6-K
Himalaya Shipping Ltd. (HSHP)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2026
Commission File Number 001-41676
Himalaya Shipping Ltd.
(Exact name of Registrant as specified in its charter)
Not applicable
(Translation of Registrant’s name into English)
S. E. Pearman Building
2nd floor, 9 Par-la-Ville Road
Hamilton HM 11
Bermuda
(Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F o
Exhibits.
| Exhibit | Description |
|---|---|
| 99.1 | Himalaya Shipping Ltd. Earnings Release for the Fourth Quarter of 2025 |
| 99.2 | Himalaya Shipping Ltd. Interim Financial Information for the Fourth Quarter of 2025 |
| 99.3 | Himalaya Shipping Ltd. Results Presentation for the Fourth Quarter of 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.
| Himalaya Shipping Ltd. | ||
|---|---|---|
| By: | /s/ Lars-Christian Svensen | |
| Name: | Lars-Christian Svensen | |
| Title: | Chief Executive Officer | |
| Date: February 10, 2026 |
Document
Himalaya Shipping Ltd. (HSHP) Announces its Preliminary Results for the Three and Twelve Months Ended December 31, 2025
Hamilton, Bermuda, February 10, 2026
Himalaya Shipping Ltd. (“Himalaya,” “Himalaya Shipping” or the “Company”) announces preliminary unaudited results for the three and twelve months ended December 31, 2025.
Highlights for the Fourth Quarter of 2025
•Total operating revenues of $42.1 million, which is an average time charter equivalent (“TCE”) earnings of approximately $39,600 per day, gross1. Average Baltic 5TC Capesize Index was $28,875 per day.
•Net income of $13.5 million and EBITDA2 of $33.3 million.
•Converted the index-linked time charters for four vessels to fixed rate time charters at an average rate of approximately US$27,700 per day, gross, from January 1, 2026 to March 31, 2026.
•Entered into a new time charter agreement for Mount Elbrus until June 30, 2026 at a fixed rate of $30,000 per day, gross, which thereafter will convert to an index linked rate reflecting a significant premium to the Baltic 5TC index with an evergreen structure.
•Entered into a new time charter agreement for Mount Ita for a period of 11 to 14 months at an index linked rate, reflecting a significant premium to the Baltic 5TC index.
•Cash distributions of $0.07, $0.10 and $0.13 per common share for October, November and December 2025, respectively.
Subsequent Events
•Achieved time charter equivalent earnings for January 2026 of approximately $32,400 per day, gross.
•Declared a cash distribution of $0.06 per common share for January 2026.
•Entered into a contract to acquire an additional 4,200 shares in 2020 Bulkers Management AS from 2020 Bulkers Ltd. for NOK1.1 million, which will be effective on April 1, 2026, for a total ownership of 54%.
Contracted CEO, Lars-Christian Svensen commented:
“The average Baltic Capesize Index (BCI) for the fourth quarter of 2025 was $28,875 per day (full year 2025 average $21,297), while the 12-vessel Himalaya fleet achieved average TCE earnings of around $39,600 per day, gross, over the same period. This performance underscores the strong capabilities and potential of our vessels, as well as the solid commercial execution to date.
The fourth quarter of 2025 saw an increase in ton miles of 9.4% year-on-year for Capesize cargoes. Across the three major commodities, ton miles increased by 12.4% for iron ore and 21% for bauxite, partially offset by a 15% decrease in coal. The increase in bauxite ton miles was primarily driven by volumes from West Africa to China.
The market has been driven by a combination of healthy demand from China, increased exports from Brazil and West Africa, coupled with stable tonnage balance in favor of owners.
We maintain a positive long-term outlook for large dry bulk ships. The current order book for new Capesize vessels represents 12% of the existing fleet. Although we see a slightly increasing order book, Capesize has the lowest order book of all major shipping segments, and yard capacity has decreased significantly from its peak.
1 The Company uses certain financial information calculated on a basis other than in accordance with accounting principles generally accepted in the United States (US GAAP) including average TCE earnings, gross and EBITDA. Average daily TCE earnings, gross, as presented above, represents time charter revenues and voyage charter revenues adding back address commissions and divided by fleet operational days. Please refer to the appendix of this release for a reconciliation of this non-GAAP measure to the most directly comparable financial measures prepared in accordance with US GAAP.
2 EBITDA as presented above represents our net income plus depreciation of vessels and equipment; total financial expenses, net; and income tax expense. Please refer to the appendix of this report for a reconciliation of this non-GAAP financial measure to the most directly comparable financial measure prepared in accordance with US GAAP.
Additionally, by 2028, 14% of the entire fleet will be more than 20 years old, marking the earliest opportunity for significant fleet expansion. Furthermore, 20% of the total Capesize fleet will require drydocking in 2026 due to 5, 10, 15, and 20-year Special Surveys.
The Company’s outlook remains positive on expected growth in ton miles, driven by China's strong demand for bauxite, with 77% of the 2025 volumes originating from West Africa and Brazil. The anticipated increase in iron ore production capacity in the Atlantic, specifically from Guinea (120 million tonnes) and Brazil (50 million tonnes) between 2025 and 2027, is expected to further boost ton miles.
The Company has maintained its strategy of paying monthly distributions to its shareholders. We expect a significant portion of free cash flow after debt service to be paid to shareholders. For Q4 2025, we declared total cash distributions of $0.30 per share. If our positive market outlook materializes, there may be a potential to increase distributions.”
Management discussion and analysis
Consolidated Statements of Operations
Three months ended December 31, 2025:
| (in $ millions) | Three months ended December 31, 2025 | Three months ended December 31, 2024 | Change ($) | Change (%) | |
|---|---|---|---|---|---|
| Total operating revenues | 42.1 | 29.6 | 12.5 | 42.2 | % |
| Vessel operating expenses | (7.0) | (6.8) | (0.2) | 2.9 | % |
| Voyage expenses | (0.6) | (0.5) | (0.1) | 20.0 | % |
| General and administrative expenses | (1.2) | (1.0) | (0.2) | 20.0 | % |
| Depreciation and amortization | (7.3) | (7.3) | — | — | % |
| Total operating expenses | (16.1) | (15.6) | (0.5) | 3.2 | % |
| Operating income | 26.0 | 14.0 | 12.0 | 85.7 | % |
| Total financial expenses, net | (12.5) | (12.9) | 0.4 | (3.1) | % |
| Net income | 13.5 | 1.1 | 12.4 | 1127.3 | % |
| EBITDA | 33.3 | 21.3 | 12.0 | 56.3 | % |
Total operating revenues for the three months ended December 31, 2025 were $42.1 million, a $12.5 million increase compared to the three months ended December 31, 2024. The increase is mainly a result of higher average TCE earnings, gross, achieved in the three months ended December 31, 2025 of $39,600/day compared to $27,800/day in the three months ended December 31, 2024. The average Baltic 5TC Capesize Index was $28,875 per day in the three months ended December 31, 2025 compared to $18,301 per day in the three months ended December 31, 2024.
Vessel operating expenses for the three months ended December 31, 2025 were $7.0 million, a $0.2 million increase compared to the three months ended December 31, 2024. As some of the vessels are now more than 2 years old, certain expenses have increased such as spares by $0.1 million, and stores, consumables and service fees by $0.1 million in the three months ended December 31, 2025 compared to the corresponding three months in the prior year. The Company achieved an average vessel operating cost per day rate3 of $6,400 and $6,200 for the three months ended December 31, 2025 and 2024, respectively.
3 Average vessel operating cost per day is calculated by dividing vessel operating expenses by the number of calendar days in the period.
General and administrative expenses for the three months ended December 31, 2025 were $1.2 million, a $0.2 million increase compared to the three months ended December 31, 2025. The increase is due to the increase in payroll related accruals by $0.2 million.
Total financial expenses for the three months ended December 31, 2025 was $12.5 million, a $0.4 million decrease compared to the three months ended December 31, 2024. The decrease is mainly due to a lower average loan principal outstanding in the three months ended December 31, 2025 compared to the three months ended December 31, 2024, as a result of quarterly loan repayments.
Twelve months ended December 31, 2025:
| (in $ millions) | Twelve months ended December 31, 2025 | Twelve months ended December 31, 2024 | Change ($) | Change (%) | |
|---|---|---|---|---|---|
| Total operating revenues | 131.9 | 123.6 | 8.3 | 6.7 | % |
| Vessel operating expenses | (28.0) | (23.8) | (4.2) | 17.6 | % |
| Voyage expenses | (1.6) | (1.6) | — | — | % |
| General and administrative expenses | (4.9) | (5.0) | 0.1 | (2.0) | % |
| Depreciation and amortization | (29.2) | (26.5) | (2.7) | 10.2 | % |
| Total operating expenses | (63.7) | (56.9) | (6.8) | 12.0 | % |
| Operating income | 68.2 | 66.7 | 1.5 | 2.2 | % |
| Total financial expenses, net | (50.5) | (45.6) | (4.9) | 10.7 | % |
| Net income | 17.7 | 21.1 | (3.4) | (16.1) | % |
| EBITDA | 97.4 | 93.2 | 4.2 | 4.5 | % |
Total operating revenues for the twelve months ended December 31, 2025 were $131.9 million, an $8.3 million increase compared to the twelve months ended December 31, 2024. This increase was mainly a result of the increase in the number of operating days in the twelve months ended December 31, 2025 to 4,380 days from 3,941 days in the twelve months ended December 31, 2024, due to the delivery of six vessels during the first half of 2024, resulting in a $13.8 million increase in total operating revenues. The increase is partly offset by the lower average TCE earnings, gross, achieved in the twelve months ended December 31, 2025 of $31,200/day compared to $32,500/day in 2024, which resulted in a $5.5 million decrease in total operating revenues.
Vessel operating expenses for the twelve months ended December 31, 2025 were $28.0 million, a $4.2 million increase compared to the twelve months ended December 31, 2024. The increase is mainly a result of the entire fleet fully operating in the twelve months ended December 31, 2025, while six vessels were delivered and commenced operations during the first half of 2024. In addition, for vessels that were delivered in 2023, certain expenses have increased such as spares by $0.4 million and service fees by $0.3 million in the twelve months ended December 31, 2025 compared to the prior year. The Company achieved average vessel operating cost per day of $6,400 for the twelve months ended December 31, 2025 compared to $6,100 in the twelve months ended December 31, 2024.
Depreciation for the twelve months ended December 31, 2025 was $29.2 million, a $2.7 million increase compared to the twelve months ended December 31, 2024. The increase is mainly a result of the delivery and commencement of operations of the remaining six vessels during the first half of 2024.
Total financial expenses for the twelve months ended December 31, 2025 were $50.5 million, a $4.9 million increase compared to the twelve months ended December 31, 2024. This is mainly due to the increase in interest expense as a result of the increase in the average balance of outstanding debt following the delivery of vessels during the first half of 2024.
Consolidated Balance Sheets
Vessels and equipment as of December 31, 2025 was $823.8 million, a $29.2 million decrease compared to $853.0 million as of December 31, 2024. The decrease is due to vessel depreciation in the twelve months ended December 31, 2025.
Total debt as of December 31, 2025 was $689.2 million, a $24.7 million decrease compared to $713.9 million as of December 31, 2024. The decrease is primarily due to the repayments of principal of $27.3 million on the sale and leaseback arrangements, partially offset by amortization of deferred finance costs of $2.6 million.
Consolidated Statements of Cash Flows
Three months ended December 31, 2025
Net cash provided by operating activities was $24.8 million, compared to $10.5 million in the three months ended December 31, 2024. The increase is primarily due to increase in operating revenue by $12.5 million, and increase in net cash inflow by $2.0 million due to timing of working capital movements.
Net cash used in financing activities was $18.8 million, compared to $12.7 million in the three months ended December 31, 2024. Net cash used in financing activities in the three months ended December 31, 2025 primarily consisted of cash distributions of $12.6 million, repayments on the sale and leaseback financings of $6.9 million, slightly offset by net proceeds of $0.7 million from issuance of shares in connection with the exercise of share options. Net cash used in financing activities in the three months ended December 31, 2024 primarily consisted of repayments on the sale and leaseback financings of $6.5 million and cash distributions of $6.2 million.
Twelve months ended December 31, 2025
Net cash provided by operating activities was $51.7 million, compared to $55.9 million in the twelve months ended December 31, 2024. The decrease is primarily due to the increase in vessel operating expenses by $4.2 million. Included within net cash provided by operating activities in the twelve months ended December 31, 2025 are interest payments (net of capitalized interest) of $49.5 million, compared to $40.3 million in the twelve months ended December 31, 2024. These were partially offset by an increase in total operating revenues and associated cash receipts.
Net cash used in investing activities was nil, compared to $313.4 million in the twelve months ended December 31, 2024, which consisted of installment payments and costs related to the delivery of Mount Bandeira, Mount Hua, Mount Elbrus, Mount Denali, Mount Aconcagua and Mount Emai.
Net cash used in financing activities was $38.7 million, compared to $251.4 million in net cash provided by financing activities in the twelve months ended December 31, 2024. Net cash used in financing activities in the twelve months ended December 31, 2025 consisted of repayments on the sale and leaseback financings of $27.3 million and the revolving credit facility with Drew Holdings Ltd. (the “Drew facility”) of $6.0 million, and payments of cash distributions of $26.9 million, partly offset by net proceeds of $14.8 million from the private placement in March 2025, proceeds from share issuance in connection with the exercise of share options of $0.7 million and draw downs under the Drew facility of $6.0 million. Net cash provided by financing activities in the twelve months ended December 31, 2024 primarily consisted of $295.5 million drawn down from the sale and leaseback financing arrangements, slightly offset by repayments on the sale and leaseback financings of $21.2 million, payment of deferred financing costs of $2.3 million and cash distributions of $20.6 million.
Liquidity and Financing
As of December 31, 2025, the Company had cash and cash equivalents of $32.4 million and $10.0 million available to draw down under the Drew facility.
As of December 31, 2025, cash and cash equivalents included $12.3 million which the Company is required to maintain as minimum cash balance for all eight vessels under the sale and leaseback arrangements with CCB Financial Leasing Company Limited and Jiangsu Financial Leasing Co. Ltd.
All of our vessels have been financed by Chinese leasing houses at a fixed bareboat rate with a maturity of seven years from the delivery of each vessel. This gives the Company a fixed financing cost for our vessels until the maturity of their respective leases.
Repayments on the financing for the installation of the scrubbers is scheduled to conclude in February 2026. After repayment of the scrubber financing, the Company’s cash break-even will be $24,400 per vessel, per day.
Commercial Update
In the fourth quarter of 2025, the Company achieved average TCE earnings, gross of approximately $39,600 per day, including average daily scrubber benefits of approximately $1,400 per day.
In addition, in the fourth quarter of 2025, the Company’s vessels trading on index-linked time charters earned approximately $41,300 per day, gross, including average daily scrubber benefits. The Company’s vessels trading on fixed rate time charters earned approximately $37,800 per day, gross, including average daily scrubber benefits.
The Baltic 5TC Capesize Index averaged $28,875 per day in the fourth quarter of 2025.
Fleet Status
The table below sets forth information about our fleet and charters.
| Vessel name | Built | Type | 2026 | 2027 | 2028 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Q1 | Q3 | Q4 | Q1 | Q2 | Q3 | Q4 | Q1 | |||||||
| Mount Norefjell | 2023 | DF Newcastlemax | 27,265 1 | Index1 | ||||||||||
| Mount Ita | 2023 | DF Newcastlemax | Index | |||||||||||
| Mount Etna | 2023 | DF Newcastlemax | 27,650 1 | Index1,2 | ||||||||||
| Mount Blanc | 2023 | DF Newcastlemax | Index1,2 | |||||||||||
| Mount Matterhorn | 2023 | DF Newcastlemax | Index1 | |||||||||||
| Mont Neblina | 2023 | DF Newcastlemax | Index1,2 | |||||||||||
| Mount Bandeira | 2024 | DF Newcastlemax | Index1,2 | |||||||||||
| Mount Hua | 2024 | DF Newcastlemax | 27,528 1 | Index1,2 | ||||||||||
| Mount Elbrus | 2024 | DF Newcastlemax | 30,000 3 | |||||||||||
| Mount Denali | 2024 | DF Newcastlemax | 28,243 1 | Index1,2 | ||||||||||
| Mount Aconcagua | 2024 | DF Newcastlemax | Index1 | |||||||||||
| Mount Emai | 2024 | DF Newcastlemax | Index1 |
All values are in US Dollars.
| Option | Available |
|---|
1 Plus scrubber premium according to the terms of the time charter agreement
2 Evergreen structure
3 Converts to index-linked rates with an evergreen structure after the minimum commitment period
Market Commentary
The Baltic 5TC Capesize index averaged $28,875 in Q4 2025, an increase from $18,301 during the same period in 2024.
Q4 2025 represented the second strongest market in a decade, and 2025 overall proved another year with sustainable and healthy rates.
China continues to import iron ore at a year-on-year increased volume, especially from long haul trades. China iron ore imports in 2025 were at an all-time high. As Brazil experiences increased competition on tonnage from West Africa bauxite exports, rates are stabilizing at a higher level than seen in previous years. In addition, we have seen more Brazil iron ore exports to India, providing beneficial competition to the Brazil - China trade lane.
Following the existing orders of Newcastlemax vessels, available newbuilding berths with delivery before the first half of 2029 are expected to be limited. Current newbuilding cost for a dual-fuel Newcastlemax in China is believed to be approximately $95 million.
We continue to see potential upside to the future development in the Capesize market from current levels in the event of continued strong exports of iron ore and bauxite from Brazil and West Africa. The Simandou project in Guinea is reported to be advancing at a good pace, with the first shipment executed in November 2025 and an expected 24-month ramp-up to 60 million tons per annum for phase 1, and an additional 60 million tons per annum for phase 2. In addition, Vale has indicated that it is targeting a 50 million tons per annum increase in capacity by 2026 from Vargem Grande, Capanema and the S11D mine.
Key downside risks to the Capesize market include a potential slowdown in the Chinese economy and geopolitical tensions, incuding trade wars and tariffs. Although we have not been directly impacted by the tariffs and tolls announced by the U.S. administration, we are closely monitoring the Panamax and Supramax segments, as trends in the market for smaller dry bulk vessels have historically had an impact on the market for Capesize and Newcastlemax vessels.
Capesize Fleet Development
Growth in vessel supply for large bulk carriers is still anticipated to be moderate in the coming years with a current Capesize fleet at 407 million dwt as of January 1, 2026, compared to 401 million dwt in January 2025.
The current order book for Capesize dry bulk vessels currently stands at 12% of the existing fleet, up from an average of 9% in 2025. In the fourth quarter of 2025, 12 million dwt was ordered compared to 3.6 million dwt in the fourth quarter of 2024.
22.5 million dwt was ordered in 2025, compared to 18.3 million dwt during 2024. 1.4 million dwt has been scrapped in 2025, compared to 0.8 million dwt in 2024.
Operational Update
In the three months ended December 31, 2025, our fleet had 1,104 operational days, and a utilization rate of 99.8%.
Outlook
Approximately 172 large bulk carriers are scheduled for delivery before 2029, and we anticipate a significant number of vessels will require dry docking in the coming years. In 2026, about 28% of the total Capesize fleet, ranging from 159,000 dwt to 211,000 dwt, will be due for dry dock or Special Surveys. Based on the current order book, the fleet is projected to grow by only 2.5% in 2026, taking account of the upcoming dry dock schedule. As of December 31, 2025, approximately 138 Capesize vessels were 20 years old or older, contributing to an increasing average fleet age.
The trend of ton mile-intensive trades of raw materials sourced from the Atlantic basin to meet demand in the Far East is expected to continue. Iron ore from Brazil and Guinea typically involves sailing distances three times longer than those from the Pacific basin. The estimated 170 million tonnes of additional iron ore volumes from Guinea and Brazil are expected to boost ton mile demand.These additional iron ore volumes may impact volumes exported from Australia or Chinese domestic production volumes.
In our view, Himalaya Shipping continues to have one of the most modern Newcastlemax fleet in the world. The dual fuel LNG capability of our vessels means that, when a vessel is running on LNG, the CO2 emissions are more than halved compared to a standard Capesize index ship. Our modern fleet should be well positioned to take advantage of the regulatory challenges facing a majority of the Capesize fleet.
We believe that Himalaya’s structure, with index linked charters currently earning on average a 41% premium to the Baltic 5TC (BCI) index plus scrubber benefits, low G&A costs and financing with fixed bareboat rates (seven years from the delivery of each vessel), positions us well to continue delivering solid returns to our shareholders in the coming years in what we believe will be an improving spot market.
Forward looking statements
This press release and any related discussions contain forward-looking statements as defined in Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are statements that do not reflect historical facts and may be identified by words such as “aim”, “believe,” “assuming,” “anticipate,” “could”, “expect”, “intend,” “estimate,” “forecast,” “project,” “likely to”, “plan,” “potential,” “will,” “may,” “should,” “potential” or other similar expressions and include statements about plans, objectives, goals, strategies, future events or performance, including outlook, prospects, statements about the benefits of our vessels, including reduced emissions when running on LNG, the terms of our charters and chartering activity including the information under “Fleet Status”, dry bulk industry trends and market outlook, including market conditions and activity levels in the industry, potential upside in the Capesize market, positive market outlook, the expectation that our structure positions us well to continue delivering solid returns to our shareholders in the coming years in what we believe will be an improving spot market, expected demand for vessels and expected drivers of demand including projects and expected output of projects and timing and expected additional shipping capacity demand resulting from projects such as those in Guinea and underlying assumptions, expected increase in iron-ore production capacity, expected trends in the global fleet including expected supply of new vessels in the coming years and expected cost of newbuilds, expected increase in ton miles, expected growth in the fleet, our cash breakeven point, statements about our capital strategy, dividend objectives and free cash flow distribution, expectations and plans, including a potential to increase distributions if positive outlook materializes, expected limited need for capital expenditures and expectation of a significant portion of free cash flow after debt service to be paid to shareholders, statements made in the sections above entitled “Market Commentary,” and “Outlook,” including expected trends in vessel supply and trends in the global fleet, expected and scheduled drydocking and Special Surveys, and other non-historical statements. These forward-looking statements are not statements of historical fact and are based upon current estimates, expectations, beliefs, and various assumptions, many of which are based, in turn, upon further assumptions. These statements involve significant risks, uncertainties, contingencies and factors that are difficult or impossible to predict and are beyond our control, and that may cause our actual results, performance or achievements to be materially different from what is expressed, implied or forecasted in such forward-looking statements including:
•general economic, political and business conditions;
•general dry bulk market conditions, including fluctuations in charter hire rates and vessel values;
•charter rates, operating days for our fleet and our ability to achieve charter rates above our break-even rate;
•changes in demand in the dry bulk shipping industry, including the market for our vessels;
•demand for the products our vessels carry and the status of projects, and timing and number of production of projects that produce iron ore and other products we ship;
•changes in the supply of dry bulk vessels;
•our ability to successfully re-employ our dry bulk vessels at the end of their current charters and the terms of future charters;
•changes in our operating expenses, including fuel or bunker prices, dry docking and insurance costs;
•compliance with, and our liabilities under, governmental, tax, environmental and safety laws and regulations;
•changes in governmental regulation, tax and trade matters and actions taken by regulatory authorities;
•potential disruption of shipping routes due to accidents, hostilities or political events;
•our ability to refinance our debt and other obligations as they fall due;
•fluctuations in foreign currency exchange rates;
•potential conflicts of interest involving members of our board and management and our significant shareholder;
•the risk of a continued economic slowdown in China and other factors impacting demand from China;
•global economic and trade conditions, the impact of tariffs and trade wars, wars and geopolitical events and the risk of heightened geopolitical tensions;
•changes in the size of the fleet or ton miles;
•the development of projects in Guinea and Brazil, including timing of completion of such projects, output of such projects and impact on the Capesize market;
•our ability to pay dividends and cash distributions, and the amount of dividends and cash distributions we ultimately pay;
•risks related to climate change, including climate-change or greenhouse gas related legislation or regulations and the impact on our business from climate-change related physical changes or changes in weather patterns, and the potential impact of new regulations relating to climate change, as well as the impact of the foregoing on the performance of our vessels;
•other factors that may affect our financial condition, liquidity and results of operations; and
•other risks described under "Item 3. Key Information - D. Risk Factors" in our Annual Report on Form 20-F for the year ended December 31, 2024 filed with the U.S. Securities and Exchange Commission on March 26, 2025.
You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Himalaya Shipping undertakes no and expressly disclaims any obligation to update publicly any forward-looking statements after the date of this press release whether as a result of new information, future events or otherwise, except as required by law.
About Himalaya Shipping Ltd.
Himalaya Shipping Ltd. is an independent bulk carrier company, incorporated in Bermuda. Himalaya Shipping has twelve vessels in operation.
February 10, 2026
The Board of Directors
Himalaya Shipping Ltd.
Hamilton, Bermuda
Bjorn Isaksen (Chairman of the Board)
Carl Erik Steen (Director)
Alexandra Kate Blankenship (Director)
Jehan Mawjee (Director)
Mi Hong Yoon (Director
Questions should be directed to:
Lars-Christian Svensen: Contracted CEO, +47476 38756
APPENDIX
UNAUDITED NON GAAP MEASURES AND RECONCILIATIONS
Average TCE earnings, gross is a non-U.S. GAAP measure of the average daily revenue performance of a vessel. We believe average TCE revenues provide additional meaningful information for investors to analyze our fleets’ daily income performance. Set forth below is a reconciliation of average TCE earnings, gross to total operating revenues for the periods presented.
| In millions, except per day and number of days | Three months ended | Twelve months ended | |||||
|---|---|---|---|---|---|---|---|
| December 31, 2024 | December 31, 2025 | December 31, 2024 | |||||
| Total operating revenues | 42.1 | 29.6 | 131.9 | 123.6 | |||
| Add: Address commissions | 1.6 | 1.1 | 4.9 | 4.5 | |||
| Total operating revenues, gross | 43.7 | 30.7 | 136.8 | 128.1 | |||
| Fleet operational days | 1,104 | 1,104 | 4,380 | 3,941 | |||
| Average TCE earnings, gross | 39,600 | 27,800 | 31,200 | 32,500 |
All values are in US Dollars.
We present EBITDA because we believe this measure increases comparability of total business performance from period to period and against the performance of other companies. Set forth below is a reconciliation of EBITDA to net income for the periods presented.
| Three months ended | Twelve months ended | |||
|---|---|---|---|---|
| In $ millions | December 31, 2025 | December 31, 2024 | December 31, 2025 | December 31, 2024 |
| Net income | 13.5 | 1.1 | 17.7 | 21.1 |
| Depreciation | 7.3 | 7.3 | 29.2 | 26.5 |
| Total financial expenses, net | 12.5 | 12.9 | 50.5 | 45.6 |
| Income tax | — | — | — | — |
| EBITDA | 33.3 | 21.3 | 97.4 | 93.2 |
Non-GAAP financial measures may not be comparable to similarly titled measures of other companies and have limitations and should not be considered in isolation or as a substitute for analysis of our operating results as reported under U.S. GAAP.
Document
INTERIM FINANCIAL INFORMATION
FOURTH QUARTER 2025
Himalaya Shipping Ltd.
Unaudited Consolidated Statements of Operations
(In $ millions except share and per share data)
| Notes | Three months ended December 31, 2025 | Three months ended December 31, 2024 | Twelve months ended December 31, 2025 | Twelve months ended December 31, 2024 | |
|---|---|---|---|---|---|
| Operating revenues | |||||
| Time charter revenues | 8 | 42.1 | 29.6 | 131.9 | 123.6 |
| Total operating revenues | 42.1 | 29.6 | 131.9 | 123.6 | |
| Operating expenses | |||||
| Vessel operating expenses | (7.0) | (6.8) | (28.0) | (23.8) | |
| Voyage expenses and commissions | (0.6) | (0.5) | (1.6) | (1.6) | |
| General and administrative expenses | (1.2) | (1.0) | (4.9) | (5.0) | |
| Depreciation | 11 | (7.3) | (7.3) | (29.2) | (26.5) |
| Total operating expenses | (16.1) | (15.6) | (63.7) | (56.9) | |
| Operating income | 26.0 | 14.0 | 68.2 | 66.7 | |
| Income (loss) from equity method investment | 10 | — | — | — | — |
| Financial income (expenses), net | |||||
| Interest income | 0.3 | 0.2 | 1.0 | 1.0 | |
| Interest expense, net of amounts capitalized | 7 | (12.7) | (13.1) | (51.4) | (46.6) |
| Other financial (expenses) income, net | (0.1) | — | (0.1) | — | |
| Total financial expenses, net | (12.5) | (12.9) | (50.5) | (45.6) | |
| Net income before income tax | 13.5 | 1.1 | 17.7 | 21.1 | |
| Income tax (expense) / credit | 5 | — | — | — | — |
| Net income attributable to shareholders of Himalaya Shipping Ltd. | 13.5 | 1.1 | 17.7 | 21.1 | |
| Total comprehensive income attributable to shareholders of Himalaya Shipping Ltd. | 13.5 | 1.1 | 17.7 | 21.1 | |
| Basic and diluted earnings per share | 6 | 0.29 | 0.02 | 0.38 | 0.48 |
Himalaya Shipping Ltd.
Unaudited Consolidated Balance Sheets
(In $ millions except share and per share data)
| Notes | December 31, 2025 | December 31, 2024 | |
|---|---|---|---|
| ASSETS | |||
| Current assets | |||
| Cash and cash equivalents | 32.4 | 19.4 | |
| Trade receivables | 0.7 | 1.2 | |
| Prepaid expenses and other current assets | 9 | 6.6 | 6.2 |
| Total current assets | 39.7 | 26.8 | |
| Non-current assets | |||
| Equity method investments | 10 | 0.4 | 0.3 |
| Vessels and equipment, net | 11 | 823.8 | 853.0 |
| Total non-current assets | 824.2 | 853.3 | |
| Total assets | 863.9 | 880.1 | |
| LIABILITIES AND SHAREHOLDER’S EQUITY | |||
| Current liabilities | |||
| Current portion of long-term debt | 13 | 23.6 | 24.3 |
| Trade payables | 1.3 | 0.8 | |
| Accrued expenses | 12 | 6.4 | 7.2 |
| Other current liabilities | 5.3 | 3.5 | |
| Total current liabilities | 36.6 | 35.8 | |
| Non-current liabilities | |||
| Long-term debt | 13 | 665.6 | 689.6 |
| Total non-current liabilities | 665.6 | 689.6 | |
| Total liabilities | 702.2 | 725.4 | |
| Commitment and contingencies | 15 | ||
| Shareholders’ Equity | |||
| Common shares of par value $1.00 per share: authorized 140,010,000 (2024: 140,010,000) shares, issued and outstanding 46,650,000 (2024: 43,900,000) shares | 17 | 46.7 | 43.9 |
| Additional paid-in capital | 17 | 27.4 | 14.4 |
| Contributed surplus | 17 | 50.3 | 76.8 |
| Retained earnings | 37.3 | 19.6 | |
| Total shareholders’ equity | 161.7 | 154.7 | |
| Total liabilities and shareholders’ equity | 863.9 | 880.1 |
Himalaya Shipping Ltd.
Unaudited Consolidated Statements of Cash Flows
(In $ millions except share and per share data)
| Note | Three months ended December 31, 2025 | Three months ended December 31, 2024 | Twelve months ended December 31, 2025 | Twelve months ended December 31, 2024 | |
|---|---|---|---|---|---|
| Cash Flows from Operating Activities | |||||
| Net income | 13.5 | 1.1 | 17.7 | 21.1 | |
| Adjustments to reconcile net income to net cash provided by operating activities: | |||||
| Non-cash compensation expense related to stock options | — | 0.1 | 0.2 | 0.5 | |
| Depreciation of vessels | 11 | 7.3 | 7.3 | 29.2 | 26.5 |
| Amortization of deferred finance charges | 13 | 0.6 | 0.7 | 2.7 | 2.4 |
| (Income)/loss from equity method investment | 10 | — | — | — | — |
| Change in assets and liabilities: | |||||
| Accounts receivable | (0.1) | — | 0.5 | (0.5) | |
| Accounts payable | (0.1) | (0.3) | 0.5 | (0.9) | |
| Accrued expenses | 0.5 | (0.4) | (0.5) | 4.3 | |
| Other current and non-current assets | 0.3 | 0.7 | (0.4) | 0.3 | |
| Other current liabilities | 2.8 | 1.3 | 1.8 | 2.2 | |
| Net cash provided by operating activities | 24.8 | 10.5 | 51.7 | 55.9 | |
| Cash Flows from Investing Activities | |||||
| Additions to newbuildings | — | — | — | (313.1) | |
| Acquisition of equity method investments | — | — | — | (0.3) | |
| Net cash used in investing activities | — | — | — | (313.4) | |
| Cash Flows from Financing Activities | |||||
| Proceeds from issuance of common shares, net of paid issuance costs | 17 | 0.7 | — | 15.5 | — |
| Proceeds from issuance of long-term and short-term debt (net of deferred finance charges paid to lender) | 13 | — | — | — | 295.5 |
| Other deferred finance charges paid | 13 | — | — | — | (2.3) |
| Drawdown of short term debt | 16 | — | — | 6.0 | — |
| Repayment of long-term and short-term debt | 13, 16 | (6.9) | (6.5) | (33.3) | (21.2) |
| Payment of cash distributions | 17 | (12.6) | (6.1) | (26.9) | (20.6) |
| Net cash provided by (used in) financing activities | (18.8) | (12.6) | (38.7) | 251.4 | |
| Net increase (decrease) in cash and cash equivalents | 6.0 | (2.1) | 13.0 | (6.1) | |
| Cash and cash equivalents at the beginning of the period | 26.4 | 21.5 | 19.4 | 25.5 | |
| Cash and cash equivalents at the end of the period | 32.4 | 19.4 | 32.4 | 19.4 | |
| Supplementary disclosure of cash flow information | |||||
| Interest paid, net of capitalized interest | (12.0) | (12.5) | (49.5) | (40.3) |
Himalaya Shipping Ltd.
Unaudited Consolidated Statements of Changes in Shareholders' Equity
(In $ millions except share and per share data)
| Number of outstanding shares | Common shares | Additional paid in capital | Contributed surplus | Retained earnings/(Accumulated deficit) | Total equity | |
|---|---|---|---|---|---|---|
| Balance as of December 31, 2023 | 43,900,000 | 43.9 | 111.8 | — | (1.5) | 154.2 |
| Transfer to contributed surplus | — | — | (97.9) | 97.9 | — | — |
| Share based compensation | — | — | 0.1 | — | — | 0.1 |
| Cash distributions to shareholders | — | — | — | (1.8) | — | (1.8) |
| Total comprehensive income | — | — | — | — | 2.5 | 2.5 |
| Balance as of March 31, 2024 | 43,900,000 | 43.9 | 14.0 | 96.1 | 1.0 | 155.0 |
| Share based compensation | — | — | 0.1 | — | — | 0.1 |
| Cash distributions to shareholders | — | — | — | (4.8) | — | (4.8) |
| Total comprehensive income | — | — | — | — | 6.9 | 6.9 |
| Balance as of June 30, 2024 | 43,900,000 | 43.9 | 14.1 | 91.3 | 7.9 | 157.2 |
| Share based compensation | — | — | 0.2 | — | — | 0.2 |
| Cash distributions to shareholders | — | — | — | (7.9) | — | (7.9) |
| Total comprehensive income | — | — | — | — | 10.6 | 10.6 |
| Balance as of September 30, 2024 | 43,900,000 | 43.9 | 14.3 | 83.4 | 18.5 | 160.1 |
| Share based compensation | — | — | 0.1 | — | — | 0.1 |
| Cash distributions to shareholders | — | — | — | (6.6) | — | (6.6) |
| Total comprehensive income | — | — | — | — | 1.1 | 1.1 |
| Balance as of December 31, 2024 | 43,900,000 | 43.9 | 14.4 | 76.8 | 19.6 | 154.7 |
| Number of outstanding shares | Common shares | Additional paid in capital | Contributed surplus | Retained earnings | Total equity | |
| Balance as of December 31, 2024 | 43,900,000 | 43.9 | 14.4 | 76.8 | 19.6 | 154.7 |
| Issuance of common shares | 2,650,000 | 2.7 | 12.4 | — | — | 15.1 |
| Equity issuance costs | — | (0.3) | — | — | (0.3) | |
| Share based compensation | — | 0.1 | — | — | 0.1 | |
| Cash distributions to shareholders | — | — | (0.7) | — | (0.7) | |
| Total comprehensive loss | — | — | — | (6.4) | (6.4) | |
| Balance as of March 31, 2025 | 46,550,000 | 46.6 | 26.6 | 76.1 | 13.2 | 162.5 |
| Share based compensation | — | 0.1 | — | — | 0.1 | |
| Cash distributions to shareholders | — | — | (4.4) | — | (4.4) | |
| Total comprehensive income | — | — | — | 1.1 | 1.1 | |
| Balance as of June 30, 2025 | 46,550,000 | 46.6 | 26.7 | 71.7 | 14.3 | 159.3 |
| Share based compensation | — | 0.1 | — | — | 0.1 | |
| Cash distributions to shareholders | — | — | (8.8) | — | (8.8) | |
| Total comprehensive income | — | — | — | 9.5 | 9.5 | |
| Balance as of September 30, 2025 | 46,550,000 | 46.6 | 26.8 | 62.9 | 23.8 | 160.1 |
| Issuance of common shares | 100,000 | 0.1 | 0.6 | — | — | 0.7 |
| Share based compensation | — | — | — | — | — | |
| Cash distributions to shareholders | — | — | (12.6) | — | (12.6) | |
| Total comprehensive income | — | — | — | 13.5 | 13.5 | |
| Balance as of December 31, 2025 | 46,650,000 | 46.7 | 27.4 | 50.3 | 37.3 | 161.7 |
Himalaya Shipping Ltd.
Condensed Notes to the Unaudited Consolidated Financial Statements
Note 1 - General Information
Himalaya Shipping Ltd. was incorporated in Bermuda on March 17, 2021. We are listed on the New York Stock Exchange and on the Euronext Oslo Bors under the ticker HSHP. Our shares started trading on Euronext Oslo Bors on June 3, 2025, following the transfer of our listing from Euronext Expand. Himalaya Shipping Ltd. was founded for the purpose of owning high-quality Newcastlemax dry bulk vessels, each with capacity in the range of 210,000 dead weight tonnes (“dwt”) which are equipped with the latest generation dual fuel LNG technology. As of December 31, 2025, we have a total of twelve vessels in operation. The Company has entered into sale and leaseback financing arrangements for its vessels which are described in Note 13.
As used herein, and unless otherwise required by the context, the term “Himalaya Shipping” refers to Himalaya Shipping Ltd. and the terms “Company”, “we”, “Group”, “our” and words of similar import refer to Himalaya Shipping and its consolidated companies. The use herein of such terms as “group”, “organization”, “we”, “us”, “our” and “its” or references to specific entities, is not intended to be a precise description of corporate relationships.
Going Concern
The unaudited consolidated financial statements have been prepared on a going concern basis.
Note 2 - Basis of Preparation and Accounting Policies
Basis of preparation
The unaudited consolidated financial statements are stated in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The unaudited consolidated financial statements do not include all of the disclosures required under U.S. GAAP in the annual consolidated financial statements and should be read in conjunction with our audited annual financial statements for the year ended December 31, 2024, which are included in our Annual Report on Form 20-F, filed with the U.S. Securities and Exchange Commission (“SEC”) on March 26, 2025. The Unaudited Consolidated Balance Sheet data for December 31, 2024 was derived from our audited annual financial statements. The amounts in the unaudited consolidated financial statements are presented in millions (with one decimal) of United States dollars ("U.S. dollar" or "$"), unless otherwise stated. The unaudited consolidated financial statements have been prepared on a going concern basis and in management's opinion, the accompanying unaudited consolidated financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position as of December 31, 2025, and its results of operations and cash flows for the three and twelve months ended December 31, 2025 and 2024.
Significant accounting policies
The accounting policies adopted in the preparation of the Unaudited Consolidated Financial Statements for the three and twelve months ended December 31, 2025 are consistent with those followed in preparation of our annual audited consolidated financial statements for the year ended December 31, 2024.
Note 3 - Recently Issued Accounting Standards
Adoption of new accounting standards
In November 2023, the FASB issued ASU 2023-07 (Topic 280 Segment Reporting): Improvements to Reportable Segment Disclosures requiring disclosure of incremental segment information for all public entities, including but not limited to: significant segment expenses that are regularly provided to the chief operating decision maker (CODM), the title and position of the CODM and how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and making decisions about how to allocate resources. ASU 2023-07 became effective for the interim period beginning January 1, 2025. We have applied the amendments required to the three and twelve months ended December 31, 2025 and retrospectively to all previous periods presented in the financial statements. Adoption of ASU 2023-07 resulted in additional segment disclosures as shown in note 4 - Segment.
In December 2023, the FASB issued ASU 2023-09 (Topic 740 Income Taxes): Improvements to Income Tax Disclosures requiring annual disclosure of (1) specific categories in the rate reconciliation; and (2) additional information for reconciling items if the effect of those reconciling items is equal to or greater than 5% of the resulting amount by multiplying pretax income (or loss) by the applicable statutory income tax rate. An entity is also required to provide the nature, effect and underlying causes of the reconciling items, and the judgment used in categorizing them, if not otherwise evident. The amendments have no impact on our unaudited consolidated financial statements for the three and twelve months ended December 31, 2025 as the disclosures are required for annual periods beginning after December 15, 2024. Under our preliminary assessment, the amendments will not impact the disclosures on our annual consolidated financial statements as income tax related accounts are immaterial to the financial statements.
Accounting pronouncements that have been issued but not yet adopted
The following table provides a brief description of other recent accounting standards that have been issued but not yet adopted as of December 31, 2025:
| Standard | Description | Date of adoption | Expected Effect on our Consolidated Financial Statements or Other Significant Matters |
|---|---|---|---|
| ASU 2024-03 Income Statement - Reporting comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses | The amendments require disclosure of the amounts of below 5 categories included in each relevant expense caption: <br><br>(a) purchase of inventory;<br>(b) employee compensation;<br>(c) depreciation;<br>(d) intangible asset amortization; and<br>(e) depreciation, depletion, and amortization recognized as part of oil and gas producing activities.<br><br>A relevant expense caption is an expense caption presented on the face of the income statement within continuing operations. <br><br>The amendment also requires disclosure of the qualitative description of the amounts remaining in the relevant expense captions that are not separately disaggregated quantitatively. In addition, disclosure of the entity’s definition of selling expenses and its total amount are required. | January 1, 2027 | Under evaluation |
| ASU 2025-01 Income Statement - Reporting comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date | The amendment in this Update amends the effective date of Update 2024-03 to clarify that all public business entities are required to adopt the guidance in <br>annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. | January 1, 2027 | Under evaluation |
| ASU 2025-03 Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity | The amendments in this Update require an entity involved in an acquisition transaction effected primarily by exchanging equity interests when the legal acquiree is a variable interest entity that meets the definition of a business to consider the factors in paragraphs 805-10-55-12 through 55-15 to determine which entity is the accounting acquirer. Entities are required to adopt the Update in annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. | January 1, 2027 | Under evaluation |
| ASU 2025-05 Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets | The amendments in this Update provide all entities with a practical expedient when estimating expected credit losses for current accounts receivable and current contract assets arising from transaction accounted for under Topic 606. The practical expedient assumes that current conditions as of the balance sheet date do not change for the remaining life of the asset. | January 1, 2026 | Under evaluation |
| ASU 2025-11 Interim Reporting (Topic 270): Narrow-Scope Improvements | The amendments in this update provide clarity about current requirements, the types of interim reporting, and the form and content of interim financial statements in accordance with GAAP. <br><br>The amendments also include a disclosure principle that requires entities to disclose events since the end of the last annual reporting period that have a material impact on the entity. | January 1, 2028 | Under evaluation |
| ASU 2025-12 Codification Improvements | The amendments represent changes to the Codification that clarify, correct errors, or make minor improvements to make the Codification easier to understand and apply. | January 1, 2027 | Under evaluation |
The FASB have issued further updates not included above as we do not believe that these are applicable to the Company.
Note 4 - Segment
We have one reportable segment as our chief operating decision maker (“CODM”), being our Board of Directors, measures performance based on our overall return to shareholders based on consolidated net income as reported in our Unaudited Consolidated Statements of Operations. The CODM does not review a measure of operating result at a lower level than the consolidated group. The measure of segment assets is reported on the Unaudited Consolidated Balance Sheets as total consolidated assets. The CODM reviews quarterly variances of consolidated net income and total consolidated assets, short-term and long-term market trends and cash flow forecasts in making resource allocation decisions.
Segment revenue, profit and significant segment expenses are as follows:
| (in millions of $) | Three months ended December 31, 2025 | Three months ended December 31, 2024 | Twelve months ended December 31, 2025 | Twelve months ended December 31, 2024 |
|---|---|---|---|---|
| Total operating revenues | 42.1 | 29.6 | 131.9 | 123.6 |
| Less: | ||||
| Crew costs | (3.9) | (3.9) | (15.6) | (14.0) |
| Other vessel operating expenses(1) | (3.1) | (2.9) | (12.4) | (9.8) |
| Voyage expenses and commissions | (0.6) | (0.5) | (1.6) | (1.6) |
| General and administrative expenses(2) | (1.2) | (1.0) | (4.9) | (5.0) |
| Depreciation | (7.3) | (7.3) | (29.2) | (26.5) |
| Income/(loss) from equity method investment | — | — | — | — |
| Interest income | 0.3 | 0.2 | 1.0 | 1.0 |
| Interest expense, net of amounts capitalized | (12.7) | (13.1) | (51.4) | (46.6) |
| Other financial income (expenses), net | (0.1) | — | (0.1) | — |
| Income tax (expenses) | — | — | — | — |
| Segment and consolidated net income | 13.5 | 1.1 | 17.7 | 21.1 |
(1) Other vessel operating expenses include repairs and maintenance, spares, stores and consumables, lubricating oil, vessel insurance, services and subscriptions, and vessel management fees.
(2) General and administrative expenses include directors and officers’ insurance, management fees, audit and accounting fees, administrative salaries, directors’ fees, legal fees, listing fees, share based compensation costs, and other administrative expenses.
Note 5 - Income Taxes
Bermuda
Himalaya Shipping Ltd. is incorporated in Bermuda. Himalaya Shipping Ltd. has received written assurance from the Minister of Finance in Bermuda that the Company will be exempted from taxation until March 31, 2035.
On December 27, 2023, Bermuda enacted the Corporate Income Tax Act (the “CIT Act”). Entities subject to tax under the CIT Act are the Bermuda constituent entities of multi-national groups. A multi-national group is defined under the CIT Act as a group with entities in more than one jurisdiction with consolidated revenues of at least €750 million for two out of the last four fiscal years. If Bermuda constituent entities of a multi-national group are subject to tax under the CIT Act, for taxable years beginning on or after January 1, 2025, Bermuda will impose a 15% corporate income tax, as determined in accordance with and subject to the adjustments set out in the CIT Act (including in respect of foreign tax credits applicable to the Bermuda constituent entities).
While we have a tax-exempt status in Bermuda until March 31, 2035, Bermuda specifically provided that the CIT Act applies notwithstanding any assurance given pursuant to the Exempted Undertakings Tax Protection Act 1966 (the “EUTP Act”). Based on a number of operational, economic and regulatory assumptions, we do not expect to have consolidated revenue sufficient for us to fall within scope of the CIT Act in the near future. We will monitor the developments on the Bermuda internal regulations with regard to the CIT Act implementation. To the extent our consolidated revenue is sufficient for us to be within the CIT Act thresholds, we may be subject to taxation in Bermuda. If we are subject to taxation in Bermuda under the CIT act, our international shipping income may be excluded from taxation if we can demonstrate either strategic or commercial management in Bermuda.
Liberia
The companies operating the vessels are not subject to tax on international shipping income.
United Kingdom
Taxable income in the United Kingdom is generated by our UK subsidiary. The statutory tax rate in the United Kingdom as of December 31, 2025 was 25%.
Note 6 - Earnings Per Share
The computation of basic earnings per share (“EPS”) is based on the weighted average number of shares outstanding during the period. Dilutive impact of the assumed conversion of potentially dilutive instruments which are 900,000 share options and 800,000 share options outstanding as at December 31, 2025 and 2024, respectively, is shown in the table below:
| (in $ millions except share and per share data) | Three months ended December 31, 2025 | Three months ended December 31, 2024 | Twelve months ended December 31, 2025 | Twelve months ended December 31, 2024 |
|---|---|---|---|---|
| Basic earnings per share | 0.29 | 0.02 | 0.38 | 0.48 |
| Diluted earnings per share | 0.29 | 0.02 | 0.38 | 0.48 |
| Net income | 13.5 | 1.1 | 17.7 | 21.1 |
| Issued common shares at the end of the period | 46,650,000 | 43,900,000 | 46,650,000 | 43,900,000 |
| Weighted average number of shares outstanding for the period, basic | 46,576,087 | 43,900,000 | 45,983,014 | 43,900,000 |
| Dilutive impact of share options | 103,041 | — | 33,167 | 8,667 |
| Weighted average number of shares outstanding for the period, diluted | 46,679,128 | 43,900,000 | 46,016,181 | 43,908,667 |
Note 7 - Interest Expense
| (in $ millions ) | Three months ended December 31, 2025 | Three months ended December 31, 2024 | Twelve months ended December 31, 2025 | Twelve months ended December 31, 2024 |
|---|---|---|---|---|
| Interest expense, gross | 12.7 | 13.2 | 51.4 | 48.6 |
| Capitalized interest on newbuildings | — | — | — | (2.0) |
| Interest expense, net | 12.7 | 13.2 | 51.4 | 46.6 |
Note 8 - Operating Leases
Rental income
The components of operating lease income are as follows:
| (in $ millions ) | Three months ended December 31, 2025 | Three months ended December 31, 2024 | Twelve months ended December 31, 2025 | Twelve months ended December 31, 2024 |
|---|---|---|---|---|
| Time charter revenues | 42.1 | 29.6 | 131.9 | 123.6 |
Time charter revenues on our index-linked charters were $22.0 million and $89.9 million in the three and twelve months ended December 31, 2025, respectively, and $26.9 million and $77.4 million in the three and twelve months ended December 31, 2024, respectively.
Note 9 - Prepaid expenses and other current assets
| December 31, 2024 | |
|---|---|
| (in millions) | |
| Prepaid interest(1) | 2.3 |
| Other prepaid expenses(2) | 1.3 |
| Inventory | 1.5 |
| Other current assets(3) | 1.1 |
| Total | 6.2 |
All values are in US Dollars.
(1) Prepaid interest pertains to interest paid in advance for “Mount Norefjell”, “Mount Ita”, “Mount Etna” and “Mount Blanc”. Bareboat payments on the lease for these vessels were paid in advance.
(2) Other prepaid expenses are comprised primarily of prepaid operating expenses and cash advance to crew for the vessels.
(3) Other current assets mainly relate to funding advanced to vessel managers.
Note 10 - Equity method investment
In August 2024, we acquired 12,000 shares in 2020 Bulkers Management AS (“2020 Bulkers Management”) for a total consideration of $0.3 million (NOK 3.2 million). The acquired shares represent 40% of the issued shares of 2020 Bulkers Management. As the Company has the ability to exercise significant influence, we have accounted for our investment in 2020 Bulkers Management as an equity method investment.
The table below sets forth the carrying value of our equity method investment:
| December 31, 2024 | |
|---|---|
| (in millions) | |
| At January 1 | — |
| Additions | 0.3 |
| Share options expense to employees of acquiree (1) | — |
| Equity in net income/loss (2) | — |
| Closing balance | 0.3 |
All values are in US Dollars.
(1) This pertains to 40% of the share options granted by the Company to employees of 2020 Bulkers Management.
(2) Equity in net income on equity method investment for the three and twelve months ended December 31, 2025 amounted to $2,000 and $7,000, respectively.
Note 11 - Vessels and Equipment, net
| December 31, 2024 | |
|---|---|
| (in millions) | |
| Cost | |
| At January 1 | 437.8 |
| Additions | 450.8 |
| At end of the period | 888.6 |
All values are in US Dollars.
| December 31, 2024 | |
|---|---|
| (in millions) | |
| Depreciation | |
| At January 1 | (9.1) |
| Charge for the period | (26.5) |
| At end of the period | (35.6) |
All values are in US Dollars.
| Net book value at end of the period | 823.8 | 853.0 |
|---|
During the twelve months ended December 31, 2025, we considered whether indicators of impairment existed that could indicate that the carrying amounts of our vessels may not be recoverable as of December 31, 2025, and concluded that no such events occurred.
Note 12 - Accrued expenses
Accrued expenses comprise of:
| December 31, 2024 | |
|---|---|
| (in millions) | |
| Accrued interest(1) | 5.4 |
| Accrued operating expenses | 0.8 |
| Cash distributions payable(2) | 0.4 |
| Other accrued expenses(3) | 0.6 |
| Total | 7.2 |
All values are in US Dollars.
(1) Accrued interest pertains to unpaid interest on the sale and leaseback facilities for “Mount Bandeira”, “Mount Elbrus”, “Mount Hua”, “Mount Matterhorn”, “Mount Neblina”, “Mount Denali”, “Mount Aconcagua” and “Mount Emai”. Bareboat payments on the leases for these vessels are paid in arrears.
(2) In December 2024, the Board approved a cash distribution of $0.01 per share for November 2024, which was paid in January 2025.
(3) Other accrued expenses include accruals for commissions, audit fees, legal fees and management fees.
Note 13 - Debt
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| (in millions) | ||
| Vessel financing (Mount Norefjell) | 56.2 | 58.8 |
| Vessel financing (Mount Ita) | 56.2 | 58.8 |
| Vessel financing (Mount Etna) | 56.8 | 59.3 |
| Vessel financing (Mount Blanc) | 56.7 | 59.3 |
| Vessel financing (Mount Matterhorn) | 58.3 | 60.5 |
| Vessel financing (Mount Neblina) | 58.3 | 60.5 |
| Vessel financing (Mount Hua) | 59.5 | 61.6 |
| Vessel financing (Mount Bandeira) | 59.5 | 61.6 |
| Vessel financing (Mount Elbrus) | 59.3 | 61.5 |
| Vessel financing (Mount Denali) | 59.8 | 62.0 |
| Vessel financing (Mount Aconcagua) | 60.0 | 62.0 |
| Vessel financing (Mount Emai) | 60.0 | 62.0 |
| Total debt, gross | 700.6 | 727.9 |
| Less: Deferred finance charges | (11.4) | (14.0) |
| Total debt, net of deferred finance charges | 689.2 | 713.9 |
| Less: Current portion of long-term debt, net of deferred finance charges | (23.6) | (24.3) |
| Long-term debt, net of deferred finance charges | 665.6 | 689.6 |
All values are in US Dollars.
The total debt, gross of deferred finance charges, as of December 31, 2025, is repayable as follows:
| Year ending December 31 |
|---|
| (in millions) |
| 2026 |
| 2027 |
| 2028 |
| 2029 |
| 2030 |
| Thereafter |
| Total debt, gross |
All values are in US Dollars.
AVIC International Leasing Co., Ltd. (“AVIC”) – Sale and leaseback financing arrangements
The Company has sale and leaseback arrangements with AVIC for “Mount Norefjell”, “Mount Ita”, “Mount Etna”, and “Mount Blanc” accounted for as financing transactions. The vessels were sold and chartered back on seven-year bareboat charters which include purchase options each year from year 3 until the end of the bareboat period. The first purchase option in year 3 is $56.9 million and then declines to $47.2 million after year 7.
In addition, AVIC partially financed the cost of installing scrubbers on the above vessels amounting to $2.2 million for each vessel. This is repayable in advance in 12 quarterly installments of $180,000 for each vessel, together with interest calculated as Overnight SOFR plus a margin of 4.5% and credit adjustment spread of 0.26161% from July 1, 2023. The last installment on the scrubber financing is repayable in the first quarter of 2026.
Under the relevant financing agreements, payment of dividends or making of other distributions from each relevant subsidiary to the Company will only be allowed if immediately following such payment or distribution there will be maintained in the bank account an amount no less than the higher of (a) $3.6 million and (b) the aggregate of the bareboat rate under the facility and the operating expenses for the vessel that are payable within the next six months.
The fixed price purchase options and a cash penalty of $25.0 million per vessel for not exercising any of the purchase options under the sale and leaseback transaction results in a failed sale and leaseback and the transaction is accounted for as a financing transaction.
CCB Financial Leasing Co., Ltd. (“CCBFL”) – Sale and leaseback financing arrangements
The Company has sale and leaseback arrangements with CCBFL for “Mount Matterhorn”, “Mount Neblina”, “Mount Elbrus”, “Mount Denali”, “Mount Aconcagua” and “Mount Emai” accounted for as financing transactions. The vessels were sold and chartered back on seven-year bareboat charters which include purchase options each year from year 3 until the end of the bareboat period. The first purchase option in year 3 is $56.0 million declining to $46.0 million after year 7.
The fixed price purchase options under the sale and leaseback transaction results in a failed sale and leaseback and the transaction is accounted for as a financing transaction.
Jiangsu Financial Leasing Co. Ltd (“Jiangsu”) – Sale and leaseback financing arrangements
The Company has sale and leaseback arrangements with Jiangsu for “Mount Bandeira” and “Mount Hua” accounted for as financing transactions. The vessels were sold and chartered back on seven-year bareboat charters, which include purchase options each year from year 3 until the end of the bareboat period. The first purchase option in year 3 is $56.0 million and declines to $46.0 million after year 7.
The fixed price purchase options under the sale and leaseback transaction results in a failed sale and leaseback and the transaction is accounted for as a financing transaction.
Each of our eight subsidiaries under our sale and leaseback arrangements with CCBFL and Jiangsu has been required to maintain a minimum cash balance equivalent to the bareboat hire payable within the next three months which amounts to approximately $1.5 million per vessel.
As of December 31, 2025, the Company is required to maintain a total minimum cash balance of $12.3 million, which are included in cash and cash equivalents as there are no legal restrictions on the bank account.
The bareboat rate per day under the sale and leaseback arrangements is fixed for the bareboat period and the average bareboat rate per day for the sale and leaseback arrangements with AVIC, CCBFL and Jiangsu is $16,567. The Company has classified the estimated amortization of the bareboat payments due within twelve months from December 31, 2025 as “Current portion of long-term debt” on the Unaudited Consolidated Balance Sheet.
Drew Holdings Limited. (“Drew”) – Revolving Credit Facility
The Company has a $10.0 million Revolving Credit Facility agreement with Drew, who is a significant shareholder in the Company. Refer to Note 16 - Related Party Transactions for details on the terms of the agreement with Drew.
As of December 31, 2025 and December 31, 2024, we were in compliance with all of our covenants in each of our financing arrangements to the extent applicable.
Note 14 - Financial Instruments
We recognize our fair value estimates using a fair value hierarchy based on the inputs used to measure fair value. The fair value hierarchy has three levels based on reliability of inputs used to determine fair values as follows:
Level 1: Quoted market prices in active markets for identical assets and liabilities.
Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data.
Level 3: Unobservable inputs that are not corroborated by market data.
The carrying value and estimated fair value of our financial instruments as of December 31, 2025 and 2024 were as follows:
| December 31, 2025 | December 31, 2024 | ||||
|---|---|---|---|---|---|
| (in $ millions) | Hierarchy | Fair Value | Carrying Value | Fair Value | Carrying Value |
| Assets | |||||
| Cash and cash equivalents (1) | Level 1 | 32.4 | 32.4 | 19.4 | 19.4 |
| Liabilities | |||||
| Current portion of long-term debt (2)(3) | Level 2 | 26.1 | 26.1 | 26.9 | 26.9 |
| Long-term debt (2)(3) | Level 2 | 716.3 | 674.5 | 730.7 | 701.0 |
(1) All demand and time deposits and highly liquid, low risk investments with original maturities of three months or less at the date of purchase are considered equivalent to cash. Thus, carrying value is a reasonable estimate of fair value.
(2) Fair value of current portion of long-term debt and long-term debt have been corroborated using discounted cash flow model and market interest rates as of December 31, 2025 and 2024.
(3) Our debt obligations are recorded at amortized cost in the Unaudited Consolidated Balance Sheets. The amounts presented in the table are gross of deferred finance charges amounting to $11.4 million and $14.0 million as of December 31, 2025 and 2024, respectively.
The carrying amounts of accounts receivable, funding to vessel managers, accounts payable and accrued expenses approximated their fair values as of December 31, 2025 and 2024 because of their near term maturity and are classified as Level 1 within the fair value hierarchy.
There have been no transfers between different levels in the fair value hierarchy during the periods presented.
Note 15 - Commitments and Contingencies
| December 31, 2024 | |
|---|---|
| (in millions) | |
| Book value of vessels and equipment, net secured against Total debt, gross (1) | 853.0 |
| Total | 853.0 |
All values are in US Dollars.
(1) Legal owner of the vessels are the respective leasing companies, see note 13.
Contingencies
We may, from time to time, be involved in legal proceedings and claims that arise in the ordinary course of business. A contingent liability will be recognized in the consolidated financial statements only where we believe that a liability will be probable and for which the amounts are reasonably estimable, based upon the facts known prior to the issuance of the financial statements.
Guarantee
We issued a performance guarantee to the vessel manager of the “Mount Elbrus” as security for the performance of its obligations under the European Union Emissions Trading System (“EU ETS”) Scheme up to a maximum liability of $0.5 million. The vessel owner is responsible for providing such emission allowances to the vessel manager. The vessel manager is responsible for calculation of emission allowances and surrendering these to the administering authority of the EU ETS Scheme.
Note 16 - Related Party Transactions
Drew and Magni Partners (Bermuda) Ltd.(“Magni”)
Drew is considered a related party due to its significant ownership in the Company and Magni is considered a related party as a result of being an affiliate of Drew. As of December 31, 2025, Drew holds 29.2% of the Company’s outstanding common shares.
The Company has a $10.0 million revolving credit facility with Drew. The facility includes a commitment fee of 1% per annum on any undrawn amount from January 1, 2025 to the end of the availability period, and charges interest at the Term Secured Overnight Financing Rate (“SOFR”) plus a 6.5% margin per annum. In December 2025, the Company entered into an addendum with Drew in relation to the revolving credit facility to extend the timeframe to drawdown from the facility to December 31, 2026, and the latest repayment date to December 31, 2027.
In the twelve months ended December 31, 2025, the Company drew down $6.0 million from the revolving credit facility which was fully repaid in March 2025. Commitment fees of $0.03 million and $0.1 million were recognized in the three and twelve months ended December 31, 2025, respectively. Interest expense of nil and $0.1 million were recognized in the three and twelve months ended December 31, 2025, respectively.
As of December 31, 2025, the Company has $0.03 million of commitment fee payable to Drew presented under “Trade payables” in the unaudited consolidated balance sheet. The Company has $10.0 million available to draw down from this facility.
Corporate support agreement
The Company entered into a corporate support agreement with Magni. As Magni indirectly held a controlling interest at the time the Corporate Support Agreement was entered into, the Company has treated the Corporate Support Agreement as a related party agreement.
2020 Bulkers Management
In February 2023, the Company signed an agreement with 2020 Bulkers Management, replacing a similar management agreement entered into in October 2021. Pursuant to the management agreement, 2020 Bulkers Management provides us with certain operational, commercial and management services. The Company shall pay 2020 Bulkers Management a management fee subject to annual estimates and calculated, based on, among other things, expected activity level of the Company and the expected scope of services to be provided by 2020 Bulkers Management in relation to the Company in the year. The management fee is payable quarterly, in four equal tranches. Such management fee shall equal certain costs, based on the sum of (i) the direct payroll costs allocated to the performance of the services under the management agreement, marked-up by a margin of 13%, and (ii) certain shared costs corresponding to infrastructure costs in such year related to the performance of such services. The management fee will be adjusted annually to account for the difference between estimated and actual costs incurred in such year. The management agreement has an indefinite term and can be terminated by either party upon one month’s notice.
Following the acquisition of 40% of the issued shares in 2020 Bulkers Management, 2020 Bulkers Management became a related party from August 29, 2024. Management fees from 2020 Bulkers Management of $0.4 million and $1.5 million were recognized in the three and twelve months ended December 31, 2025, respectively. Management fees from 2020 Bulkers Management of $0.3 million and $0.4 million were recognized in the three months ended and the period from August 29, 2024 to December 31, 2024, respectively.
As of December 31, 2025 and 2024, the Company had $0.3 million payable to 2020 Bulkers Management presented under “Trade payables” in the unaudited consolidated balance sheets.
Note 17 - Equity
The authorized share capital of the Company as of December 31, 2025 and 2024 is $140,010,000 represented by 140,010,000 authorized common shares of par value $1.00 each.
In March 2025, the Company issued 2,650,000 common shares of par value $1.00 each in a private placement at a price of $5.73 per share, with the net proceeds from the private placement of $14.8 million to be used for general corporate purposes.
In April 2025, the Board approved a grant of 200,000 share options to key human resources. The share options granted have a five-year term and cliff vest three years from the grant date. The exercise price is $7.50 per share and will be reduced by any dividends and cash distributions paid.
In December 2025, in connection with the exercise of share options under the long-term incentive plan, the Company issued 100,000 common shares of par value $1.00 each at the exercise price of $7.05 per share.
The following cash distributions were declared in the twelve months ended December 31, 2025:
| Relevant period | Declaration date | Amount per share (in $) | Payment date |
|---|---|---|---|
| December 2024 | January 7, 2025 | 0.005 | February 5, 2025 |
| January 2025 | February 10, 2025 | 0.005 | March 5, 2025 |
| February 2025 | March 6, 2025 | 0.005 | April 22, 2025 |
| March 2025 | April 3, 2025 | 0.04 | May 2, 2025 |
| April 2025 | May 7, 2025 | 0.025 | June 3, 2025 |
| May 2025 | June 5, 2025 | 0.03 | July 3, 2025 |
| June 2025 | July 8, 2025 | 0.05 | August 5, 2025 |
| July 2025 | August 7, 2025 | 0.04 | August 29, 2025 |
| August 2025 | September 4, 2025 | 0.10 | September 25, 2025 |
| September 2025 | October 7, 2025 | 0.10 | October 28, 2025 |
| October 2025 | November 5, 2025 | 0.07 | November 24, 2025 |
| November 2025 | December 4, 2025 | 0.10 | December 23, 2025 |
The above cash distributions were made from the Company's Contributed Surplus account.
Note 18 - Subsequent Events
On January 8, 2026, the Board approved a cash distribution for December 2025 of $0.13 per share for shareholders of record as of January 20, 2026.
On February 9, 2026, the Board approved a cash distribution for January 2026 of $0.06 per share for shareholders of record as of February 20, 2026.
On February 9, 2026, the Company entered into a contract with 2020 Bulkers Ltd. to purchase an additional 4,200 shares in 2020 Bulkers Management for NOK1.1 million, which will be effective on April 1, 2026, for a total ownership of 54%.
himalayashippingltdq4202
1 Himalaya Shipping – Q4 2025 Results Presentation 10 February 2026
2 Forward looking statements This results presentation and any related discussions, including any related written or oral statements made by us, contain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 that involve risks and uncertainties. Forward-looking statements are statements that do not reflect historical facts and may be identified by words such as “aim”, “believe,” “assuming,” “anticipate,” “could”, “expect”, “intend,” “estimate,” “forecast,” “project,” “likely to,” “due to,” “plan,” “potential,” “will,” “may,” “should,” "indicative," "illustrative," "potential" or other similar expressions and include statements about plans, objectives, goals, strategies, future events or performance, including outlook, prospects, expected cash break-even, illustrative free cash flow per share and earnings potential based on different scenarios and assumptions, the terms of our charters and chartering activity, dry bulk industry trends and market outlook, potential upside in the Capesize market, including market conditions and activity levels in the industry, expected demand for vessels and expected drivers of demand including projects and underlying assumptions, utilization of the global fleet and our fleet, including expected average rates and the information under “Chartering position” and “The supply situation,” fleet growth, vessel orders and order book, expected trends regarding iron ore volume demand, including the information under “Significant iron ore volumes coming – driving ton-mile demand,” mandatory dry docking trends and impacts on expected supply of dry bulk vessels and yard capacity, statements about our dividend objectives and free cash flow distribution, expectations and plans, expectations on demand, and other non-historical statements. These forward-looking statements are not statements of historical fact and are based upon current estimates, expectations, beliefs, and various assumptions, many of which are based, in turn, upon further assumptions, and a number of such assumptions are beyond our control and are difficult to predict. These statements involve significant risks, uncertainties, contingencies and factors that are difficult or impossible to predict and are beyond our control, and that may cause our actual results, performance or achievements to be materially different from what is expressed, implied or forecasted in such forward-looking statements. Numerous factors, risks and uncertainties that could cause our actual results, level of activity, performance or achievements to differ materially from those expressed, implied or forecasted in the forward-looking statements include but are not limited to: general economic, political and business conditions; general dry bulk market conditions, including fluctuations in charter hire rates and vessel values; charter rates, operating days for our fleet and our ability to achieve charter rates above our break-even rate; changes in demand in the dry bulk shipping industry, including the market for our vessels; demand for the products our vessels carry and the status of projects, and timing and number of production of projects that produce iron ore and other products we ship; changes in the supply of dry bulk vessels; our ability to successfully re-employ our dry bulk vessels at the end of their current charters and the terms of future charters; changes in our operating expenses, including fuel or bunker prices, dry docking and insurance costs; compliance with, and our liabilities under governmental, tax, environmental and safety laws and regulations; changes in governmental regulation, tax and trade matters and actions taken by regulatory authorities; potential disruption of shipping routes due to accidents or political events; our ability to refinance our debt as it falls due; fluctuations in foreign currency exchange rates; potential conflicts of interest involving members of our board and management and our significant shareholder; the risk of a continued economic slowdown in China and other factors impacting demand from China; global economic and trade conditions, the impact of tariffs and trade wars, wars and geopolitical events and the risk of heightened geopolitical tensions; the development of projects in Guinea and Brazil, including timing of completion of such projects, output of such projects and impact on the Capesize market; our ability to pay dividends and cash distributions and the amount of dividends and cash distributions we ultimately pay; risks related to climate change, including climate-change or greenhouse gas related legislation or regulations and the impact on our business from climate-change related physical changes or changes in weather patterns, and the potential impact of new regulations relating to climate change, as well as the impact of the foregoing on the performance of our vessels; other factors that may affect our financial condition, liquidity and results of operations; and other risks described under “Item 3. Key Information — D. Risk Factors” in our Annual Report on Form 20-F for the year ended December 31, 2024 filed with the U.S. Securities and Exchange Commission on March 26, 2025. The foregoing factors that could cause our actual results to differ materially from those contemplated in any forward-looking statement included in this report should not be construed as exhaustive. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this investor presentation. Except as required by law, Himalaya Shipping undertakes no obligation to update publicly any forward-looking statements after the date of this investor presentation, whether as a result of new information, future events or otherwise. Non-GAAP Financial Measures This presentation contains certain selected financial measures on a basis other than U.S. generally accepted accounting principles (“GAAP”), including EBITDA, average TCE earnings, gross, and illustrative free cash flow. EBITDA represents our net income plus depreciation of vessels and equipment; total financial expenses, net; and income tax expense. EBITDA is presented here because the Company believes this measure increases comparability of total business performance from period to period and against the performance of other companies. Average TCE earnings, gross, as presented here, represents time charter revenues and voyage charter revenues adding back address commissions and divided by operational days. Average TCE earnings, gross, is presented here because the Company believes this measure provides additional meaningful information for investors to analyse our fleets’ daily income performance. For a reconciliation of EBITDA and average TCE earnings, gross, to the most directly comparable financial measures prepared in accordance with US GAAP, please see the section of our preliminary results for the three and twelve months ended December 31, 2025, Appendix entitled “Unaudited Non-GAAP Measures And Reconciliations”. For a discussion of illustrative free cash flow, see slide 10 including the footnotes thereto. We are unable to prepare a reconciliation of illustrative free cash flow without unreasonable efforts.
3 Highlights Q4 2025 Highlights: • Net profit of $13.5 million and EBITDA of $33.3 million for the quarter ended December 31, 2025. • Achieved time charter equivalent earnings of approximately $39,600 per day, gross. • Converted the index-linked time charters for four vessels to fixed rate time charters at an average rate of approximately US$27,700 per day, gross, from January 1, 2026 to March 31, 2026. • Entered into a new time charter agreement for the Mount Elbrus until June 30, 2026 at a fixed rate of $30,000 per day, gross, which thereafter will convert to an index linked rate reflecting a significant premium to the Baltic 5TC index with an evergreen structure. • Entered into a new time charter agreement for the Mount Ita for a period of 11 to 14 months at an index linked rate, reflecting a significant premium to the Baltic 5TC index. • Cash distributions of $0.07, $0.10 and $0.13 per common share for October, November and December 2025, respectively. Subsequent Events: • Achieved time charter equivalent earnings for January 2026 of approximately $32,400 per day, gross. • Declared a cash distribution of $0.06 per share for January 2026. • In February 2026, the Company entered into an agreement with 2020 Bulkers Ltd. to purchase an additional 4,200 shares, for a total ownership of 54%, in 2020 Bulkers Management for NOK 1.1 million, which will be effective on April 1, 2026.
4 Financial Update
5 Key Financials Q4 2025 Income statement Comments US$ millions, except per share data Q4 2025 Q4 2024 Variance Operating revenues 42.1 29.6 12.5 Vessel operating expenses (7.0) (6.8) (0.2) Voyage expenses and commission (0.6) (0.5) (0.1) General and administrative expenses (1.2) (1.0) (0.2) Depreciation (7.3) (7.3) - Total operating expenses (16.1) (15.6) (0.5) Operating profit 26.0 14.0 12.0 Interest expense (12.7) (13.1) 0.4 Other financial items 0.2 0.2 - Total financial expense, net (12.5) (12.9) 0.4 Tax expense - - - Net income 13.5 1.1 12.4 Earnings per share 0.29 0.02 EBITDA 33.3 21.3 12.0 • Operating revenues increased by $12.5 million compared to Q4 2024 due to higher average TCE, gross, from approx. US$27,800/day in Q4 2024 to US$39,600/day in Q4 2025. • Vessel operating expenses increased by $0.2 million compared to Q4 2024 primarily due to increased costs for spares, stores, consumables and service fees. The average OPEX per day was 6,400 dollars per day during Q4 2025 compared to 6,200 dollars per day during Q4 2024. • General and administrative expenses increased by $0.2 million compared to Q4 2024 primarily due to increase in management fees and payroll accruals partly offset by a decrease in cost for directors and officers liability insurance. • Interest expense decreased by $0.4 million due to a lower average loan principal outstanding in Q4 2025 as a result of quarterly loan repayments.
6 Key Financials Q4 2025 Balance Sheet Summary Comments US$ millions December 31, 2025 September 30, 2025 Variance Cash and cash equivalents 32.4 26.4 6.0 Vessels and equipment 823.8 831.1 (7.3) Total assets 863.9 865.3 (1.4) Short-term and long-term debt 689.2 695.4 (6.2) Total equity 161.7 160.1 1.6 • Cash and cash equivalents of $32.4 million as of December 31, 2025 including minimum cash balance required under the sale leaseback financing of $12.3 million. • Total debt, gross, was $700.6 million as of December 31, 2025 ($689.2 million net of deferred loan costs) down from $707.4 million as of September 30, 2025 ($695.4 million net of deferred loan costs). • Cash flow from operations of 24.8 million in Q4 2025. • Total cash distributions of $0.30 per share declared for October, November and December 2025.
7 Company update
8 Source: Company Data Fleet status report – Current Chartering position Mount Norefjell 2023 DF Newcastlemax Mount Ita 2023 DF Newcastlemax Mount Etna 2023 DF Newcastlemax Mount Blanc 2023 DF Newcastlemax Mount Matterhorn 2023 DF Newcastlemax Mont Neblina 2023 DF Newcastlemax Mount Bandeira 2024 DF Newcastlemax Mount Hua 2024 DF Newcastlemax Mount Elbrus 2024 DF Newcastlemax Mount Denali 2024 DF Newcastlemax Mount Acancagua 2024 DF Newcastlemax Mount Emai 2024 DF Newcastlemax Index27,650 Index27,528 Index 30,000 Index Index27,265 38,780 Vessel Name Built Type 2025 2026 Q4 32,000 Dual Fuel Newcastlemax 2027 Q3 Q4Q4 Q1 Q2 Index Q1 Q2 Q3 Index 38,150 Index 31,500 38,000 Index 39,325 Index28,243 Index Index Option Evergreen Himalaya Shipping Fleet Status Report
9 10,000 15,000 20,000 25,000 30,000 35,000 40,000 45,000 2q23 3q23 4q23 1q24 2q24 3q24 4q24 1q25 2q25 3q25 4q25 US D P er D ay Baltic 5TC average Average Peer HSHP Proven Outperformance through Large and Modern Tonnage HSHP TCE vs Peers and Index Source: Fearnleys, Company Data, Shipping Intelligence Peers: GOGL CMBTL, SBLK, SHIP, GNK, 2020 (reported Cape/Newcastlemax TCE). Baltic 5TC 180 index HSHP avg. premium vs. index ~48% HSHP avg. Premium vs. Peers ~25%
10 Solid dividend capacity Illustrative FCF $ per share based on Capesize index rate 1. This information has been prepared for illustrative purposes only and does not represent the Company’s forecast. It is based, among other things, on industry data, internal data and estimates of the Company and is inherently subject to risk and uncertainties. Actual results may differ materially from the assumptions and circumstances reflected in the above illustrative financial information. 2. Assumes BCI5 Index rates + 41% premium (less 5%) commission) + $1,500 in scrubber benefit less $24,900/d in cash breakeven x 12 ships, divided on 46,550,000 shares outstanding 0.00 0.32 0.9 1.6 2.2 2.8 3.5 4.1 4.7 17,470 20,000 25,000 30,000 35,000 40,000 45,000 50,000 55,000 Himalaya USD p.a FCFE/sh
11 Himalaya Shipping 12 modern 210,000 DWT Newcastlemax LNG DF vessels. Top 1% emission rating for large bulk carriers Market cap ~$492 mln Gross debt $700 mln/58 mln per vessel, estimated LTV 62% 7 years vessel financing with 7% fixed interest rate – 26-30 years profile Cash-break even of ~$17.4k/day on Capesize index equivalent vs BCI average 22k last five years All vessels fixed on long term index charters with market leading premiums at average 141 % and solid counter parts Full alignment between shareholders and management – board and sponsors own ~1/3 of the equity 27 consecutive monthly cash distributions – 30 cents for Q4 2025 Source: Himalaya Shipping, Arrow, Rightship
12 Market update
13 Strong Q4 and healthy start to the year Baltic 5TC Index Source: Clarksons Shipping Intelligence Index 0 10,000 20,000 30,000 40,000 50,000 60,000 70,000 80,000 90,000 J F M A M J J A S O N D 2015-25 max-min range 2015-25 average 2024 2025 2026
14 Capesize Tonne-miles Capesize Daily Billion Ton-mile Development (30dms*) Cape tonne-mile development year on year Q4 2025 30-day moving sum Source: Arrow Tonne-mile Growth Q4 Y/Y Growth Total Capesize +9% Iron Ore +12% Bauxite +21% Coal -15% Export Data Q4 Y/Y Growth Brazil Iron Ore Export +18% Australian Iron Ore Export +9% Guinea Bauxite Export +13% 800000 900000 1000000 1100000 1200000 1300000 1400000 1500000 1 31 61 91 121 151 181 211 241 271 301 331 361 Day 2022 2023 2024 2025 2026
15 Iron Ore – Record seaborne volumes in 2025 Source: Shipping Intelligence Network, Bloomberg China Seaborne Iron Ore Imports (Mt/month) China – Imported Iron Ore Inventories (Mt) Global Iron Ore Exports (Mt/month) 115.0 125.0 135.0 145.0 155.0 165.0 175.0 185.0 M ill io n to nn es Global iron ore exports million MT / month 2021 2022 2023 2024 2025 70.0 80.0 90.0 100.0 110.0 120.0 130.0 J F M A M J J A S O N D M ill io n to nn es 2021 2022 2023 2024 2025 25 28 31 34 37 40 80 85 90 95 100 105 110 115 12/01/2024 12/07/2024 12/01/2025 12/07/2025 12/01/2026 D ay s M t ( 24 7 m ill s) Imported iron ore inventory (LHS) Inventory consumption ratio(RHS)
16 60 60 15 15 20 170 WCM Simfer Vargem Capanema S11D Total Significant iron ore volumes coming – driving ton-mile demand Addition iron ore volumes in Atlantic basin (MT/y) – 3x longer than from Australia Source: Clarksons, Rio Tinto, Vale, Himalaya Shipping. 1) Assumed 170MT pr year carried on 180k DWT Capesize (95% fully loaded). Each ship able to do 3.65 round voyages pr year *The actual requirement for additional tonnage will depend on Chinese domestic production and to which degree new Atlantic volumes will replace Australian exports. Volumes representing # ships* > orderbook 272 231 Capes equivalent Cape+ orderbook Simandou project – Guinea Start-up Nov 2025–full volumes 2027 Vale capacity increases by 2026
17 Bauxite market continue to flourish - Increasingly important for Capesize Capesize Fleet Carrying Bauxite (% of fleet)Global Daily Capesize Bauxite Shipments (Mt, 30dma*) *30-day moving average Source: Arrow, AXSDry 75% 77% 75% 73% 71% 75% 72% 70% 68% 69% 69% 0% 1% 3% 4% 6% 7% 7% 9% 11% 12% 16% 24% 21% 21% 22% 22% 18% 20% 20% 20% 18% 13% 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Iron ore Bauxite Coal Other
18 Limited supply of new ships Low orderbook Supportive OB/Fleet Ratio Source: Orderbook to Fleet Ratio as of January 2026, Clarksons Shipping Intelligence Network (https://sin.clarksons.net/) Orderbook 12% of fleet 0 50 100 150 200 250 300 350 400 450 19 96 19 98 20 00 20 02 20 04 20 06 20 08 20 10 20 12 20 14 20 16 20 18 20 20 20 22 20 24 20 26 M ill io n D W T Nominal orderbook vs existing fleet Capesize Orderbook % Fleet Capesize fleet DWT 39.0 % 37.0 % 34.0 % 23.0 % 22.0 % 19.0 % 18.0 % 17.0 % 12.5 % 12.0 %
19 0 50 100 150 200 250 300 350 19 99 20 00 20 01 20 02 20 03 20 04 20 05 20 06 20 07 20 08 20 09 20 10 20 11 20 12 20 13 20 14 20 15 20 16 20 17 20 18 20 19 20 20 20 21 20 22 20 23 20 24 20 25 20 26 20 27 20 28 20 29 20 30 20 31 Delivered On Order Vessels built before 2009 Vessels built between 2009 and 2015 Vessels built post-2015 unaffected by 2030* 294 ships – 13% 1,072 ships – 47% 926 ships – 40% The supply situation Capesize+ fleet by delivery year in # ships Source: Clarksons Shipping Intelligence Network (https://sin.clarksons.net/) *Inclusive of current Orderbook ~60% of the fleet >20 years by 2034* Year # ships turning 20 years # of Vessels Delivered % of fleet >20 years (inc. OB) 2026 58 51 10% 2027 56 65 11% 2028 45 66 13% 2029 110 39 18% 2030 212 10 27% 2031 251 1 38% 2032 214 0 47% 2033 103 0 52% 2034 94 0 56% Unlikely to be able to build significant capacity before 2029
20 Mandatory dry docking continue to increase in 2026 Capesize average age Supply constraints Source: Clarksons, Maritime Analytics Fleet age development includes current Orderbook, assumes no scrapping Off hire due to increase from docking schedule % off hire • 2011 was a big delivery year - hence over 12% of the fleet will engage in 15 year SS in 2026 (28% of the cape fleet will need dry dock in total) • With an aging fleet forced to drydock or be scrapped, this will be an additional positive impact on cape/newc freight rates • The large number of dry dockings in 2026 may lead to yard congestion 0% 5% 10% 15% 20% 25% 30% 35% 0 2 4 6 8 10 12 14 16 18 1993 2002 2011 2020 2029 % o f F le et C ap es iz e Fl ee t A ge % of fleet >20yrs old Avg. Age (Years) 0.6 % 0.9 % 1.3 % 1.4 % 2023 2024 2025e 2026e
21 Thank you