of $22,958 and $103,600 respectively, which are presented in ‘Due from related parties, current’ in
the accompanying unaudited condensed consolidated balance sheets.
As of December 31, 2024 and June 30, 2025, net amounts of $1,083,025 and
$1,532,181 were due from Castor Ships in relation to advances for operating expenses/drydock payments made by the Company to
Castor Ships.
Further, as of December 31, 2024, and June 30, 2025, amounts of $
(b) Pavimar:
With effect from July 1, 2022, pursuant to the terms of the Amended and Restated Master Management Agreement, Pavimar provided, as co-manager with Castor Ships, the dry-bulk vessel owning subsidiaries with a range of technical, crewing, insurance and operational services it provided prior to the Company’s entry into the Amended and Restated Management Agreement, in exchange for a daily management fee of $
F-16
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 3. |
Transactions with Related Parties (continued):
|
Pavimar made payments for operating expenses with funds paid from
the Company to Pavimar. As of December 31, 2024, and June 30, 2025, net amounts of $1,592,049
and $753,430 were due from Pavimar, respectively, in relation to advance payments to Pavimar on behalf of the Company.
Further, as of December 31, 2024, and June 30, 2025, amounts of $187,000 and $313,400 were due to Pavimar in connection with additional services covered by the technical management agreements. As a result, as of
December 31, 2024, and June 30, 2025, net amounts of $1,405,049 and $440,030 were due from Pavimar, respectively, which are presented in ‘Due from related parties, current’, respectively, in the accompanying unaudited condensed
consolidated balance sheets.
(c) Investment in related party:
As discussed in Note 1 of the 2024 Annual Report, Castor received 140,000
Series A Preferred Shares from Toro, having a stated amount of $1,000 and a par value of $0.001 per share. The Company is the holder of all of the issued and outstanding Series A Preferred Shares of Toro. The Series A Preferred Shares do no t have voting rights. The Series A Preferred Shares are convertible into common shares of Toro at the Company’s option commencing upon the third
anniversary of the issue date until but excluding the seventh anniversary, at a conversion price equal to the lesser of (i) 150 % of
the VWAP of Toro common shares over the consecutive trading day period commencing on the Distribution Date (as defined in the
2024 Annual Report), and (ii) the VWAP of Toro common shares over the 10 consecutive trading day period expiring on the trading day
immediately prior to the date of delivery of written notice of the conversion; provided, that, in no event shall the conversion price be less than $2.50 .
As of December 31, 2024 and June 30, 2025, the aggregate value of investments in Toro amounted to $117,560,467 and $117,564,356 , including $338,332 and $342,221 of accrued
dividends, respectively, and are separately presented as ‘Investment in related party’ in the accompanying unaudited condensed consolidated balance sheets. As of June 30, 2025, the Company did not identify any impairment or any observable prices
for identical or similar investments of the same issuer.
Furthermore, Castor is entitled to receive cumulative cash dividends, at the annual rate of 1.00 % on the stated amount of $1,000 per share, of the 140,000 Series A Preferred Shares, receivable quarterly in arrears on the 15th day of January, April, July and October in each year, subject to Toro’s
Board of Directors approval. However, for each quarterly dividend period commencing on or after the reset date (the seventh anniversary of the issue date of the Series A Preferred Shares), the dividend rate will be the dividend rate in effect for
the prior quarterly dividend period multiplied by a factor of 1.3 ; provided that the dividend rate will not exceed 20 % per annum in respect of any quarterly dividend period. During the six months ended June 30, 2024, and 2025, dividend income derived from the
Company’s investment in Toro amounted to $707,777 , and $703,889 respectively and is presented in ‘Dividend income from related party’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.
During the six months ended June 30, 2024 and 2025, the Company received dividends of $700,000 and $700,000 , respectively, from its investment in Toro.
(d) Issuance of Series D Preferred shares to Toro:
On August 7, 2023, the Company issued 50,000 5.00 % Series D fixed rate cumulative perpetual convertible preferred shares (the “Series D Preferred Shares”) to Toro in exchange for $50,000,000 in cash and on December 12, 2024, the Company issued an additional 50,000 Series D Preferred Shares to Toro in exchange for $50,000,000 in
cash, as referenced in the 2024 Annual Report. The amounts of accrued dividend on the Series D Preferred Shares due to Toro as of December 31, 2024, and as of June 30, 2025 were $687,500 and $1,104,166 respectively, and are presented in
‘Due to related parties, current’ in the accompanying unaudited condensed consolidated balance sheets.
F-17
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 3. |
Transactions with Related Parties (continued):
|
(e) Long-term debt, related party
On December 11, 2024, Castor entered into a facility agreement with Toro to
receive a $100.0 million senior term loan facility from Toro (the “Term Loan”) which was drawn down on the same date. The Term Loan
had a tenor of 5 years, bore interest at the secured overnight financing rate (“”) plus 1.80 % per annum, was guaranteed by the then ten wholly-owned ship-owning subsidiaries of Castor and was payable in (a) twenty (20 ) consecutive quarterly installments, each of $2,500,000 , commencing on March 11, 2025, and (b) a balloon installment in the amount of $50.0 million at its maturity together with the last quarterly installment. The Term Loan was secured by first priority mortgages on and first priority general assignments
covering insurance policies and requisition compensation over the ten vessels then owned by wholly-owned subsidiaries of Castor.
Pursuant to the terms of this facility, Castor was also subject to certain negative covenants customary for facilities of this type, which could be waived in Toro’s sole discretion.
|
Period Ended
|
||||||||
|
Loan facilities
|
December 31,
2024
|
June 30,
2025
|
||||||
|
$
|
|
|
||||||
|
Total long-term debt, related
party
|
$
|
|
$
|
|
||||
|
Less: Deferred financing
costs
|
(
|
)
|
|
|||||
|
Total long-term debt, related
party, net of deferred finance costs
|
$
|
|
$
|
|
||||
|
|
||||||||
|
Presented:
|
—
|
|||||||
|
Current portion of long-term
debt, related party
|
$
|
|
$
|
|
||||
|
Less: Current portion of
deferred finance costs
|
(
|
)
|
|
|||||
|
Current portion of long-term
debt, related party, net of deferred finance costs
|
$
|
|
$
|
|
||||
|
—
|
||||||||
|
Non-Current portion of
long-term debt, related party
|
$
|
|
$
|
|
||||
|
Less: Non-Current portion of
deferred finance costs
|
(
|
)
|
|
|||||
|
Non-Current portion of
long-term debt, related party, net of deferred finance costs
|
$
|
|
$
|
|
||||
As of December 31, 2024, the Company was in compliance with all financial
covenants prescribed in this debt agreement.
On March 24, 2025, March 31, 2025 and on April 28, 2025, the Company performed
partial prepayments to Toro related to the Term Loan amounting to $13,500,000 , $34,000,000 and $14,000,000 , respectively. The prepayment of $13,500,000 was made pursuant to the sale of M/V Magic Eclipse on March 24, 2025. The prepayment of $14,000,000 was made pursuant to the sale of M/V Magic Callisto on April 28, 2025. On May 5, 2025, the
Company prepaid the amount of $36,000,000 remaining outstanding at that date. As of June 30, 2025, the Term Loan has been fully
repaid.
The weighted average interest rate on the Company’s related party long-term debt
for the six months ended June 30, 2025 was 6.15 % (for the period that the loan was outstanding).
Total interest incurred on related party long-term debt for the six months ended
June 30, 2024, and 2025, amounted to $0 , and $1,771,836 respectively, and is included in Interest and finance costs (Note 21) in the accompanying unaudited interim condensed consolidated statements of comprehensive income.
The above transaction and its terms were approved by the independent members of
the board of directors of each of Castor and Toro at the recommendation of their respective special committees composed of independent and disinterested directors, which negotiated the transaction and its terms.
F-18
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 3. |
Transactions with Related Parties (continued):
|
(f) Vessel Disposals:
On March 6, 2025, the Company entered into an agreement with an entity
beneficially owned by a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer for the sale of the M/V Magic Eclipse for a gross sale price of $13.5 million. The vessel was delivered to its new owners on March 24, 2025.
On March 11, 2025, the Company entered into an agreement with an entity beneficially owned by a family member of the Company’s Chairman, Chief Executive Officer and
Chief Financial Officer for the sale of the M/V Magic Callisto for a gross sale price of $14.5
million. The vessel was delivered to its new owners on April 28, 2025.
The terms of all the above sales were each negotiated and approved by a special committee of the Company’s disinterested and independent directors.
(g) MPC Capital related parties
A significant part of the Company’s asset management segment revenues, including
management fees, transaction fees and other revenues, are earned from entities that the Company manages or holds equity investments in and that meet the definition of a related party in accordance with ASC 850-10-20. These entities are related
parties of the Company.
|
Revenues from services with related parties
|
Six months ended
June 30, 2025
|
|||
|
MPC Container Ships ASA
|
$
|
|
||
|
MPC Caribbean Clean Energy Limited
|
|
|||
|
MPC Energy Solutions NV
|
|
|||
| Other |
||||
|
Total
|
$
|
|
||
During the six months ended June 30, 2025, material related party relationships,
include the following:
MPC Container Ships ASA
MPC Capital holds approximately 13.7 % of the shares in MPC Container Ships ASA, indirectly through MPC CSI GmbH, Hamburg. MPC Container Ships ASA is an equity method investment of the Company and –
together with its subsidiaries – is considered a related party of the Company. MPC Capital provides corporate management and commercial ship management services to MPC Container Ships ASA and its subsidiaries.
The outstanding amount from MPC Container Ships ASA, mainly relates to dividends
receivable, which is included in due from related parties in the accompanying unaudited interim consolidated balance sheet, and is $3,659,873
as of June 30, 2025.
Wilhelmsen Ahrenkiel Ship Management GmbH & Co. KG
As of June 30, 2025, MPC Capital holds 50 % of the shares in Wilhelmsen Ahrenkiel Ship Management GmbH & Co. KG, Hamburg. Wilhelmsen Ahrenkiel Ship Management GmbH & Co. KG, provides technical ship
management, is a joint venture of the Company and – together with its subsidiaries – is considered a related party of the Company.
The outstanding amounts due from Wilhelmsen Ahrenkiel Ship Management GmbH &
Co. KG relate to financing provided by MPC Capital in the amount of $1,171,590 as of June 30, 2025, included in due from related
parties in the accompanying unaudited interim consolidated balance sheet.
F-19
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 3. |
Transactions with Related Parties (continued):
|
MPC Energy Solutions NV
As of June 30, 2025, MPC Capital holds approximately 20.5 % of the shares in MPC Energy Solutions NV. MPC Energy Solutions NV is an equity method investment of the Company and – together with its
subsidiaries – is considered a related party of the Company. MPC Capital provides corporate management and asset management services to MPC Energy Solutions NV and its subsidiaries.
MPC Caribbean Clean Energy Limited
As of June 30, 2025, MPC Capital holds approximately 22.2 % of the shares in MPC Caribbean Clean Energy Limited. MPC Caribbean Clean Energy Limited is an equity method investment of the Company and –
together with its subsidiaries – is considered a related party of the Company. MPC Capital acts as a fund manager to MPC Caribbean Clean Energy Limited and its subsidiaries.
The outstanding amounts from services performed for MPC Caribbean Clean Energy
Limited and its subsidiaries, included in due from related parties in the accompanying consolidated balance sheet, amount to $899,459
as of June 30, 2025.
| 4. |
Deferred Charges, net:
|
The movement in
deferred dry-docking costs, net in the accompanying unaudited interim consolidated balance sheets is as follows:
|
|
Dry-docking costs
|
|||
|
Balance December 31, 2024
|
$
|
|
||
|
Additions
|
|
|||
|
Amortization
|
(
|
)
|
||
|
Balance June 30, 2025
|
$
|
|
||
During the six months
ended June 30, 2025, three of the Company’s dry bulk carrier vessels (the M/V Magic P, M/V Magic
Ariel and M/V Magic Starlight) concluded scheduled dry-docking repairs.
| 5. |
Fair
Value of Acquired Time Charters:
|
In connection
with the acquisition in October 2024 of the M/V Raphaela with time charter attached, the Company recognized intangible assets of $477,101 representing the fair value of the favorable time charter attached to the vessel. The M/V Raphaela attached charter commenced upon
the vessel’s delivery, on October 3, 2024 and was concluded within the first quarter of 2025 and the respective intangible asset was fully amortized during that period.
For the six months ended June 30, 2024 and 2025, the amortization of the acquired time charters amounted to $265,173 and $119,733 , respectively, and is included
in ‘Time Charter Revenues’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.
F-20
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 6. |
Vessels, net/Assets held for sale:
|
(a) Vessels, net: The amounts in the accompanying unaudited condensed consolidated balance sheets are analyzed as follows:
|
Vessel Cost
|
Accumulated
depreciation
|
Net Book Value
|
||||||||||
|
Balance December 31, 2024
|
$ |
|
$ |
(
|
)
|
$ |
|
|||||
| — Improvements, and other vessel costs |
— | |||||||||||
|
— Vessel disposals
|
( |
) | ( |
) | ||||||||
|
— Period depreciation
|
— |
(
|
)
|
(
|
)
|
|||||||
|
Balance June 30, 2025
|
$ |
|
$ |
(
|
)
|
$ |
|
|||||
(b) Disposal of vessels / Assets held for sale
On March 6, 2025, the Company entered into an agreement
with an entity beneficially owned by a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer for the sale of the M/V Magic Eclipse for a gross sale price of $13.5 million. The vessel was delivered to its new owners on March 24, 2025. In connection with this sale, the Company recognized during the six
months ended June 30, 2025 a net loss of $2.0 million which is separately presented in ‘Net gain / (loss) on sale of vessels’ in
the accompanying unaudited interim condensed consolidated statements of comprehensive income.
On March 11, 2025, the Company entered into an agreement with an entity beneficially owned by a family member of the Company’s Chairman, Chief
Executive Officer and Chief Financial Officer for the sale of the M/V Magic Callisto for a gross sale price of $14.5 million. The vessel was delivered to its new owners on April 28, 2025. The Company followed the provisions of ASC360 and, as all criteria required for its classification as such were met at the date
the relevant agreement was entered into, its value measured at the lower of carrying value and fair value (sale price) less costs to sell. As at that date for the M/V Magic Callisto, the
difference between the estimated fair value less cost to sell of the vessel and the vessel’s carrying value, amounting to $5.6
million, was recorded, and is separately reflected as Loss on vessels held for sale in the accompanying unaudited interim condensed consolidated statements of comprehensive income.
The respective sales of the above vessels took place due to favorable offers in each case. The terms of each of the transactions above were
negotiated and approved by a special committee of the Company’s disinterested and independent directors.
On November 13, 2024, the Company entered into an agreement with an unaffiliated third party for the sale of the M/V Ariana A for a gross sale price of $16.5 million. In addition, on December 4, 2024, the Company entered into an agreement with an unaffiliated third party for the sale of the M/V Gabriela A for a gross sale price of $19.3 million. The Company followed the
provisions of ASC360 and, as all criteria required for its classification as such were met at the date the relevant agreements were entered into, as of December 31, 2024, classified the carrying value of the vessels amounting to $34,625,833 and such vessel’s inventory onboard, amounting to $107,570 , as “Assets held for sale” measured at the lower of carrying value and fair value (sale price) less costs to sell. The M/V Ariana A was delivered to its
new owner on January 22, 2025. The M/V Gabriela A was delivered to its new owner on May 7, 2025 and the Company recognized during the six months ended
June 30, 2025 a net gain of $0.2 million which is separately presented in ‘Net gain / (loss) on sale of vessels’ in the
accompanying unaudited interim condensed consolidated statements of comprehensive income.
F-21
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 6. |
Vessels, net/Assets held for sale (continued):
|
As of June 30, 2025, the Assets held for sale include the Company’s subsidiary Energiepark Heringen-Philippsthal WP HP GmbH & Co, KG as
follows:
The Company’s subsidiary Energiepark Heringen-Philippsthal WP HP GmbH & Co, KG (“EP Heringen”), which operates a windfarm in Germany, met
the held for sale criteria as of December 31, 2024 and June 30, 2025. The Company intends to sell this subsidiary to an investment fund to which the Company will provide investment advisory services, when investors have committed to
provide a sufficient amount of equity to the fund. Management expects this to be the case in 2025. As a result, the disposal group was measured at fair value.
|
December 31,
2024
|
June 30,
2025
|
|||||||
|
Goodwill
|
$
|
|
$ |
|||||
| Property and equipment | ||||||||
| Intangible assets | ||||||||
| Accounts receivable trade, net and other current assets | ||||||||
| Cash and cash equivalents | ||||||||
| Assets held for sale | ||||||||
| Long-term debt, net | |
|
||||||
| Deferred tax liabilities | ||||||||
| Accounts payable and other current liabilities | ||||||||
| Liabilities directly associated with assets held for sale | $ |
$ |
||||||
Property and equipment exclusively relates to two wind turbines, for which the fair value was determined as part of the
pushdown accounting (refer to 2024 Annual Report). As EP Heringen is classified as held for sale, property and equipment is not depreciated. The change in the carrying amounts solely relates to foreign exchange translation.
In May 2022, EP Heringen entered into a credit facility with Commerzbank Aktiengesellschaft, Frankfurt am Main. The
nominal value of the credit facility at inception was 16.21 million Euro (USD 18.99 million) with a nominal fixed interest rate of 1.73 %
p.a. The repayment of the loan is allocated over quarterly installments ending in 2041. Furthermore, EP Heringen entered into a second credit facility in May 2022 for an amount of $2.02 million with Commerzbank Aktiengesellschaft, Frankfurt am Main. The nominal fixed interest rate of this facility is 2.68 %.
The Company re-assessed whether EP Heringen qualifies as a discontinued operation as defined by ASC 205-20 “Discontinued
Operations” and determined that EP Heringen does not meet the corresponding criteria. As a result, the goodwill previously included in assets held for sale in the amount of $3,238,569 and deferred tax liabilities included in liabilities directly associated with assets held for sale in the amount of $1,227,844 were re-classified as of January 1, 2025. See Note 9 for further information.
For the six months ended June 30, 2025, pretax income in the amount of $353,353 from EP Heringen was included in the unaudited interim consolidated financial statements.
During the reporting period, no gain or loss relating to the disposal group has been recognized in the unaudited interim condensed consolidated statement of comprehensive income.
Consistent with prior practices, the Company reviewed all its vessels for impairment, and no
F-22
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 7. |
Property and Equipment, net
|
The following table shows the Company’s office furniture and equipment by major asset classes as of December 31, 2024 and June 30, 2025.
|
Period Ended
|
||||||||
|
December 31,
2024
|
June 30,
2025
|
|||||||
|
Installations
|
$
|
|
$
|
|
||||
|
Office Furniture
|
|
|
||||||
|
Other fixtures and fittings, office equipment
|
|
|
||||||
|
Property and equipment, net
|
$
|
|
$
|
|
||||
The line item “Installations” mainly comprise leasehold
improvements at MPC Capital’s Hamburg office. For the six months ended June 30, 2025, total depreciation of $157,280 was recorded.
| 8. |
Intangible Assets, net
|
The following table shows the Company’s intangible assets by
major asset classes as of December 31, 2024 and June 30, 2025:
|
Period Ended
|
||||||||
|
December 31,
2024
|
June 30,
2025
|
|||||||
|
Brand
|
$
|
|
$
|
|
||||
|
Customer relationship
|
|
|
||||||
|
Order backlog
|
|
|
||||||
|
Favorable contract
|
|
|
||||||
|
Licenses, software
|
|
|
||||||
|
Concessions
|
|
|
||||||
|
Intangible assets, net
|
$
|
|
$
|
|
||||
The following table reflects the gross carrying amount and
accumulated amortization as of June 30, 2025:
|
Gross carrying
amount
|
Accumulated
amortization
|
Net carrying
amount
|
||||||||||
|
Brand
|
$
|
|
$
|
(
|
)
|
$
|
|
|||||
|
Customer relationship
|
|
(
|
)
|
|
||||||||
|
Order backlog
|
|
(
|
)
|
|
||||||||
|
Favorable contract
|
|
(
|
)
|
|
||||||||
|
Licenses, software
|
|
(
|
)
|
|
||||||||
|
Total intangible assets
|
$
|
|
$
|
(
|
)
|
$
|
|
|||||
For the six months ended June 30, 2025, total amortization of
$992,635 was recorded. The net exchange difference was $2,340,191 . The estimated aggregate annual amortization expense for the five succeeding fiscal years is $1.99 15.5 years.
F-23
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 9. |
Goodwill
|
Goodwill is calculated as the excess of the acquisition price of MPC Capital over
the identifiable net assets acquired and represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, including assembled workforce, knowledge base, continued
innovation, and non-contractual relationships. Goodwill included in the MPC Capital segment constitutes a premium paid by the Company over the fair value of the net assets of MPC Capital, which is attributable to anticipated benefits from MPC
Capital’s unique position as an asset management company. The goodwill is not tax deductible. Amortizable intangible assets comprise the brand with an estimated useful life of approximately 13 years, customer relationships with a weighted average useful life of approximately 25 years, order backlog with a weighted average useful life of approximately 6 years and a favorable
contract with a weighted average useful life of approximately 5 years.
The changes in the carrying amount of goodwill for the six-month period ended June
30, 2025 are as follows.
|
Balance as of December 31, 2024 / January 1, 2025
|
$
|
|
||
|
Reclassification of goodwill included in assets held for sale
|
|
|||
|
Net exchange differences during the period
|
|
|||
|
Balance as of June 30, 2025
|
$
|
|
The Company re-assessed whether EP Heringen qualifies as a discontinued operation as
defined by ASC 205-20 “Discontinued Operations” and determined that EP Heringen does not meet the corresponding criteria. As a result, the goodwill previously included in assets held for sale in the amount of $3,238,569 was re-classified as of January 1, 2025.
As of June 30, 2025, the valuation related to the acquisition of MPC Capital is not
final. Therefore, the acquisition price allocation is preliminary and subject to revision. The primary areas of the acquisition price allocation that are not yet finalized are related to certain investments, property and equipment, intangible assets,
liabilities and tax balances.
| 10. |
Equity method investments
|
The Company holds investments in certain companies that are accounted for pursuant
to the equity method. As of June 30, 2025, the Company held the following ownership interests in the outstanding common stock of entities which are significant from the Company’s perspective:
| Period Ended |
||||||||||||||||
| December 31, 2024 |
June 30, 2025 |
|||||||||||||||
|
Equity method investments
|
Ownership interest |
Carrying
amount
|
Ownership
interest
|
Carrying
amount
|
||||||||||||
|
Wilhelmsen Ahrenkiel Ship Management GmbH & Co. KG
|
% | $ |
|
%
|
$
|
|
||||||||||
|
BB Amstel B.V.
|
% |
|
%
|
|
||||||||||||
|
MPC Caribbean Clean Energy Limited, Barbados
|
% |
|
%
|
|
||||||||||||
|
Barber Ship Management Germany GmbH & Co. KG
|
% |
|
%
|
|
||||||||||||
|
BestShip GmbH & Cie. KG
|
- |
|
%
|
|
||||||||||||
|
Other
|
- |
-
|
|
|||||||||||||
|
Total
|
- |
$ |
-
|
$
|
|
|||||||||||
In February 2025, MPC Capital acquired a 50 % stake in BestShip GmbH & Cie. KG, Hamburg (“BestShip”) for $2,595,745 . BestShip is a performance management company that focuses on improving and optimizing energy efficiency of commercial vessels and performance management solutions.
F-24
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 10. |
Equity method investments (continued):
|
As of June 30, 2025, the Company also held the following ownership interests in the
outstanding common stock of entities and for which the fair value option was elected:
| Period Ended |
||||||||||||||||
| December 31, 2024 |
June 30, 2025 |
|||||||||||||||
|
Equity method investments measured at fair value
|
Ownership
interest
|
Carrying amount |
Ownership
interest
|
Carrying
amount |
||||||||||||
|
MPC Container Ships ASA
|
% |
|
%
|
|
||||||||||||
|
MPC Energy Solutions NV
|
% |
|
%
|
$
|
|
|||||||||||
|
Total
|
-
|
$
|
|
|||||||||||||
|
|
Equity method
investments
measured at
fair value
|
|||
|
Balance December 31, 2024
|
$
|
|
||
|
Equity securities acquired
|
|
|||
|
Unrealized loss on equity method investments revalued at fair value at end of
the period
|
(
|
)
|
||
|
Unrealized foreign exchange loss from equity method investments
measured at fair value (1i)
|
(
|
)
|
||
|
Unrealized foreign exchange gain from equity method investments measured at fair value – OCI portion- (1ii)
|
||||
| Balance June 30, 2025 |
$ | |||
|
(1)
|
|
Castor’s subsidiary, MPCC CSI LTD., a company affiliated with MPC Capital, acquired
during the six month period ended June 30, 2025, 3.44 % shares in MPCC amounting $21,523,683 , resulting in MPC Capital and its affiliated entities, collectively increasing their holding of total voting rights in MPCC from approximately 16.68 % to 20.12 %, or 89,260,056 shares.
As part of the pushdown accounting as discussed in the 2024 Annual Report, the fair
value option was elected for MPC Container Ships ASA and MPC Energy Solutions N.V. For the six months ended June 30, 2025, a net loss in the amount of $25,077,549
is attributed to MPC Container Ships ASA and a net gain in the amount of $262,900 is associated with MPC Energy Solutions NV. Both amounts
are recorded in net loss from equity method investments measured at fair value in the unaudited interim condensed consolidated statement of comprehensive income. Furthermore, as of June 30, 2025, the Company received dividends amounting to $10,610,587 from MPC Container Ships ASA. The entire net loss from equity method investments during the reporting period is attributable to the fair value
changes (Level 1) of these two entities.
For those equity method investments that are considered significant for the interim
financial statements from the Company’s perspective, summarized consolidated financial information is provided below.
F-25
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 10. |
Equity method investments (continued):
|
|
MPC Container Ships ASA (in thousands)
|
June 30, 2025
|
|||
|
Current assets
|
$
|
|
||
|
Non-current assets
|
|
|||
|
Current liabilities
|
|
|||
|
Non-current liabilities
|
|
|||
|
Market value (June 30, 2025)
|
|
|||
|
Revenue
|
|
|||
|
Net income
|
|
|||
|
Total comprehensive income
|
$
|
|
||
| 11. |
Long-Term Debt:
|
The amount of
long-term debt shown in the accompanying unaudited interim consolidated balance sheets of December 31, 2024 and June 30, 2025, is analyzed as follows:
|
|
|
Period Ended
|
|||||||
| Loan facilities |
Borrowers
|
December 31,
2024
|
June 30,
2025
|
||||||
|
|
|
|
|
|
|
||||
|
Total long-term debt
|
|
$
|
|
$
|
|
||||
|
Less: Deferred financing costs
|
|
|
|
||||||
|
Total long-term debt, net of deferred finance costs
|
|
$
|
|
$
|
|
||||
|
|
|
||||||||
|
Presented:
|
|
||||||||
|
Current portion of long-term debt
|
|
$
|
|
$
|
|
||||
|
Less: Current portion of deferred finance costs
|
|
|
|
||||||
|
Current portion of long-term debt, net of deferred finance costs
|
|
$
|
|
$
|
|
||||
|
Non-Current portion of long-term debt
|
|
|
|
||||||
|
Less: Non-Current portion of deferred finance costs
|
|
|
|
||||||
|
Non-Current portion of long-term debt, net of deferred finance costs
|
|
$
|
|
$
|
|
||||
F-26
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 11. |
Long-Term Debt (continued):
|
On
November 20, 2024, MPC Maritime Holding GmbH entered into a term loan in the amount of up to 5.0 million Euro ($5.9 million) with Ostfriesische Volksbank eG. The term loan was drawn down in a tranche of 3,500,000 Euro ($4,100,565 ) on December 9, 2024 and in a
tranche of 1,500,000 Euro (USD 1,757,385 )
in January 2025. This term loan has a term of five years from the first date of the first installment payment (March 31, 2025),
bears interest at a margin of 2.1 % - 1.8 % over EURIBOR (for drawings in Euro) and over SOFR (for drawings in US Dollar). It is repayable in twenty
equal quarterly installments of 250,000 Euro ($292,898 ) starting on March 31, 2025. The term loan is unsecured and is not subject to any covenants. As of June 30, 2025, the outstanding balance of the loan is $5,272,155 .
On November 17, 2023, MPC Capital entered into a revolving credit facility
in the amount of 5.0 million Euro (USD 5.9 million) with VR Bank in Holstein eG until further notice. It bears interest at a margin of 1.5 % over EURIBOR and is unsecured and is not subject to any covenants. As of June 30, 2025, the facility is not drawn.
The annual principal payments for the Company’s outstanding debt arrangements as of June 30, 2025, required to be made after the balance
sheet date, are as follows:
|
Twelve-month period ending June 30,
|
Amount
|
|||
|
2025
|
$
|
|
||
|
2026
|
|
|||
|
2027
|
|
|||
|
2028
|
||||
|
2029
|
||||
|
Total long-term debt
|
$
|
|
||
The weighted average interest rate on the Company’s long-term debt for the six
months ended June 30, 2025, was 4.42 %.
Total interest incurred on long-term debt for the six months ended June 30,
2024, and 2025, amounted to $7.7 million, and $0.3 million respectively, and is included in Interest and finance costs (Note 21) in the accompanying unaudited interim consolidated statements of comprehensive income.
|
12.
|
Investment in equity securities
|
(a) Investment in equity securities with
readily determinable fair values
A summary of the movement in listed equity securities for the six months
ended June 30, 2025 is presented in the table below:
|
Equity securities
|
||||
|
Balance December 31, 2024
|
$
|
|
||
|
Equity securities acquired
|
|
|||
| Proceeds from sale of equity securities |
( |
) | ||
| Net loss on sale of equity securities |
( |
) | ||
|
Unrealized loss on equity securities revalued at fair value at end of the period
|
|
|||
|
Balance June 30, 2025
|
$
|
|
||
In the
six-month periods ended June 30, 2024, and 2025, the Company received dividends of $2,853,165 , and $1,127,481 , respectively, from its investments in listed equity securities.
(b) Equity investments without readily determinable fair values
A summary of
the movement in equity investments without readily determinable fair values for the six month period ended June 30, 2025 is presented in the table below:
|
Equity securities
|
||||
|
Balance December 31, 2024
|
$
|
|
||
|
Equity investments transferred
|
|
|||
|
Unrealized foreign exchange gain/loss
|
|
|||
|
Balance June 30, 2025
|
$
|
|
||
In the six-month periods ended June 30, 2024, and
2025, the Company received dividends of $, and $1,069,235 , respectively, from its equity investments without readily determinable fair values.
F-27
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 13. |
Equity Capital Structure:
|
Under the Company’s Articles of Incorporation, as amended, the Company’s authorized capital stock consists of
Reverse Stock Split
On March 27, 2024, the Company effected a reverse stock split of its common
shares without any change in the number of authorized common shares. All share and per share amounts, as well as the number of warrant shares eligible for purchase under the Company’s effective warrant schemes, in the accompanying unaudited
interim condensed consolidated financial statements have been retroactively adjusted to reflect the reverse stock split. As a result of the reverse stock split, the number of outstanding shares as of March 27, 2024, was decreased to 9,662,354 while the par value of the Company’s common shares remained unchanged to $0.001 per share.
Mezzanine equity:
On August 7, 2023, the Company agreed to
issue 50,000 Series D Preferred Shares, having a stated value of $1,000 and par value of $0.001 per share, to Toro for aggregate
consideration of $50.0 million in cash. On
December 12, 2024, the Company agreed to issue an additional 50,000 Series D Preferred Shares for an aggregate consideration
of $50.0 million in cash. Details of the Company’s Series D Preferred Shares are discussed in Note 14 to the Company’s
consolidated financial statements for the year ended December 31, 2024, included in the 2024 Annual Report.
The Company uses an effective interest
rate of 10.24 % over the expected life of the Series D Preferred Shares being nine years , which is the expected earliest redemption date. This is consistent with the interest method, taking into account the discount between the issuance price
and liquidation preference and the stated dividends, including “step-up” amounts. The amount accreted in the six months ended June 30, 2025, was $1,451,187 ,
and is presented as ‘Deemed dividend on Series D Preferred Shares’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.
As of June 30, 2025, the net value of Mezzanine Equity amounted to $79,159,445 , including the amount of $1,451,187
of deemed dividend on the Series D Preferred Shares in the six months ended June 30, 2025, and is separately presented as ‘Mezzanine Equity’ in the accompanying unaudited condensed consolidated balance sheet. During the six months ended
June 30, 2025, the Company paid to Toro a dividend amounting to $2,097,222 on the Series D Preferred Shares for the periods
from October 15, 2024 to January 14, 2025 and from January 15, 2025 to April 14, 2025, and the accrued amount for the period from April 15, 2025 to June 30, 2025 (included in the dividend period ended July 14, 2025) amounted to $1,104,166 .
Accumulated other comprehensive income
Accumulated Other Comprehensive Income (AOCI) consists of foreign currency translation amounts that relate to accumulated foreign currency gains / losses as a result of translation the financial statements into US Dollars as the presentation currency. In addition, the AOCI includes the effective
portion of the gain or loss on the hedging instrument which will be reclassified into earnings when the hedged transaction affects earnings.
Non-controlling interests
Non-controlling interests (NCI) represent ownership stakes in subsidiaries that are less than 100% owned. Changes in NCI during the reporting period are due to allocation of the consolidated income statement and other comprehensive income between the parent company and the NCI.
During the six months ended, MPC Capital declared total dividends of $
F-28
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 14. |
Financial Instruments and Fair
Value Disclosures:
|
The principal financial assets of the Company consist of
cash at banks, trade accounts receivable, accrued charter revenue, investments in equity securities, equity investments, equity method investments, an investment in related party, derivative assets and amounts due from related party/(ies).
The principal financial liabilities of the Company consist of accounts payable, accrued liabilities, amounts due to related party/(ies), derivative liabilities and long-term debt.
The following
methods and assumptions were used to estimate the fair value of each class of financial instruments:
Cash and cash equivalents, accounts receivable trade, net, amounts due from/to related party/(ies), accrued charter
revenue and accounts payable: The carrying values reported in the accompanying unaudited condensed consolidated balance sheets for those financial instruments are
reasonable estimates of their fair values due to their short-term maturity nature. Cash and cash equivalents, are considered Level 1 items as they represent liquid assets with short term maturities.
Investment in equity securities: The
carrying value reported in the accompanying unaudited condensed consolidated balance sheets for this financial instrument represents its fair value and is considered Level 1 item of the fair value hierarchy as it is determined though quoted
prices in an active market.
Equity investments: The Company, though its majority owned subsidiary MPC Capital, holds minority interests in entities that invest in vessels and renewable energy assets. If a quoted market price in
active market is not available, generally, net asset value (“NAV”) is applied if applicable as permitted under ASC 820. The NAV is determined based on third-party valuations of the underlying assets. These valuations typically employ
income-based and market-based approaches, depending on the asset type. These investments are generally illiquid and the Company has no redemption rights. A sale of the investments is considered unlikely. While there is no active market
for the Company’s ownership interests and NAV may not be immediately realizable through sale of the shares, it is expected that the proceeds from the eventual sale of the underlying assets held by the investee entities will approximate
the NAV attributed to the Company’s ownership interest. Given the absence of changes in market conditions or other relevant factors, the fair value of the investment as of June 30, 2025, is considered to be equal to its carrying amount.
No gains or losses were recognized during the period.
Long-term debt: The
credit facility discussed in Note 11, has a recorded value which is a reasonable estimate of their fair value due to their variable interest rate and are thus considered Level 2 items in accordance with the fair value hierarchy as EURIBOR
and SOFR rates are observable at commonly quoted intervals for the full terms of the loans. Due to a variable interest rate, the Company is exposed to interest rate movements. However, expected future interest rates movement would
not materially affect the Company’s unaudited interim consolidated financial statements.
Investment in related party: Investments in related party is initially
measured at fair value which is deemed to be the cost and subsequently assessed for the existence of any observable market for the Series A Preferred Shares and any observable price changes for identical or similar investments and the
existence of any indications for impairment. As per the Company’s assessment no such case was identified as at June 30, 2025.
F-29
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 14. |
Financial Instruments
and Fair Value Disclosures (continued):
|
Derivative contracts – recurring measurements
The company enters in forward and options agreement to hedge against foreign currency risks. As of June 30, 2025, foreign currency derivatives can be
analyzed as follows:
|
|
Derivatives assets (current)
|
Derivatives liabilities (current)
|
||||||||||||||
|
Fair value
|
Nominal value
|
Fair value
|
Nominal value
|
|||||||||||||
|
Hedge accounting
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
|
Economic hedging
|
|
|
|
|
||||||||||||
| Total |
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
All of the derivative assets and liabilities are measured at fair
value classified in Level 2 within the fair value hierarchy. Economic hedging refers to the use of derivatives to mitigate risk without applying hedge accounting. The amount reported in accumulated other comprehensive income at the reporting date will be reclassified into earnings within the next 12 months.
Concentration of credit risk: Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of cash and cash
equivalents and trade accounts receivable. The Company places its cash and cash equivalents, consisting mostly of deposits, with high credit qualified financial institutions. The Company performs periodic evaluations of the
relative credit standing of the financial institutions in which it places its deposits. The Company limits its credit risk with accounts receivable by performing ongoing credit evaluations of its customers’ financial condition.
|
15.
|
Leases
|
The Company has
entered into non-cancellable operating leases for offices and vehicles. Lease cost recognized in the Company’s unaudited interim condensed consolidated statements of income is summarized as follows:
|
Six months ended
June 30, 2025
|
||||
|
Operating lease costs in the period from January 1 to June 30
|
$
|
|
||
|
Total lease cost:
|
$
|
|
||
Other information about lease amounts recognized in the unaudited interim consolidated financial statements, as of June 30, 2025) is as follows:
|
Weighted-average remaining lease term –
|
|
Weighted-average discount rate –
|
F-30
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
15.
|
Leases (continued):
|
The following table depicts the undiscounted cashflow on an annual basis of each of the next five years and the sum for all the years thereafter:
|
Period ended
June 30, 2025
|
||||
|
1 year
|
$
|
|
||
|
1-2 years
|
|
|||
|
2-3 years
|
|
|||
|
3-4 years
|
|
|||
|
4-5 years
|
|
|||
|
5+ years
|
|
|||
|
Total undiscounted cashflow
|
|
|||
|
Interest
|
(
|
)
|
||
|
Lease Liability as of June 30, 2025
|
$
|
|
||
|
Thereof current lease liability as of June 30, 2025
|
|
|||
|
Thereof non-current lease liability as of June 30, 2025
|
|
|
||
| 16. |
Commitments and Contingencies:
|
Various claims, lawsuits, and complaints, including those involving government regulations and product liability, arise in the ordinary course of the shipping
business. In addition, losses may arise from disputes with charterers, agents, insurance and other claims with suppliers relating to the operations of the Company’s vessels. Currently, management is not aware of any such claims or
contingent liabilities, which should be disclosed, or for which a provision should be established in the accompanying unaudited interim condensed consolidated financial statements.
The Company accrues for the cost of environmental liabilities when management becomes aware that a liability is probable and is able to reasonably estimate the
probable exposure. Currently, management is not aware of any such claims or contingent liabilities, which should be disclosed, or for which a provision should be established in the accompanying unaudited interim condensed consolidated financial statements. The Company is covered for liabilities associated with the vessels’ operations up to the customary limits as provided by Protection and
Indemnity (P&I) Clubs, members of the International Group of P&I Clubs.
(a) Commitments under long-term lease
contracts
The following table sets forth the future minimum
contracted lease payments to the Company (gross of charterers’ commissions), based on the Company’s vessels’ commitments to non-cancelable time charter contracts as of June 30, 2025. Non-cancelable time charter contracts include both
fixed-rate time charters or charters linked to the Baltic Dry Index (“BDI”). For index linked contracts, contracted lease payments have been calculated using the BDI-linked rate as measured at the commencement date.
F-32
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 16. |
Commitments and Contingencies (continued):
|
In addition, certain of the variable-rate contracts have the option at the Company’s option to convert to a fixed rate for a predetermined period, in such cases where lease payments have been converted to a fixed rate, the minimum contracted lease payments for this period are calculated using the agreed converted fixed rate. The calculation does not include any assumed off-hire days.
|
Twelve-month period ending June 30,
|
Amount
|
|||
| 2026 |
$ |
|||
|
Total
|
$
|
|
||
For the Lease commitments refer to Note 15.
In addition, the Company has payment commitments of $2.6 million related to the disposal group held for sale for the use of land.
(b) Contingencies
The Company
recognized further provisions in the amount of approximately $3.8 million for various circumstances involving uncertainty if it
was probable that an outflow of resources will be required to settle the obligations and the amount of the losses was reasonably estimable.
A provision of approximately $1.2
million and contingent liabilities of approximately $2.7 million were recognized for possible losses with respect to disputes
including legal proceedings concerning potential prospectus errors for closed-end funds placed by MPC Capital in the past that could have causal effect on the individual investor’s decision. Contingencies are included in accrued liabilities
in the accompanying unaudited interim consolidated balance sheets.
| 17. |
Earnings Per Common Share:
|
Diluted earnings per common share, if applicable, reflects the potential dilution that could occur if potentially dilutive instruments were exercised, resulting in the issuance of additional shares
that would then share in the Company’s net income. For the six months ended June 30, 2024 and 2025, the effect of the warrants outstanding during that period and as of that date, would be antidilutive, hence they were excluded from the
computation of diluted earnings per share. For the purpose of calculating diluted earnings per common share, the weighted average number of diluted shares outstanding includes the conversion of outstanding Series D Preferred Shares (Note 13)
calculated with the “if converted” method by using the average closing market price over the reporting period from January 1, 2024 to June 30, 2024 and from January 1, 2025 to June 30, 2025. If there is a loss, diluted EPS is computed
in the same manner as basic EPS is computed. Thus, for the six months period ended June 30, 2025, the inclusion of the potential common shares from the conversion of outstanding Series D Preferred Shares (calculated with the “if converted”
method) in diluted EPS would have an antidilutive effect, and therefore basic EPS and diluted EPS are the same.
F-32
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
The components of
the calculation of basic and diluted earnings per common share are as follows:
|
Six months ended
June 30,
|
Six months ended
June 30,
|
|||||||
|
2024
|
2025
|
|||||||
|
Net income / (loss), net of taxes
|
$ |
|
$ |
(
|
)
|
|||
|
Less: Net loss attributable to non-controlling interest in subsidiaries
|
|
|
||||||
|
Net income / (loss) attributable to Castor Maritime Inc.
|
$
|
|
$
|
(
|
)
|
|||
|
Less: Dividend on Series D Preferred Shares
|
( |
) | ( |
) | ||||
|
Less: Deemed dividend on Series D Preferred Shares
|
(
|
)
|
(
|
)
|
||||
|
Net income / (loss) available to common shareholders, basic
|
|
(
|
)
|
|||||
|
Dividend on Series D Preferred Shares
|
|
|
||||||
|
Deemed dividend on Series D Preferred Shares
|
|
|
||||||
|
Net income / (loss) attributable to common shareholders, diluted
|
|
(
|
)
|
|||||
|
Weighted average number of common shares outstanding, basic
|
|
|
||||||
|
Effect of dilutive shares
|
|
|
||||||
|
Weighted average number of common shares outstanding, diluted
|
|
|
||||||
|
Earnings / (loss) per common share, basic
|
$
|
|
$
|
(
|
)
|
|||
|
Earnings / (loss) per common share, diluted
|
$
|
|
$
|
(
|
)
|
|||
| 18. |
Revenues
|
(a) Vessel Revenues:
The following table includes the vessel revenues earned by the Company by type of contract (time charters and pool agreements) in each of the six months ended June 30,
2024, and 2025, as presented in the accompanying unaudited interim condensed consolidated statements of comprehensive income:
|
|
Six months ended
June 30,
|
Six months ended
June 30,
|
||||||
|
|
2024
|
2025
|
||||||
|
Time charter revenues
|
$ |
|
$ |
|
||||
|
Pool revenues
|
|
|
||||||
|
Total Vessel revenues
|
$
|
|
$
|
|
||||
The Company generates its revenues from time charters and pool arrangements.
F-33
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
From time to time, the Company’s dry bulk vessels are fixed on period charter contracts with the rate of daily hire linked to the average of the time charter routes
comprising the respective indices for dry bulk vessels of the Baltic Exchange. Such contracts also carry an option for the Company to convert the index-linked rate to a fixed rate for a minimum period of three months and up to the maximum remaining
duration of the charter contract, according to the average of the forward freight agreement curve of the respective Baltic index for the desired period, at the time of conversion. The index-linked contracts with conversion clause provide
flexibility and allow the Company to either enjoy exposure in the spot market, when the rate is floating, or to secure foreseeable cash flow when the rate has been converted to fixed over a certain period.
The Company employs certain of its vessels in pools. The main objective of pools is to enter into arrangements for the employment and operation of the pool vessels, so as
to secure for the pool participants the highest commercially available earnings per vessel on the basis of pooling the revenue and expenses of the pool vessels and dividing it between the pool participants based on the terms of the pool agreement.
The Company typically enters into pool arrangements for a minimum period of six months, subject to certain rights of suspension and/or early termination.
(b) Revenue from services
The following table represents a disaggregation of revenue from contracts with customers by type of service:
|
|
Six months ended
June 30, 2025
|
|||
|
Ship Management
|
$
|
|
||
|
Management Services
|
|
|||
|
Transaction Services
|
|
|||
|
Other Revenue
|
|
|||
|
Total
|
$
|
|
||
The following table represents a geographical disaggregation of revenue from services:
|
|
Six months ended
June 30, 2025
|
|||
|
Germany
|
$
|
|
||
|
The Netherlands
|
|
|||
|
China (Hong Kong)
|
|
|||
|
Singapore
|
|
|||
|
Panama
|
|
|||
|
Colombia
|
|
|||
|
Total revenue from services
|
$
|
|
||
F-34
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 19. |
Vessel Operating Expenses and
Voyage Expenses:
|
The amounts in the accompanying unaudited interim condensed consolidated statements of comprehensive income are analyzed as follows:
|
Six
months ended
June 30,
|
Six
months ended
June 30,
|
|||||||
|
Vessel Operating Expenses
|
2024
|
2025
|
||||||
|
Crew & crew related costs
|
|
|
|
|
||||
|
Repairs & maintenance, spares, stores, classification, chemicals & gases, paints, victualling
|
|
|
||||||
|
Lubricants
|
|
|
||||||
|
Insurances
|
|
|
||||||
|
Tonnage taxes
|
|
|
||||||
|
Other
|
|
|
||||||
|
Total Vessel operating expenses
|
$
|
|
$
|
|
||||
|
Six
months ended
June 30,
|
Six
months ended
June 30,
|
|||||||
|
Voyage expenses
|
2024
|
2025
|
||||||
|
Brokerage commissions
|
|
|
||||||
|
Brokerage commissions - related party
|
|
|
||||||
|
Port & other expenses
|
|
|
||||||
|
Bunkers consumption
|
|
|
||||||
|
(Gain) / loss on bunkers
|
(
|
)
|
|
|||||
|
Total Voyage expenses
|
$
|
|
$
|
|
||||
| 20. |
General
and Administrative Expenses:
|
General and administrative expenses are analyzed as follows:
|
Six months ended
June 30,
|
Six months ended
June 30,
|
|||||||
|
2024
|
2025
|
|||||||
|
Non-executive directors’ compensation
|
$
|
|
$
|
|
||||
|
Director fees (subsidiaries)
|
||||||||
| Audit fees | ||||||||
|
Professional fees and other expenses
|
||||||||
| Personnel expenses |
||||||||
| Office and IT expenses (including rent) |
||||||||
| Share based compensation |
||||||||
| Administration fees-related party (Note 3(a)) |
||||||||
|
Total
|
$
|
|
$
|
|
||||
F-35
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
| 21. |
Interest and Finance Costs:
|
The amounts in the accompanying unaudited interim
consolidated statements of comprehensive income are analyzed as follows:
|
Six months ended
June 30,
|
Six months ended
June 30,
|
|||||||
|
2024
|
2025
|
|||||||
|
Interest on long-term debt
|
$
|
|
$
|
|
||||
|
Interest on long-term debt – related party (Note 3 (e))
|
||||||||
|
Amortization and write-off of deferred finance charges
|
|
|
||||||
|
Other finance charges (including $
|
|
|
||||||
|
Total
|
$
|
|
$
|
|
||||
| 22. |
Income Taxes:
|
Castor and certain of its subsidiaries are incorporated under the laws of the Republic of the Marshall Islands but are not subject
to income taxes in the Republic of the Marshall Islands. Castor’s ship-owning subsidiaries are subject to registration and tonnage taxes, which have been included in Vessel operating expenses in the accompanying unaudited interim condensed
consolidated statements of comprehensive income.
Income Taxes relating to MPC Capital
During the reporting period, the income before taxes for the asset management segment of the Company is mostly generated in
Germany. A summary of the
provision for income taxes is as follows:
|
December 31, 2024
|
June 30, 2025
|
|||||||
|
Corporate Income tax
|
$
|
|
$
|
|
||||
|
Trade tax
|
|
|
||||||
|
Other
|
|
|
||||||
|
Total provision for income taxes
|
$
|
|
$
|
|
||||
The income tax receivable on the face of the consolidated balance sheet is primarily due to refundable withholding taxes on profit distributions in the amount of
$15,312,813 .
F-36
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
The significant components of income tax expenses attributable to continuing operations is as follows:
|
Six months ended
June 30, 2025
|
||||
|
Current tax expense (or benefit)
|
$
|
|
||
|
Deferred tax expense (or benefit)
|
(
|
)
|
||
|
Total tax expense
|
$
|
|
||
The income tax expense (or benefit) from continuing operations is disaggregated as follows:
|
Six months ended
June 30, 2025
|
||||
|
Federal (CIT)
|
$
|
(
|
)
|
|
|
State and Local (TT)
|
|
|||
|
Foreign
|
|
|||
|
Other
|
(
|
)
|
||
|
Total tax expense
|
$
|
|
||
More than 50 % of
the local income taxes relate to the Hansestadt Hamburg, a state within the Federal Republic of Germany.
Effective Income Tax Rate Reconciliation
A reconciliation of the German statutory income tax rate to the actual effective income tax rate is provided below:
|
Six months ended June 30, 2025
|
||||||||
|
%
|
$
|
|||||||
|
German statutory Corporate Income tax rate
|
|
$
|
(
|
)
|
||||
|
State and local income tax
|
(
|
)
|
|
|||||
|
Nontaxable items
|
(
|
)
|
|
|||||
|
Other
|
|
(
|
)
|
|||||
|
Effective income tax rate
|
(
|
)
|
$
|
|
||||
State and local income tax results from Trade Tax levied by the Hansestadt Hamburg.
Tax nontaxable items are related to dividend payments and capital gains from corporate companies which are in principle not subject
to taxation (avoidance of double taxation burdens at the corporate level in chains of companies).
F-37
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
Deferred Taxes
The significant components of the Company`s deferred tax account balances relate to temporary differences and are as follows:
|
December 31, 2024
|
June 30, 2025
|
|||||||
|
Deferred tax assets
|
||||||||
|
Receivables due from related parties
|
$
|
|
$
|
|
||||
|
Intangible assets
|
|
|
||||||
|
Right of Use Assets
|
|
|
||||||
|
Provisions
|
|
|
||||||
|
Loss Carrying Forwards
|
|
|||||||
|
Prepaid expenses and other assets
|
|
|
||||||
|
Other
|
|
|
||||||
|
Total deferred tax assets
|
|
|
||||||
|
Valuation allowances
|
(
|
)
|
(
|
)
|
||||
|
Deferred tax assets, net of valuation allowances
|
|
|
||||||
|
Offsetting
|
(
|
)
|
(
|
)
|
||||
|
Deferred tax assets, net of valuation allowances per balance sheet
|
$
|
|
$
|
|
||||
|
Deferred tax liabilities
|
||||||||
|
Intangible assets
|
$
|
|
$
|
|
||||
|
Equity instrument investments
|
|
|
||||||
|
Lease liabilities
|
|
|
||||||
|
Other
|
|
|
||||||
|
Total deferred tax liabilities
|
|
|
||||||
|
Offsetting
|
(
|
)
|
(
|
)
|
||||
|
Deferred tax liabilities per balance sheet
|
$
|
|
$
|
|
||||
|
Net deferred tax liabilities
|
$
|
|
$
|
|
||||
Uncertain Tax Positions
The benefits of uncertain tax positions are recorded in the Company´s consolidated financial statements only after determining a
more-likely-than-not probability that the uncertain tax positions will withstand challenge from the tax authorities.
The Company files income tax returns in Germany, the Netherlands, Norway, Panama and Colombia and is subject to examinations by
tax authorities. The Company believes that its income tax reserves are adequately maintained. However, the final determination of the Company tax returns, if audited, is uncertain and therefore there is a possibility for a change of the
Company`s estimate in the future. There were no unrecognized tax benefits as of June 30, 2025, and there were no changes in the
reporting period. The Company accrues interest and penalties related to underpayment of income taxes within the provision for income taxes.
F-38
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
|
23.
|
Share-based compensation
|
The options were granted to management and key employees of MPC Capital in 2024 and are
subject to market, performance and a service condition of four years . The remaining term of the options granted is derived from the
contractual terms and the grant date of the options. The risk-free rate for periods within the contractual life of the option is based on zero-coupon bond risk-free rates generated using the Svensson model and yield curve data provided by the
German Central Bank in effect at the time of grant. The grant-date fair value was $2.25 per option and was determined using the
Black-Scholes model.
|
Long-term incentive program
|
||||
|
Expected volatility
|
|
%
|
||
|
Expected dividend yield
|
|
%
|
||
|
Expected term (in years)
|
|
|||
|
Risk-free rate
|
|
%
|
||
|
Options
|
Number
of options
(in thousands)
|
Weighted
average
exercise
price
(Euro)
|
Weighted
average
remaining
contractual
term
(Years)
|
Aggregate
intrinsic value
(USD, in thousands)
|
||||||||||||
|
Outstanding at January 1, 2025
|
|
|
||||||||||||||
|
Granted
|
|
|
||||||||||||||
|
Exercised
|
|
|
||||||||||||||
|
Forfeited or expired
|
|
|
||||||||||||||
|
Outstanding at June 30, 2025
|
|
|
|
$
|
|
|||||||||||
|
Exercisable at June 30, 2025
|
|
|
—
|
|
||||||||||||
As of December 31, 2024, there was $798,000 of total unrecognized compensation cost related to nonvested share-based compensation arrangements granted under the employee share option agreements of MPC Capital.
That cost is expected to be recognized over a weighted-average period of 3.0 years. For the six months period ended June 30, 2025, the
Company recognized expenses in the amount of $115,044 in the unaudited interim consolidated statement of comprehensive income and also
has affected noncontrolling interests in the Company’s unaudited condensed consolidated statement of shareholders’ equity. No options
were exercised, and no cash was paid out during the reporting period.
|
24.
|
Segment Information:
|
Following the acquisition of the MPC Capital on December 16, 2024, the Company determined that it operated in three reportable segments: (i) the dry bulk segment (ii) the containership segment and (iii) the asset management segment. These reportable
segments reflect the Company’s internal organization and the way its chief operating decision maker (“CODM”), who is the Chief Executive Officer of the Company, reviews and analyzes the operating results and allocates capital within the
Company. The CODM assesses segment performance using key financial measures, including revenues, operating expenses, segment operating income and net income. These metrics help the CODM assess segment profitability, optimize fleet
deployment, control costs and determine capital allocation. Based on these segment performance trends, the CODM makes resource allocation decisions such as adjusting asset acquisition strategies, adjusting chartering strategies,
prioritizing fleet expansion or disposals, and optimizing cost efficiencies to enhance profitability and overall segment performance. Further, the transport of dry bulk cargoes and containerized cargoes has different characteristics and
the nature of trade, trading routes, charterers and cargo handling of differ in important respects. MPC Capital provides asset management services and it does not have similar economic characteristics to the other two segments. The Company does not disclose geographic information relating to its dry bulk and container ship segments because when it
charters a vessel to a charterer, the charterer is free, subject to certain exemptions, to trade the vessel worldwide and, as a result, the disclosure of geographic information is impracticable. For the asset management disclosure of
geographic information refer to Note 18.
F-39
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
The table below presents information about the Company’s reportable segments as of and for the six months ended June 30, 2024, and 2025. The
accounting policies followed in the preparation of the reportable segments are the same as those followed in the preparation of the Company’s unaudited interim condensed consolidated financial statements. Segment results are evaluated
based on income from operations.
|
Six months ended June 30, 2024
|
Six months ended June 30, 2025
|
|||||||||||||||||||||||||||
|
Dry bulk
segment
|
Containership
segment
|
Total
|
Dry bulk
segment
|
Containership
segment
|
Asset management
segment
|
Total
|
||||||||||||||||||||||
|
- Vessel revenues
|
$
|
|
$
|
|
$
|
|
$ |
|
$ |
|
$ |
$ |
|
|||||||||||||||
| - Revenue from services |
||||||||||||||||||||||||||||
|
Total revenues
|
$
|
|
$
|
|
$
|
|
$ |
|
$ |
|
$ |
$ |
|
|||||||||||||||
|
Voyage expenses (including charges from related party)
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||||||||||||
|
Vessel operating expenses
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||||||||||||
|
Cost of revenue from services (exclusive of depreciation and amortization shown separately below)
|
( |
) | ( |
) | ||||||||||||||||||||||||
|
Management fees to related parties
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||||||||||||
|
Depreciation and amortization
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
( |
) |
(
|
)
|
||||||||||||||
|
Provision for doubtful accounts
|
( |
( |
) | |||||||||||||||||||||||||
|
Net gain / (loss) on sale of vessels
|
|
|
|
(
|
)
|
|
(
|
)
|
||||||||||||||||||||
|
Loss on vessels held for sale
|
( |
( |
) | |||||||||||||||||||||||||
|
Gain from a claim
|
||||||||||||||||||||||||||||
|
Net gain on disposal of assets
|
||||||||||||||||||||||||||||
|
Net gain from equity method investments
|
||||||||||||||||||||||||||||
|
Net loss from equity method investments measured at fair value
|
( |
) | ( |
) | ||||||||||||||||||||||||
|
Segments operating income/(loss)
|
$
|
|
$
|
|
$
|
|
$ |
(
|
)
|
$ |
|
$ |
( |
) | $ |
(
|
)
|
|||||||||||
|
Interest and finance costs
|
(
|
)
|
(
|
)
|
||||||||||||||||||||||||
|
Interest income
|
|
|
||||||||||||||||||||||||||
|
Foreign exchange losses
|
(
|
)
|
(
|
)
|
||||||||||||||||||||||||
|
Less: Unallocated corporate general and administrative expenses
|
(
|
)
|
(
|
)
|
||||||||||||||||||||||||
|
Less: Corporate Interest and finance costs
|
(
|
)
|
(
|
)
|
||||||||||||||||||||||||
|
Less: Corporate Interest income
|
|
|
||||||||||||||||||||||||||
|
Less: Corporate exchange (losses)/ gains
|
(
|
)
|
|
|||||||||||||||||||||||||
|
Corporate: Net gain from equity method investments measured at fair value
|
||||||||||||||||||||||||||||
|
Dividend income on equity securities
|
|
|
||||||||||||||||||||||||||
|
Dividend income from related party
|
|
|
||||||||||||||||||||||||||
|
Dividend income from equity method investments measured at fair value (related party)
|
||||||||||||||||||||||||||||
|
Gains on equity securities
|
|
|
||||||||||||||||||||||||||
| Other net |
||||||||||||||||||||||||||||
|
Net income / (loss), before taxes
|
$
|
|
$ |
(
|
)
|
|||||||||||||||||||||||
F-40
CASTOR MARITIME INC.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars – except for share data unless otherwise stated)
A reconciliation of total segment assets to total assets presented in the accompanying unaudited interim consolidated balance sheets of
December 31, 2024 and June 30, 2025, is as follows:
|
As of
December 31,
2024
|
As of
June 30,
2025
|
|||||||
|
Dry bulk segment
|
$
|
|
$
|
|
||||
|
Containership segment
|
|
|
||||||
| Asset management segment |
||||||||
|
Cash and cash equivalents (1)
|
|
|
||||||
|
Prepaid expenses and other assets (1)
|
|
|
||||||
|
Total consolidated assets
|
$
|
|
$
|
|
||||
| (1) |
|
|
25.
|
Subsequent Events:
|
|
(a)
|
Dividend on Series D Preferred Shares: On
|
|
(b)
|
Sale and
Leaseback of the M/V Magic Thunder: On July 29, 2025, the Company successfully completed a sale and
leaseback transaction for the M/V Magic Thunder, a 2011-built Kamsarmax bulk carrier vessel with a Japanese counterparty. The bareboat financing amounts to $
|
|
(c)
|
Issuance of Series E Preferred
Shares to Toro: On September 29, 2025, the Company agreed to issue
|
F-41
Exhibit 99.2
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following is a discussion of the financial condition and results of operations of Castor Maritime Inc. (“Castor”) for the six-month periods ended June 30, 2025, and June
30, 2024. Unless otherwise specified herein or the context otherwise requires, references to the “Company”, “we”, “our” and “us” or similar terms shall include Castor and its wholly owned and majority owned subsidiaries. You should read the
following discussion and analysis together with the unaudited interim condensed consolidated financial statements and related notes included elsewhere in this report. Amounts relating to percentage variations in period-on-period comparisons shown
in this section are derived from those unaudited interim condensed consolidated financial statements. The following discussion contains forward-looking statements that reflect our future plans, estimates, beliefs and expected performance. These
forward-looking statements are dependent upon events, risks and uncertainties that may be outside our control which could cause actual events or conditions to differ materially from those currently anticipated and expressed or implied by such
forward-looking statements. For a more complete discussion of these risks and uncertainties, please read the sections entitled “Cautionary Statement Regarding Forward-Looking Statements” and “Item 3. Key Information – D. Risk Factors” in our Annual Report for the year ended December 31, 2024 (the “2024 Annual Report”), which was filed with the U.S. Securities and Exchange Commission (the “SEC”) on
May 14, 2025. For additional information relating to our management’s discussion and analysis of financial conditions and results of operations, please see our 2024 Annual Report. Unless otherwise defined herein, capitalized terms and expressions
used herein have the same meanings ascribed to them in the 2024 Annual Report.
Business Overview and Fleet Information
We are a diversified global shipping and energy company that was incorporated in the Republic of the Marshall Islands in September 2017, with activities directly and indirectly
in asset management, vessel ownership, technical and commercial ship management and energy infrastructure projects.
We currently operate a fleet consisting of eight dry bulk carriers that engage in the worldwide transportation of commodities such as iron ore, coal, soybeans etc., with an
aggregate cargo carrying capacity of 0.6 million dwt and an average age of 12.2 years and one containership vessel with an aggregate cargo carrying capacity of 0.03 million dwt and an age of 17.2 years (together, our “Fleet”). The average age of
our entire Fleet is 12.8 years as of October 1, 2025. Our management reviews and analyzes operating results for our business over three reportable segments, (i) the Dry Bulk Segment, (ii) the Containership Segment and (iii) the Asset Management
Segment.
Our dry bulk and containership fleets are currently contracted to operate in a mix of pool and time charters. Our commercial strategy primarily focuses on deploying our Fleet
under a mix of period time charters, trip time charters and pool arrangements according to our assessment of market conditions. Our aim is to periodically adjust the mix of these charters to take advantage of the relatively stable cash flows and
high utilization rates associated with period time charters, or to take advantage of high utilization rates with exposure to attractive charter rates during periods of strong charter market conditions when employing our vessels in pools.
Through our majority-owned subsidiary, MPC Münchmeyer Petersen Capital AG (“MPC Capital”), which we acquired on December 16, 2024, we receive management fees in return for managing
assets in the shipping and energy infrastructure segments. The level of these management fees primarily reflects the volume of assets under management. In the shipping sector, these fees mainly relate to commercial ship management (commission
income on charter revenues), technical ship management (flat rate management fees) and other services (flat rate management fees). Management fees for technical ship management and other services are provided by joint ventures in which MPC Capital
is a 50% shareholder. Companies in which MPC Capital is a 50% shareholder are accounted for using the equity method. In the energy sector, management fees include asset management fees (flat rate management fees). In addition, we may receive
one-off and, to some extent, performance-related transaction fees on the acquisition and sale of assets, which are primarily linked to the value of the assets acquired or sold. We generate other operating income or income from equity investments
through co-investments.
With effect from July 1, 2022, our vessels are technically and commercially managed by Castor Ships S.A. (“Castor Ships”). As of June 30, 2025, Castor Ships exclusively
provides the commercial and technical management of our entire fleet, while certain aspects of the management of a number of our vessels are subcontracted to related and unrelated third-party managers.
The following table summarizes key information about our Fleet as of the date of this report:
Fleet vessels:
|
Dry Bulk Carriers
|
|||||||||||||||
|
Vessel Name
|
Vessel Type
|
DWT
|
Year
Built
|
Country of
Construction
|
Purchase Price
(in millions)
|
Delivery
Date
|
|||||||||
|
Magic P
|
Panamax
|
76,453
|
2004
|
Japan
|
$
|
7.35
|
02/21/2017
|
||||||||
|
Magic Thunder
|
Kamsarmax
|
83,375
|
2011
|
Japan
|
$
|
16.85
|
04/13/2021
|
||||||||
|
Magic Starlight
|
Kamsarmax
|
81,048
|
2015
|
China
|
$
|
23.50
|
05/23/2021
|
||||||||
|
Magic Perseus
|
Kamsarmax
|
82,158
|
2013
|
Japan
|
$
|
21.00
|
08/09/2021
|
||||||||
|
Magic Pluto
|
Panamax
|
74,940
|
2013
|
Japan
|
$
|
19.06
|
08/06/2021
|
||||||||
|
Magic Mars
|
Panamax
|
76,822
|
2014
|
Korea
|
$
|
20.40
|
09/20/2021
|
||||||||
|
Magic Celeste
|
Ultramax
|
63,310
|
2015
|
China
|
$
|
25.50
|
08/16/2024
|
||||||||
|
Magic Ariel
|
Kamsarmax
|
81,845
|
2020
|
China
|
$
|
29.95
|
10/09/2024
|
||||||||
|
Containerships
|
|||||||||||||||
|
Raphaela
|
1,850 TEU capacity Containership
|
26,811
|
2008
|
Turkey
|
$
|
16.49
|
10/03/2024
|
||||||||
We intend to continuously explore the market in order to identify further potential acquisition targets which will help us modernize our Fleet and develop our business. Our
acquisition strategy has so far focused on secondhand dry bulk vessels and, recently, containerships, though we may acquire vessels in other sizes, age and/or sectors which we believe offer attractive investment opportunities, subject to the
parameters set out in certain resolutions passed by our board of directors in connection with the spin-off of our former tanker vessel business completed on March 7, 2023 (the “Spin-Off”). We may also opportunistically dispose of vessels and may
engage in such acquisitions and disposals at any time and from time to time.
Recent Developments
Please refer to Note 25 to our unaudited interim condensed consolidated financial statements, included elsewhere herein, for developments that took place after June 30, 2025.
Operating results
Important Measures and Definitions for Analyzing Results of Operations
Our management uses the following metrics to evaluate our operating results, including the operating results of our segments, and to allocate capital accordingly:
2
Total vessel revenues. Total vessel revenues are currently generated from time
charters and pool agreements with unaffiliated third parties, though vessels have and may be employed under voyage charters in the future. Vessels operating on fixed time charters for a certain period provide more predictable cash flow over that
period. Total vessel revenues are affected by the number of vessels in our fleet, hire rates and the number of days a vessel operates which, in turn, are affected by several factors, including the amount of time that we spend positioning our
vessels, the amount of time that our vessels spend in dry dock undergoing repairs, maintenance and upgrade work, the age, condition and specifications of our vessels, and levels of supply and demand in the seaborne transportation market. Total
vessel revenues are also affected by our commercial strategy related to the employment mix of our fleet between vessels on time charters and vessels in pools.
For further discussion of vessel revenues, please refer to Note 18 to our unaudited interim condensed consolidated financial statements included elsewhere in this report.
Revenues from services. We generate revenues from services through the following streams: (i) transaction services, (ii)
management services for companies and assets, and (iii) ship management services. For a breakdown of revenue from services for the six months ended June 30, 2025, please refer to Note 18(b) to our unaudited interim condensed consolidated financial
statements included elsewhere in this report. The Company provides transaction-related services in connection with the acquisition, sale or development of assets such as vessels or renewable energy assets. These services are typically success-based
and remunerated through transaction fees that are contingent upon the successful closing of the underlying transaction. Additionally, the Company provides asset management services, including commercial and technical ship management services.
Commercial ship management services include activities such as chartering, voyage coordination, and related support services, while technical ship management services include vessel maintenance, repairs, and regulatory compliance services.
Voyage expenses. Our voyage expenses primarily consist of brokerage commissions paid in connection with the chartering
of our vessels. Under a time charter, the charterer pays substantially all the vessel voyage related expenses. However, we may incur voyage related expenses from time to time, such as for bunkers, when positioning or repositioning vessels before or
after the period of a time charter, during periods of commercial waiting time or while off-hire during dry docking or due to other unforeseen circumstances. Gain/loss on bunkers may also arise where the cost of the bunker fuel sold to the new
charterer is greater or less than the cost of the bunker fuel acquired. Under pooling arrangements, voyage expenses are borne by the pool operator.
Operating expenses. We are responsible for vessel operating costs, which include
crewing, expenses for repairs and maintenance, the cost of insurance, tonnage taxes, the cost of spares and consumable stores, lubricating oils costs, communication expenses, and other expenses. Expenses for repairs and maintenance tend to
fluctuate from period to period because most repairs and maintenance typically occur during periodic dry-docking. Our ability to control our vessels’ operating expenses also affects our financial results.
Cost of revenue from services. Cost of revenue from services comprises expenses for services purchased from third party
providers and employee expenses which are directly attributable to the operating business activities.
Management fees. Management fees include fees paid to related parties providing certain ship management services to our
fleet pursuant to the ship management agreements.
Off-hire. The period a vessel in our fleet is unable to perform the services for which it is required under a charter
for reasons such as scheduled repairs, vessel upgrades, dry-dockings or special or intermediate surveys or other unforeseen events.
3
Dry-docking/Special Surveys. We periodically dry-dock and/or perform special surveys on our vessels for inspection,
repairs and maintenance and any modifications required to comply with industry certification or governmental requirements. Our ability to control our dry-docking and special survey expenses and our ability to complete our scheduled dry-dockings
and/or special surveys on time also affects our financial results. Dry-docking and special survey costs are accounted under the deferral method whereby the actual costs incurred are deferred and are amortized on a straight-line basis over the
period through the date the next survey is scheduled to become due.
Ownership Days. Ownership Days are the total number of calendar days in a period during which we owned a vessel.
Ownership Days are an indicator of the size of our fleet over a period and determine both the level of revenues and expenses recorded during that specific period.
Available Days. Available Days are the Ownership Days in a period less the aggregate number of days our vessels are
off-hire due to scheduled repairs, dry-dockings or special or intermediate surveys. The shipping industry uses Available Days to measure the aggregate number of days in a period during which vessels are available to generate revenues. Our
calculation of Available Days may not be comparable to that reported by other companies.
Operating Days. Operating Days are the Available Days in a period after subtracting unscheduled off-hire days and idle
days.
Fleet Utilization. Fleet Utilization is calculated by dividing the Operating Days during a period by the number of
Available Days during that period. Fleet Utilization is used to measure a company’s ability to efficiently find suitable employment for its vessels.
Daily Time Charter Equivalent Rate (“Daily TCE Rate”). See Appendix A for a description of the Daily TCE Rate.
Principal factors impacting our business, results of operations and financial condition
Our results of operations are affected by numerous factors. The principal factors that have impacted the business during the fiscal periods presented in the following
discussion and analysis and that are likely to continue to impact our business are the following:
| - |
The levels of demand and supply of seaborne cargoes and vessel tonnage in the shipping segments in which we operate;
|
| - |
The cyclical nature of the shipping industry in general and its impact on charter rates and vessel values;
|
| - |
The successful implementation of the Company’s business strategy, including our ability to obtain equity and debt financing at acceptable and attractive terms to fund future capital expenditures and/or to
implement our business strategy;
|
| - |
The global economic growth outlook and trends, such as price inflation and/or volatility;
|
| - |
Economic, regulatory, political and governmental conditions that affect shipping and the dry bulk and container segments, including international conflict or war (or threatened war), such as between Russia
and Ukraine and in the Middle East, and acts of piracy or maritime aggression, such as recent maritime incidents involving vessels in and around the Red Sea, sanctions, “trade wars” (including the imposition of tariffs);
|
| - |
The employment and operation of our fleet including the utilization rates of our vessels;
|
| - |
Our ability to successfully employ our vessels at economically attractive rates and our strategic decisions regarding the employment mix of our fleet as our charters expire or are otherwise terminated;
|
4
| - |
Management of the financial, operating, general and administrative elements involved in the conduct of our business and ownership of our fleet, including the effective and efficient technical management of
our fleet by our head and sub-managers, and their suppliers;
|
| - |
The number of customers who use our services and the performance of their obligations under their agreements, including their ability to make timely payments to us;
|
| - |
Our ability to maintain solid working relationships with our existing customers and our ability to increase the number of our charterers through the development of new working relationships;
|
| - |
The reputation and safety record of our manager and/or sub-managers for the management of our vessels;
|
| - |
Dry-docking and special survey costs and duration, both expected and unexpected;
|
| - |
The level of any distribution on all classes of our shares;
|
| - |
Our borrowing levels and the finance costs related to our outstanding debt as well as our compliance with our debt covenants (if any);
|
| - |
Management of our financial resources, including banking relationships and of the relationships with our various stakeholders;
|
| - |
Major outbreaks of diseases and governmental responses thereto;
|
|
-
|
The acquisition of our majority-owned subsidiary MPC Capital, whose results affected our consolidated statement of comprehensive income for the six months period ended June 30, 2025;
|
| - |
As we routinely make minority investments, their performance may adversely affect our results due to the realization of losses upon disposition of these investments or the recognition of significant
unrealized losses during their holding period, impacting both profitability and our ability to reinvest. The performance of our minority equity investments in companies is subject to a broad range of risks, including economic and market
risks, operational performance risk, governance risks, legal and regulatory risks and tax risks. This is particularly relevant for our co-investments in listed companies, whose share price is subject to market risk and price volatility;
|
| - |
Increased competition for capital and investment opportunities may compress margins, break client relationships and impact scalability;
|
| - |
Underperformance relative to benchmarks or competitors can affect our reputation and track record, impacting investor confidence and hindering future fundraising; and
|
| - |
The performance of the listed equity securities in which the Company currently has investments, which is subject to market risk and price volatility, and may adversely affect our results due to the
realization of losses upon disposition of these investments or the recognition of significant unrealized losses during their holding period.
|
5
Employment and operation of our Fleet
Another factor that impacts our profitability is the employment and operation of our Fleet. The profitable employment of our Fleet is highly dependent on the levels of demand
and supply in the shipping industries in which we operate, our commercial strategy including the decisions regarding the employment mix of our Fleet, as well as our managers’ ability to leverage our relationships with existing or potential
customers. The effective operation of our Fleet mainly requires regular maintenance and repair, effective crew selection and training, ongoing supply of our Fleet with the spares and the stores that it requires, contingency response planning,
auditing of our vessels’ onboard safety procedures, arrangements for our vessels’ insurance, chartering of the vessels, training of onboard and on-shore personnel with respect to the vessels’ security and security response plans (ISPS), obtaining
of ISM certifications, compliance with environmental regulations and standards, and performing the necessary audit for the vessels within the six months of taking over a vessel and the ongoing performance monitoring of the vessels.
Financial, general and administrative management
The management of financial, general and administrative elements involved in the conduct of our business and ownership of our vessels requires us to manage our financial
resources, which includes managing banking relationships, administrating our bank accounts, managing our accounting system, records and financial reporting, monitoring and ensuring compliance with the legal and regulatory requirements affecting our
business and assets and managing our relationships with our service providers and customers.
See also “Item 3. Key Information—D. Risk Factors” in our 2024 Annual Report. Because many of the foregoing factors are beyond our
control and certain of these factors have historically been volatile, past performance is not necessarily indicative of future performance and it is difficult to predict future performance with any degree of certainty.
6
Consolidated Results of Operations
Six months ended June 30, 2025, as compared to the six months ended June 30, 2024
|
(In U.S. Dollars, except for
number of share data)
|
Six months ended
June 30, 2024
|
Six months ended
June 30, 2025
|
Change-amount
|
Change %
|
||||||||||||
|
Total vessel revenues
|
$
|
36,669,776
|
$
|
21,482,267
|
$
|
(15,187,509
|
)
|
41.4
|
%
|
|||||||
|
Revenue from services
|
—
|
16,803,545
|
16,803,545
|
100
|
%
|
|||||||||||
|
Expenses:
|
||||||||||||||||
|
Voyage expenses (including commissions to related party)
|
(2,012,774
|
)
|
(1,776,817
|
)
|
235,957
|
11.7
|
%
|
|||||||||
|
Vessel operating expenses
|
(14,657,651
|
)
|
(10,244,724
|
)
|
4,412,927
|
30.1
|
%
|
|||||||||
|
Cost of revenue (exclusive of depreciation and amortization shown separately below)
|
—
|
(10,504,581
|
)
|
(10,504,581
|
)
|
100
|
%
|
|||||||||
|
Management fees to related parties
|
(2,486,692
|
)
|
(2,288,643
|
)
|
198,049
|
8.0
|
%
|
|||||||||
|
Depreciation and amortization
|
(7,387,855
|
)
|
(6,653,155
|
)
|
734,700
|
9.9
|
%
|
|||||||||
|
General and administrative expenses (including costs from related party)
|
(3,387,071
|
)
|
(9,547,735
|
)
|
(6,160,664
|
)
|
181.9
|
%
|
||||||||
|
Provision for doubtful accounts
|
—
|
(15,459
|
)
|
(15,459
|
)
|
100
|
%
|
|||||||||
|
Loss on vessels held for sale
|
—
|
(5,554,777
|
)
|
(5,554,777
|
)
|
100
|
%
|
|||||||||
|
Net gain/(loss) on sale of vessels
|
19,307,595
|
(2,001,646
|
)
|
(21,309,241
|
)
|
110.4
|
%
|
|||||||||
|
Gain from a claim
|
1,411,356
|
—
|
1,411,356
|
100
|
%
|
|||||||||||
|
Net gain on disposal of assets
|
—
|
410,099
|
410,099
|
100
|
%
|
|||||||||||
|
Net gain from equity method investments
|
—
|
441,493
|
441,493
|
100
|
%
|
|||||||||||
|
Net loss from equity method investments at fair value
|
—
|
(24,814,649
|
)
|
(24,814,649
|
)
|
100
|
%
|
|||||||||
|
Operating income/(loss)
|
$
|
27,456,684
|
$
|
(34,264,782
|
)
|
$
|
(61,721,466
|
)
|
224.8
|
%
|
||||||
|
Interest and finance costs, net (including costs from related party)
|
(677,840
|
)
|
(2,184,674
|
)
|
(1,506,834
|
)
|
222.3
|
%
|
||||||||
|
Dividend income from equity method investments measured at fair value (related party)
|
—
|
10,610,587
|
10,610,587
|
100
|
%
|
|||||||||||
|
Other (expenses) / income (1)
|
18,501,122
|
9,432,415
|
(9,068,707
|
)
|
49.0
|
%
|
||||||||||
|
Income taxes
|
(94,609
|
)
|
(602,133
|
)
|
(507,524
|
)
|
536.4
|
%
|
||||||||
|
Net income/(loss) and comprehensive income
|
$
|
45,185,357
|
$
|
(17,008,587
|
)
|
$
|
(62,193,944
|
)
|
137.6
|
%
|
||||||
| (1) |
Includes aggregated amounts for foreign exchange losses, unrealized gains / (losses) from equity securities and other income, as applicable in each period.
|
7
Total vessel revenues – Total vessel revenues decreased to $21.5 million in the six months ended June 30, 2025 from $36.7 million in the same period of 2024.
The decrease was driven by (a) the decrease in our Available Days from 2,517 days in the six months ended June 30, 2024, to 1,893 days in the six months ended June 30, 2025, following the sale of the (i) M/V
Ariana A on January 22, 2025, (ii) M/V Magic Eclipse on March 24, 2025, (iii) M/V Magic Callisto on April 28, 2025, (iv) M/V
Gabriela A on May 7, 2025, (v) M/V Magic Moon on January 16, 2024, (vi) M/V Magic Orion on March 22, 2024, (vii) M/V
Magic Nova on March 11, 2024, (viii) M/V Magic Nebula on April 18, 2024, (ix) M/V Magic Venus on May 10, 2024, (x) M/V
Magic Vela on May 23, 2024, and (xi) M/V Magic Horizon on May 28, 2024, as partially offset by the acquisition of M/V Magic Celeste on August 16, 2024 and
M/V Magic Ariel on October 9, 2024 and (b) the decrease in prevailing charter rates of our dry bulk vessels. During the six months ended June 30, 2025, our Fleet earned on average a Daily TCE Rate of
$10,410, compared to an average Daily TCE Rate of $13,769 earned during the same period in 2024. Daily TCE Rate is not a recognized measure under U.S. GAAP. Please
refer to Appendix A for the definition and reconciliation of this measure to Total vessel revenues, the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP.
Revenue from services for the six months ended June 30, 2025, amounted to $16.8 million and relates to revenue earned from our subsidiary acquired in late
2024, MPC Capital. Revenue from services is generated through the following streams: (i) transaction services, (ii) management services for companies and assets, and (iii) ship management services.
Voyage expenses – Voyage expenses decreased by $0.2 million, to $1.8 million in the six months ended June 30, 2025, from $2.0 million in the corresponding
period of 2024. This decrease is primarily associated with the decrease of brokerage commissions due to the decrease in our Available Days and prevailing charter rates of our dry bulk vessels, as partially offset by an increase in the brokerage
commission to a related party and an increase in the overall bunker consumption of the Fleet.
Vessel operating expenses – The decrease in operating expenses by $4.5 million to $10.2 million in the six months ended June 30, 2025, from $14.7 million in
the same period of 2024 mainly reflects the decrease in the Ownership Days of our Fleet to 1,977 days in the six months ended June 30, 2025, from 2,517 days in the same period in 2024.
Cost of revenue from services – Cost of revenue from services for the six months ended June 30, 2025, amounted to $10.5 million and relates to expenses for
purchased services from third party providers and employee expenses from MPC Capital.
Management fees – Management fees in the six months ended June 30, 2025, amounted to $2.3 million, whereas, in the
same period of 2024, management fees totaled $2.5 million. This decrease in management fees is due to the net decrease in the total number of Ownership Days following the sales and acquisitions of the vessels mentioned above. This
decrease was partially offset by the adjustment of management fees under the terms of the Amended and Restated Master Management Agreement effected on July 1, 2024, from $986 per vessel per day to $1,017 per vessel per day. For further details on
our management arrangements, see “Item 7. Major Shareholders and Related Party Transactions—B. Related Party Transactions— Management, Commercial and Administrative Services”
in our 2024 Annual Report.
Depreciation and amortization – Depreciation and amortization expenses are comprised of vessels’ depreciation, the amortization of vessels’ capitalized
dry-dock costs, property and equipment depreciation and intangible assets amortization. Depreciation expenses decreased to $5.0 million in the six months ended June 30, 2025, from $6.6 million in the same period of 2024. The decrease by $1.6
million reflects mainly the net decrease in the Ownership Days of our Fleet following the sales and acquisitions of vessels discussed above, as well as the effect of classifying those vessels as “held for
sale” on the date of the agreements for sale (during 2024), as depreciation was not recorded during the period in which these vessels were classified as held for sale. Dry-dock and special survey amortization charges amounted to $0.5 million for
the six months ended June 30, 2025, compared to a charge of $0.8 million in the respective period of 2024. This variation in dry-dock amortization charges primarily resulted from the decrease in aggregate amortization days, mainly as a result of
the sale of vessels mentioned above as partially offset by the amortization related to the vessels M/V Magic P, M/V Magic Starlight and M/V Magic Ariel, which initiated and completed their scheduled dry-dock during the six months ended June 30, 2025. Depreciation and amortization expenses for our asset management segment amounted to $1.1 million for the six-month
period ended June 30, 2025, comprising property and equipment depreciation and intangible assets amortization.
General and administrative expenses – General and administrative expenses in the six months ended June 30,
2025, amounted to $9.5 million, whereas, in the same period of 2024, general and administrative expenses totaled $3.4 million. This increase mainly reflects the increase in professional fees and other expenses by $2.1 million, increase in audit
fees by $0.8 million personnel expenses by $2.1 million and office and IT expenses (including rent) by $0.8 million following the acquisition of MPC Capital.
8
Loss on vessel held for sale – Loss on vessels held for sale in the six months ended June 30, 2025, amounted to $5.6 million, representing the expected loss
during the next twelve-month period (as assessed at the MOA date) from the sale of the dry bulk vessel M/V Magic Callisto (delivered to its new owners on April 28, 2025). No such loss was recorded for the
six month period ended June 30, 2024.
Net gain/(loss) on sale of vessels – Loss on sale of vessels in the six
months ended June 30, 2025, amounted to $2.0 million following the sales of the: (i) M/V Magic Eclipse, which we concluded on March
24, 2025, pursuant to an agreement dated March 6, 2025, for cash consideration of $13.5 million that resulted in net proceeds to the Company of $13.1 million and a net loss on the sale of $1.9 million; (ii) M/V Gabriela A, which we concluded on May 7, 2025, pursuant to an agreement dated December 4, 2024, for
cash consideration of $19.3 million that resulted in net proceeds to the Company of $18.6 million and a net gain on the sale of $0.2 million; (iii) M/V Ariana A, which we concluded on January 22 7, 2025, pursuant to an agreement dated November 13, 2024, for cash consideration of $16.5 million that resulted in net proceeds to the Company of
$16.1 million and a net loss on the sale of $0.1 million; and (iv) M/V Magic Callisto, which we concluded
on April 28, 2025, pursuant to an agreement dated March 11, 2025, for cash consideration of $14.5 million that resulted in net proceeds to the Company of $14.1 million and a net loss on the sale of $0.1 million. Gain on sale of vessels in the six months ended June 30, 2024, amounted to $19.3 million after the following sales of vessels: (i) the sale of the M/V Magic Moon, which we concluded on
January 16, 2024, pursuant to an agreement dated November 10, 2023, for cash consideration of $11.8 million that resulted in net proceeds to the Company of $11.2 million and a net gain on the sale of $2.4 million; (ii) the sale of the M/V Magic Nova, which we concluded on March 11, 2024, pursuant to an agreement dated January 19, 2024 for cash consideration of $16.1 million and resulted in net proceeds to the Company of $15.9 million and a
net gain on the sale of $4.1 million; (iii) the sale of the M/V Magic Orion, which we concluded on March 22, 2024, pursuant to an agreement dated December 7, 2023 for cash consideration of $17.4 million
that resulted in net proceeds to the Company of $16.8 million and a net gain on the sale of $1.4 million; (iv) the sale of the M/V Magic Nebula, which we concluded on April 18, 2024, pursuant to an
agreement dated February 15, 2024 for cash consideration of $16.2 million that resulted in net proceeds to the Company of $15.6 million and a net gain on the sale of $1.8 million; (v) the sale of the M/V Magic
Venus, which we concluded on May 10, 2024, pursuant to an agreement dated December 21, 2023 for cash consideration of $17.5 million that resulted in net proceeds to the Company of $17.2 million and a net gain on the sale of $3.2 million;
(vi) the sale of the M/V Magic Vela, which we concluded on May 23, 2024,pursuant to an agreement dated May 1, 2024 for cash consideration of $16.4 million that resulted in net proceeds to the Company of
$15.7 million and a net gain on the sale of $2.0 million; and (vii) the sale of the M/V Magic Horizon, which we concluded on May 28, 2024, pursuant to an agreement dated January 19, 2024 for cash
consideration of $15.8 million that resulted in net proceeds to the Company of $15.5 million and a net gain on the sale of $4.4 million.
Gain from a claim – On May 28, 2024, the Company collected the amount of $1,411,356 (including the deposit amount of $1,395,000 and gross interest earned on
the deposit) in connection with a claim related to the M/V Magic Moon. Following the provisions of ASC 450-30-25-1, the Company recorded this gain in its financial statements for the six-month period ended
June 30, 2024. Please also refer to the 2024 Annual Report.
Net gain on disposal of assets – Net gain on disposal of assets in the six months ended June 30, 2025, amounted to $0.4 million following the sale of an asset
management contract.
Net gain from equity method investments – Income/(loss) from equity method investments for the six months ended June 30, 2025, amounted to $0.4 million
representing our share in jointly owned companies or equity method investments (all of which relate to the asset management segment).
Net loss from equity method investments at fair value – Net loss from equity method investments measured at fair value in the six months ended June 30, 2025
amounted to $24.8 million, resulting from the revaluation of such investments. These represent our share in MPC Container Ships ASA (“MPCC”) and MPC Energy Solutions N.V for which we have elected the fair value option.
Interest and finance costs, net – During the six months ended June 30, 2025, we incurred net interest costs and finance costs amounting to $2.2 million
compared to $0.7 million during the same period in 2024. The increase is mainly associated with the decrease in interest income we earned from our time and cash deposits due to decreased average cash balances during the six months ended June 30,
2025.
9
Dividend income from equity method investments measured at fair value (related party) – Dividend income from equity method investments measured at fair value
in the six months ended June 30, 2025 amounted to $10.6 million and includes the dividend income from MPCC.
Other income – Other income in the six months ended June 30, 2025 amounted to $20.0 million and mainly includes (i) a gain of $5.5 million from our
investments in listed equity securities, (ii) dividend income on equity securities of $2.2 million, (iii) dividend income of $0.7 million from our investment in 140,000 1.00% Series A Fixed Rate Cumulative Perpetual Convertible Preferred Shares of
Toro (the “Toro Series A Preferred Shares”), (iv) foreign exchange losses amounting to $1.1 million, and (v) other net amounting to $2.2 million due to recoveries of prior year allowances and reversals of provisions.
Other income in the six months ended June 30, 2024 amounted to $18.5 million and mainly included (i) a gain of $15.0 million from our investments in listed equity securities, (ii) dividend income on equity securities
of $2.9 million and (iii) dividend income of $0.7 million from our investment in the “Toro Series A Preferred Shares”.
Segment Results of Operations
Six months ended June 30, 2025, as compared to the six months ended June 30, 2024 — Dry Bulk Segment
|
(in U.S. Dollars)
|
Six months ended
June 30, 2024
|
Six months ended
June 30, 2025
|
Change-amount
|
Change %
|
||||||||||||
|
Total vessel revenues
|
$
|
30,244,797
|
$
|
15,312,143
|
$
|
(14,932,654
|
)
|
49.4
|
%
|
|||||||
|
Expenses:
|
||||||||||||||||
|
Voyage expenses (including commissions to related party)
|
(1,701,922
|
)
|
(1,341,234
|
)
|
360,688
|
21.2
|
%
|
|||||||||
|
Vessel operating expenses
|
(12,379,672
|
)
|
(8,387,369
|
)
|
3,992,303
|
32.2
|
%
|
|||||||||
|
Management fees to related parties
|
(2,127,788
|
)
|
(1,953,033
|
)
|
174,755
|
8.2
|
%
|
|||||||||
|
Depreciation and amortization
|
(4,630,403
|
)
|
(4,778,984
|
)
|
(148,581
|
)
|
3.2
|
%
|
||||||||
|
Loss on vessels held for sale
|
—
|
(5,554,777
|
)
|
(5,554,777
|
)
|
100
|
%
|
|||||||||
|
Net gain/(loss) on sale of vessels
|
19,307,595
|
(2,082,412
|
)
|
(21,390,007
|
)
|
110.8
|
%
|
|||||||||
|
Gain from a claim
|
1,411,356
|
—
|
1,411,356
|
100.0
|
%
|
|||||||||||
|
Segment operating income/(loss)(1)
|
$
|
30,123,963
|
$
|
(8,785,666
|
)
|
$
|
(38,909,629
|
)
|
129.2
|
%
|
||||||
| (1) |
Does not include corporate general and administrative expenses. See the discussion under “Consolidated Results of Operations” above.
|
10
Total vessel revenues – Total vessel revenues for our dry bulk fleet decreased to $15.3 million in the six months
ended June 30, 2025 from $30.2 million in the same period of 2024. The decrease was driven (a) by the decrease in our Available Days from 2,153 days in the six months ended June 30, 2024, to 1,564 days in the six months ended June 30, 2025,
following the sale of the (i) M/V Magic Eclipse on March 24, 2025, (ii) M/V Magic Callisto on April 28, 2025, (iii) M/V Magic
Moon on January 16, 2024, (iv) M/V Magic Orion on March 22, 2024, (v) M/V Magic Nova on March 11, 2024, (vi) M/V Magic
Nebula on April 18, 2024, (vii) M/V Magic Venus on May 10, 2024, (viii) M/V Magic Vela on May 23, 2024, and (ix) M/V
Magic Horizon on May 28, 2024, as partially offset by the acquisition of M/V Magic Celeste on August 16, 2024 and M/V Magic Ariel on October 9, 2024 and
(b) the decrease in prevailing charter rates of our dry bulk vessels. During the six months ended June 30, 2025, our dry bulk fleet earned on average a Daily TCE Rate of $8,933 compared to an average Daily TCE Rate of $13,257 earned during the same
period in 2024. Daily TCE Rate is not a recognized measure under U.S. GAAP. Please refer to Appendix A for the definition and reconciliation of this measure to Total vessel revenues, the most directly comparable financial measure calculated and
presented in accordance with U.S. GAAP.
Voyage expenses – Voyage expenses decreased to $1.3 million in the six months ended June 30, 2025, from $1.7 million in the corresponding period of 2024. This
decrease in voyage expenses is mainly associated with the decrease in Available Days.
Vessel operating expenses – The decrease in operating expenses for our dry bulk fleet by $4.0 million, to $8.4 million in the six months ended June 30, 2025,
from $12.4 million in the same period of 2024, mainly reflects the net decrease in Ownership Days due to the sales and acquisitions of the vessels mentioned above.
Management fees – Management fees in the six months ended June 30, 2025, amounted to $2.0 million, whereas, in the same period of 2024, management fees
totaled $2.1 million. This decrease in management fees is due to the net decrease in the total number of Ownership Days following the sales and acquisitions of the dry bulk vessels mentioned above. This decrease was partially offset by the
adjustments of management fees under the terms of the Amended and Restated Master Management Agreement effected on July 1, 2024.
Depreciation and amortization – Depreciation expenses for our dry bulk fleet in the six months ended June 30, 2025 and 2024 amounted to $4.3 million and $4.1
million, respectively. The increase reflects (i) the net decrease in the Ownership Days of our dry bulk segment days to 1,648 days in the six months ended June 30, 2025, from 2,153 days in the same period in 2024, due to the sale and acquisition of
vessels described above and (ii) the effect of classifying those vessels as “held for sale” on the date of the agreements for sale (during 2024), as depreciation was not recorded during the period in which
these vessels were classified as held for sale. Dry-dock and special survey amortization charges amounted to $0.5 million in both the six-month periods ended June 30, 2025 and 2024. The decrease in aggregate amortization days, mainly as a result of
the sale of vessels mentioned above, was partially offset by the amortization related to the vessels M/V Magic P, M/V Magic Starlight and M/V Magic Ariel, which initiated and completed their scheduled dry-dock during the six months ended June 30, 2025.
Loss on vessel held for sale – Refer to discussion under “Consolidated Results of Operations.”
Net gain / (loss) on sale of vessels – Refer to discussion under
“Consolidated Results of Operations” above for details on the sale of the M/V Magic Eclipse, M/V Magic Callisto, M/V Magic Moon, M/V Magic Nova, M/V Magic Orion, M/V Magic Nebula, M/V Magic Venus, M/V Magic Vela and M/V Magic Horizon.
Gain from a claim – Refer to discussion under “Consolidated Results of Operations- Gain from a claim.”
11
Six months ended June 30, 2025, as compared to six months ended June 30, 2024 — Containership Segment
|
Six months ended
June 30, 2024
|
Six months ended
June 30, 2025
|
Change-amount
|
Change %
|
|||||||||||||
|
Total vessel revenues
|
$
|
6,424,979
|
$
|
6,170,124
|
$
|
(254,855
|
)
|
4.0
|
%
|
|||||||
|
Expenses:
|
||||||||||||||||
|
Voyage expenses (including commissions to related party)
|
(310,852
|
)
|
(435,583
|
)
|
(124,731
|
)
|
40.1
|
%
|
||||||||
|
Vessel operating expenses
|
(2,277,979
|
)
|
(1,857,355
|
)
|
420,624
|
18.5
|
%
|
|||||||||
|
Management fees to related parties
|
(358,904
|
)
|
(335,610
|
)
|
23,294
|
6.5
|
%
|
|||||||||
|
Depreciation and amortization
|
(2,757,452
|
)
|
(724,256
|
)
|
2,033,196
|
73.7
|
%
|
|||||||||
|
Net gain / (loss) on sale of vessels
|
—
|
80,766
|
80,766
|
100
|
%
|
|||||||||||
|
Segment operating income
|
$
|
719,792
|
$
|
2,898,086
|
$
|
2,178,294
|
302.6%
|
%
|
||||||||
Total vessel revenues – Total vessel revenues for the six months ended June 30, 2025 decreased to $6.2 million from $6.4 million in the same period of 2024.
This variation was mainly driven by the decrease in our Available Days from 364 days in the six months ended June 30, 2024, to 329 days in the six months ended June 30, 2025, following the sale of two container vessels during the first and second
quarters of 2025. The above decrease was partially offset by the increase of the Daily TCE Rate earned by our container vessels during the comparative periods. During the six months ended June 30, 2025, our containerships earned an average Daily
TCE Rate of $17,430 compared to an average Daily TCE Rate of $16,797 earned in the same period of 2024. Daily TCE Rate is not a recognized measure under U.S. GAAP. Please refer to Appendix A for the definition and reconciliation of this measure to
Total vessel revenues, the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP. During the period in which we owned them, both of our containerships were engaged in period time charters.
Voyage expenses – Voyage expenses for our containership segment increased to $0.4 million in the six months ended June 30, 2025, from $0.3 million in the same
period of 2024, mainly reflecting the increase in bunker expenses during the six months ended June 30, 2025 compared to the same period in 2024.
Vessel operating expenses – Operating expenses for our containership segment decreased to $1.9 million in the six months ended June 30, 2025, from $2.3
million in the same period of 2024, mainly reflecting the decrease of the Ownership Days of our containership vessels.
Management fees – Management fees for our containership segment amounted to $0.3 million, whereas in the same period of 2024, management fees totaled $0.4
million. This decrease in management fees is due to the decrease in the total number of Ownership Days, partly offset by the adjustment of management fees under the terms of the Amended and Restated Master Management Agreement effective July 1,
2024.
12
Depreciation and amortization – Depreciation expenses for our containership segment amounted to $0.7 million in the six-month periods ended June 30, 2025
compared to $2.6 million in the respective period of 2024. The decrease is attributable to (i) the decrease in Ownership Days following the sale of the two containership vessels and (ii) the effect of classifying those vessels as “held for sale” on the date of the agreements for sale (during 2024), as depreciation was not recorded during the period in which these vessels were classified as held for sale. Dry-dock amortization charges
were nil during the six-month period ended June 30, 2025, compared to $0.2 million in the respective period of 2024, due to the sale of M/V Ariana A, which had been classified as held for sale as of
December 31, 2024 and amortization was not recorded up to its sale on January 22, 2025.
Net gain / (loss) on sale of vessel – Refer to discussion under “Consolidated Results of Operations” above for details on the sale of the M/V Gabriela A and M/V Ariana A.
Six months ended June 30, 2025, as compared to six months ended June 30, 2024 —Asset Management Segment
|
Six months ended
June 30, 2024
|
Six months ended
June 30, 2025
|
|||||||
|
Revenue from services
|
$
|
—
|
$
|
16,803,545
|
||||
|
Expenses:
|
||||||||
|
Cost of revenue from services
|
—
|
(10,504,581
|
)
|
|||||
|
Depreciation and amortization
|
—
|
(1,149,915
|
)
|
|||||
|
Provision for doubtful accounts
|
—
|
(15,459
|
) | |||||
|
Net gain on dispositions of assets
|
—
|
410,099
|
||||||
|
Net gain from equity method investments
|
—
|
441,493
|
||||||
|
Net loss from equity method investments measured at fair value
|
—
|
(25,430,461
|
)
|
|||||
|
Segment operating loss
|
$
|
—
|
$
|
(19,445,279
|
)
|
|||
Revenue from services – Revenue from services for the six months ended June 30, 2025, amounted to $16.8 million and relates to revenue earned from our
subsidiary, MPC Capital. Revenue from services is generated through the following streams: (i) transaction services, (ii) management services for companies and assets, and (iii) ship management services.
Cost of revenue from services – Cost of revenue from services for the six months ended June 30, 2025, amounted to $10.5 million and relates to expenses for
purchased services from third party providers and employee expenses from MPC Capital.
Depreciation and amortization – Depreciation and amortization expenses for the six months ended June 30, 2025, amounted to $1.1 million comprising property
and equipment depreciation and intangible assets amortization.
Net gain on disposal of assets – Net gain on disposal of assets in the six months ended June 30, 2025, amounted to $0.4 million following the sale of an asset
management contract.
13
Net gain from equity method investments – Income/(loss) from equity method investments for the six months ended June 30, 2025, amounted to $0.4 million
representing our share in jointly owned companies or equity method investments (all of which relate to the asset management segment).
Net loss from equity method investments at fair value – Net loss from equity method investments measured at fair value in the six months ended June 30, 2025
amounted to $25.4 million, resulting from the revaluation of such investments. These represent MPC Capital’s share in MPC Container Ships ASA and MPC Energy Solutions N.V for which we have elected the fair value option.
Liquidity and Capital Resources
We operate in a capital-intensive industry, and we expect to finance the purchase of additional vessels and other capital expenditures and entering into new co-investments
through a combination of proceeds from equity offerings, borrowings in debt transactions and cash generated from operations. Our liquidity requirements relate to servicing the principal and interest on our debt, funding capital expenditures and
working capital (which includes maintaining the quality of our vessels and complying with international shipping standards and environmental laws and regulations). In accordance with our business strategy, other liquidity needs may relate to
funding potential investments in additional vessels or businesses and maintaining cash reserves to hedge against fluctuations in operating cash flows. Our funding and treasury activities are intended to maximize investment returns while maintaining
appropriate liquidity.
As of June 30, 2025 and December 31, 2024, we had cash and cash equivalents of $44.8 million and $87.9 million, respectively. No restricted cash was held during either period.
Cash and cash equivalents are primarily held in U.S. dollars.
As of June 30, 2025, we had $5.3 million of gross indebtedness outstanding under our debt agreements. The term loan is unsecured and is not subject to any covenants.
Working capital is equal to current assets minus current liabilities. As of June 30, 2025, we had a working capital surplus of $125.3 million as compared to a working capital
surplus of $189.5 million as of December 31, 2024.
We believe that our current sources of funds and those that we anticipate to internally generate for a period of at least the next twelve months from June 30, 2025 will be
sufficient to fund the operations of our Fleet, meet our working capital and capital expenditures requirements and service the principal and interest on our existing debt for that period.
Our medium- and long-term liquidity requirements relate to the funding of cash dividends on our Series D Preferred Shares, as well as cash dividends to
noncontrolling interests from our majority-owned subsidiaries, when declared, and expenditures relating to the operation and maintenance of our vessels and entering into new co-investments. Sources of
funding for our medium- and long-term liquidity requirements are expected to be funded through a combination of existing cash and cash equivalents, cash flows from operations or new debt financing, if required, and proceeds from equity offerings
to the extent available and permitted.
From time to time, we make capital expenditures in connection with vessel acquisitions and vessels upgrades and improvements (either for the purpose of meeting regulatory or
legal requirements or for the purpose of complying with requirements imposed by classification societies), which we finance and expect to continue to finance with cash from operations, debt financing and equity issuances. We may also pursue future
investments, including strategic acquisitions, or participate in co-investment arrangements with third parties, which we expect to finance through a combination of internally generated funds, borrowings under existing or new credit facilities, and
potential equity or debt issuances. As of December 31, 2024 and June 30, 2025, we did not have any commitments for capital expenditures related to vessel acquisitions.
14
Our Borrowing Activities
Please refer to Notes 3 and 11 to our unaudited interim condensed consolidated financial statements, included elsewhere herein, for information regarding our borrowing
activities as of June 30, 2025.
Cash Flows
The following table summarizes our net cash flows provided by/(used in) operating, investing, and financing activities and our cash, cash equivalents and restricted cash for
the six-month periods ended June 30, 2024, and 2025:
|
Six months ended
June 30,
|
||||||||
|
(in U.S. Dollars)
|
2024
|
2025
|
||||||
|
Net cash provided by/(used in) operating activities from operations
|
$
|
23,848,121
|
$
|
(3,976,286
|
)
|
|||
|
Net cash provided by investing activities from operations
|
137,235,681
|
62,598,078
|
||||||
|
Net cash used in financing activities from operations
|
(45,691,738
|
)
|
(104,536,063
|
)
|
||||
|
Cash, cash equivalents and restricted cash at beginning of period
|
120,901,147
|
88,616,996
|
||||||
|
Cash, cash equivalents and restricted cash at end of period
|
$
|
236,293,211
|
$
|
45,909,658
|
||||
Operating Activities:
For the six months ended June 30, 2025, net cash used in operating activities amounted to $4.0 million, consisting of net loss of $17.0 million, non-cash adjustments related to
depreciation and amortization of $6.7 million, loss on vessels held for sale discussed above of $5.6 million, net loss on sale of vessels of $2.0 million, amortization and write off of deferred finance
charges of $0.1 million, amortization of fair value of acquired charters of $0.1 million, straight line amortization of hire of $0.1 million, unrealized gain of $7.5 million from revaluing our investments in listed equity securities at period end
market rates, a realized loss on sale of equity securities of $2.0 million, unrealized loss from equity method investments measured at fair value of $24.8 million, unrealized foreign exchange losses from equity method investments of $1.1 million,
payments related to dry-docking costs of $2.4 million and a net increase of $14.3 million in working capital, which is mainly the result of decreases in (i) trade receivables by $1.2 million, (ii) inventories by $0.8 million, (iii) prepaid expenses
and other assets by $0.3 million, (iv) income tax receivable / payable by $4.6 million, (v) derivative assets / liabilities by $1.1 million and (vi) accrued liabilities by $8.6 million, and set off by increases in (vii) due from/to related parties
by $0.6 million and (viii) deferred revenue by $0.2 million. Moreover, the Company received in cash $5.8 million of dividends from its equity method investments that are measured at fair value.
For the six months ended June 30, 2024, net cash provided by operating activities amounted to $23.8 million, consisting of net income of $45.2 million, non-cash adjustments related to depreciation
and amortization of $7.4 million, aggregate gain on sale of the vessels discussed above of $19.3 million, amortization and write off of deferred finance charges of $0.5 million, amortization of fair value of
acquired charters of $0.3 million, straight line amortization of hire of $0.2 million, unrealized gain of $11.2 million from revaluing our investments in listed equity securities at period end market rates, a gain of $1.4 million from a claim, a
realized gain on sale of equity securities of $3.6 million and a net decrease of $6.3 million in working capital, which is mainly the result of decreases in (i) trade receivables by $1.9 million, (ii) inventories by $0.6 million, (iii) due from/to
related parties by $5.6 million, (iv) prepaid expenses and other assets by $1.1 million, (v) accounts payable by $1.3 million and (vi) deferred revenue by $1.0 million.
15
Investing Activities:
For the six months ended June 30, 2025, net cash provided by investing activities amounted to $62.6 million mainly reflecting the net cash inflow of $61.9 million
of net proceeds from the sale of the vessels discussed above, net inflows of $20.7 million associated with the purchase and sale of equity securities, net outflows of $20.0 million associated with the
sale and purchase of equity method investments. Please also refer to Notes 6, 10, 12 to our unaudited interim condensed consolidated financial statements included elsewhere in this report for a more detailed discussion.
For the six months ended June 30, 2024, net cash provided by investing activities amounted to $137.2 million mainly reflecting the net cash inflow of $107.9 million of net proceeds from the sale of
the vessels discussed above, net inflows of $28.0 million associated with the purchase and sale of equity securities and inflows of $1.4 million of proceeds from a claim associated with an unsuccessful sale of M/V
Magic Moon.
Financing Activities:
For the six months ended June 30, 2025, net cash used in financing activities amounted to $104.5 million, mainly relating to (i) $101.1 million consisting of period scheduled
principal repayments under our existing secured credit facilities, early prepayments due to sale of vessels and voluntary prepayments, (ii) $1.6 million proceeds from long-term debt, (ii) $2.1 million of dividends paid relating to Series D
Preferred Shares and (iii) $2.8 million for cash dividends paid to non-controlling interest. Please also refer to Notes 3, 11 and 13 to our unaudited interim consolidated financial statements included elsewhere in this report for a more detailed
discussion.
For the six months ended June 30, 2024, net cash used in financing activities amounted to $45.7 million, mainly relating to (i) $43.4 million of period scheduled principal repayments under our
existing secured credit facilities and early prepayments due to sale of vessels, (ii) $1.2 million of dividends paid relating to Series D Preferred Shares and (iii) $1.1 million for the repurchase of warrants.
Critical Accounting Estimates
We prepare our financial statements in accordance with accounting principles generally accepted in the United States, or U.S. GAAP. On a regular basis, management reviews the
accounting policies, assumptions, estimates and judgments to ensure that our consolidated financial statements are presented fairly and in accordance with U.S. GAAP. However, because future events and their effects cannot be determined with
certainty, actual results could differ from our assumptions and estimates, and such differences could be material. For more details on our Critical Accounting Estimates, please read “Item 5. Operating and Financial
Review and Prospects—E. Critical Accounting Estimates” in our 2024 Annual Report. For a description of our significant accounting policies, please read Note 2 to our unaudited interim condensed consolidated financial statements, included
elsewhere in this report, “Item 18. Financial Statements” in our 2024 Annual Report and more precisely “Note 2. Significant Accounting Policies and Recent Accounting
Pronouncements” of our consolidated financial statements included in our 2024 Annual Report.
16
APPENDIX A
Non-GAAP Financial Information
Daily TCE Rate. The Daily Time Charter Equivalent Rate (“Daily TCE Rate”) is a measure of the average daily revenue performance of a vessel. The Daily TCE Rate
is not a measure of financial performance under U.S. GAAP (i.e., it is a non-GAAP measure) and should not be considered as an alternative to any measure of financial performance presented in accordance with U.S. GAAP. We calculate Daily TCE Rate by
dividing total revenues (time charter and/or voyage charter revenues, and/or pool revenues, net of charterers’ commissions), less voyage expenses, by the number of Available Days during that period. Under a time charter, the charterer pays
substantially all the vessel voyage related expenses. However, we may incur voyage related expenses when positioning or repositioning vessels before or after the period of a time or other charter, during periods of commercial waiting time or while
off-hire during dry docking. Under voyage charters, the majority of voyage expenses are generally borne by us whereas for vessels in a pool, such expenses are borne by the pool operator. The Daily TCE Rate is a standard shipping industry
performance measure used primarily to compare period-to-period changes in a company’s performance and, management believes that the Daily TCE Rate provides meaningful information to our investors since it compares daily net earnings generated by
our vessels irrespective of the mix of charter types (i.e., time charter, voyage charter or other) under which our vessels are employed between the periods while it further assists our management in making decisions regarding the deployment and use
of our vessels and in evaluating our financial performance. Our calculation of the Daily TCE Rates may be different from and may not be comparable to that reported by other companies. The following table reconciles the calculation of the Daily TCE
Rate for our Fleet to Total vessel revenues for the periods presented (amounts in U.S. dollars, except for Available Days):
Reconciliation of Daily TCE Rate to Total vessel revenues — Consolidated
|
Six-months ended
June 30,
|
Six-months ended
June 30,
|
|||||||
|
2024
|
2025
|
|||||||
|
Total vessel revenues
|
$
|
36,669,776
|
$
|
21,482,267
|
||||
|
Voyage expenses -including commissions to related party
|
(2,012,774
|
)
|
(1,776,817
|
)
|
||||
|
TCE revenues
|
$
|
34,657,002
|
$
|
19,705,450
|
||||
|
Available Days
|
2,517
|
1,893
|
||||||
|
Daily TCE Rate
|
$
|
13,769
|
$
|
10,410
|
||||
Reconciliation of Daily TCE Rate to Total vessel revenues — Dry Bulk Segment
|
Six-months ended
June 30,
|
Six-months ended
June 30,
|
|||||||
|
2024
|
2025
|
|||||||
|
Total vessel revenues
|
|
$
|
30,244,797
|
$
|
15,312,143
|
|||
|
Voyage expenses - including commissions to related party
|
(1,701,922
|
)
|
(1,341,234
|
)
|
||||
|
TCE revenues
|
|
$
|
28,542,875
|
$
|
13,970,909
|
|||
|
Available Days
|
2,153
|
1,564
|
||||||
|
Daily TCE Rate
|
$
|
13,257
|
$
|
8,933
|
||||
17
Reconciliation of Daily TCE Rate to Total vessel revenues — Containership Segment
|
Six-months ended
June 30,
|
Six-months ended
June 30,
|
|||||||
|
2024
|
2025
|
|||||||
|
Total vessel revenues
|
$
|
6,424,979
|
$
|
6,170,124
|
||||
|
Voyage expenses - including commissions to related party
|
(310,852
|
)
|
(435,583
|
)
|
||||
|
TCE revenues
|
$
|
6,114,127
|
$
|
5,734,541
|
||||
|
Available Days
|
364
|
329
|
||||||
|
Daily TCE Rate
|
$
|
16,797
|
$
|
17,430
|
||||
18