6-K
Imperial Petroleum Inc./Marshall Islands (IMPP)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OFFOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2022
Commission File Number 001-41095
IMPERIAL PETROLEUM INC.
(Translation of registrant’s name into English)
331 KifissiasAvenue Erithrea 14561 Athens, Greece
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
The press release issued by Imperial Petroleum Inc. on July 27, 2022 announcing its financial and operating results for the three and six months ended June 30, 2022, is attached hereto as Exhibit 99.1.
EXHIBIT INDEX
| 99.1 | Imperial Petroleum Inc. Press Release dated July 27, 2022 |
|---|
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.
Date: July 27, 2022
| IMPERIAL PETROLEUM INC. | |
|---|---|
| By: | /s/ Harry Vafias |
| Name: | Harry Vafias |
| Title: | Chief Executive Officer |
EX-99.1
Exhibit 99.1
IMPERIAL PETROLEUM INC.
IMPERIAL PETROLEUM INC. REPORTS SECOND QUARTER AND SIX MONTHS 2022 FINANCIAL AND OPERATING RESULTS
ATHENS, GREECE, July 27, 2022 - IMPERIAL PETROLEUM INC. (NASDAQ: IMPP, the “Company”), a ship-owning company providing petroleum products, crude oil and dry bulk seaborne transportation services, announced today its unaudited financial and operating results for the second quarter ended June 30, 2022. In November 2021, StealthGas Inc. contributed to the Company four subsidiaries comprising a fleet of four tanker vessels. The Company was spun-off from StealthGas Inc. in December 2021. Historical comparative period reflects the results of the carve-out operations of the four subsidiaries that were contributed to the Company.
OPERATIONAL AND FINANCIALHIGHLIGHTS
| • | Strategic decision to strengthen our fleet further. |
|---|---|
| • | In July 2022, we entered into an agreement with an affiliated party to acquire two handysize dry bulk carriers,<br>the Eco Bushfire (2011 built) and the Eco Angelbay (2009 built), for a total consideration of $39 million. Both vessels are Japanese built with an aggregate capacity of 64,000 dwt. |
| --- | --- |
| • | Fleet operational utilization of 82.5% in Q2 22’ – mainly due to the repositioning of our two suezmax<br>tankers for a total of 56 days. |
| --- | --- |
| • | Revenues of $11.3 million in Q2 22’ up by $6.2 million or 121.6% compared to Q1 22’ due to<br>further improvement in market rates and a higher number of vessels. |
| --- | --- |
| • | Net income of $0.1 million – undermined by the $2.4 million voyage and operating costs we incurred<br>for the repositioning of our two suezmaxes- benefit of which will appear in Q3 22’. |
| --- | --- |
| • | EBITDA^1^ of $3.0 million in Q2 22’- 15.4% higher<br>than in Q1 22’ and 114.3% or $1.6 million higher than in Q2 21’. |
| --- | --- |
| • | Cash and cash equivalents of $79.1 million as of June 30, 2022. |
| --- | --- |
Second Quarter 2022 Results:
| • | Revenues for the three months ended June 30, 2022 amounted to<br>$11.3 million, an increase of $7.1 million, or 169.0%, compared to revenues of $4.2 million for the three months ended June 30, 2021, primarily due to the increase of our average fleet by two vessels and the improvement in market<br>rates. |
|---|---|
| • | Voyage expenses and vessels’ operating expenses for the three<br>months ended June 30, 2022 were $4.4 million and $3.3 million, respectively, compared to $0.6 million and $2.0 million, respectively, for the three months ended June 30, 2021. The $3.8 million increase in voyage<br>expenses is mainly due to the increase in the spot days of our fleet by 159 days (468%) and the rise in bunker prices. This quarter we incurred $1.7 million of voyage costs due to the repositioning of our two suezmax vessels for a total period<br>of 56 days. The $1.3 million increase in vessels’ operating expenses, was primarily due to the increase in the average number of our vessels and supply costs incurred in relation to the recent acquisition of our two suezmax vessels.<br> |
| --- | --- |
| • | Depreciation for the three months ended June 30, 2022 and 2021 was $2.7 million and<br>$2.2 million, respectively. The change is attributable to the increase in the average number of our vessels. |
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| ^1^ | EBITDA is a non-GAAP measure. Refer to the reconciliation of this<br>measure to the most directly comparable financial measure in accordance with GAAP set forth later in this release. |
| --- | --- |
| • | Interest and finance costs for the three months ended June 30, 2022 and 2021 were $0.2 million<br>and $0.001 million, respectively. The increase is attributable to the interest expense incurred relating to our loan agreement entered into in November 2021. |
| --- | --- |
| • | As a result of the above, for the three months ended June 30, 2022, the Company reported net income<br>of $0.1 million, compared to net loss of $0.8 million for the three months ended June 30, 2021. Dividends paid on Series A Preferred Shares amounted to $0.4 million for the three months ended June 30, 2022. The<br>weighted average number of shares of common stock outstanding, basic, for the three months ended June 30, 2022 was 112.6 million. |
| --- | --- |
| • | Loss per share, basic, for the three months ended June 30, 2022 amounted to $0.00. EBITDA for<br>the three months ended June 30, 2022 amounted to $3.0 million. Reconciliations of EBITDA to Net (Loss)/Income are set forth below. |
| --- | --- |
| • | An average of 5.96 vessels were owned by the Company during the three months ended June 30, 2022 compared to<br>4.00 vessels for the same period of 2021. |
| --- | --- |
Six Months 2022 Results:
| • | Revenues for the six months ended June 30, 2022, amounted to<br>$16.5 million, an increase of $7.3 million, or 79.3%, compared to revenues of $9.2 million for the six months ended June 30, 2021, primarily due to the increase in the average number of our vessels and the improvement in market<br>rates. |
|---|---|
| • | Voyage expenses and vessels’ operating expenses for the six months<br>ended June 30, 2022 were $4.9 million and $5.1 million, respectively, compared to $1.9 million and $3.7 million for the six months ended June 30, 2021. The $3.0 million increase in voyage expenses is mainly due to<br>the increase in the spot days of our fleet by 39 days (21.5%) and the rise in daily bunker cost by $9,400. The $1.4 million increase in vessels’ operating expenses, was primarily due to the increase in the average number of our<br>vessels. ~~~~ |
| --- | --- |
| • | Depreciation for the six months ended June 30, 2022, was $4.9 million, a $0.6 million increase<br>from $4.3 million for the same period of last year, due to the increase in the average number of our vessels. |
| --- | --- |
| • | As a result of the above, the Company reported net income for the six months ended June 30, 2022 of<br>$0.3 million, compared to a net loss of $1.2 million for the six months ended June 30, 2021. The weighted average number of shares outstanding for the six months ended June 30, 2022 was 65.4 million. Loss per<br>share, basic,^^for the six months ended June 30, 2022 amounted to $0.01. |
| --- | --- |
| • | EBITDA for the six months ended June 30, 2022 amounted to $5.6 million. Reconciliations of<br>EBITDA to Net (Loss)/Income are set forth below. An average of 5.01 vessels were owned by the Company during the six months ended June 30, 2021 compared to 4.00 vessels for the same period of 2021. |
| --- | --- |
| • | As of June 30, 2022, cash and cash equivalents amounted to $79.1 million and total debt, net of<br>deferred finance charges, amounted to $25.5 million. During the six months ended June 30, 2022 debt repayments amounted to $2.4 million. |
| --- | --- |
CEO Harry Vafias Commented
Our second quarter financial and operating results is a testimony that we are on track as per our commitment to our investors. As you may all recall, we had promised our shareholders growth and this is exactly what we are doing but at the same time keeping a very solid balance sheet. Our fleet of four vessels has grown to ten vessels within a six months’ period. We have also placed emphasis on capitalizing on market conditions; this quarter we successfully increased our revenue by $6 million compared to Q1 22’. The repositioning of our two suezmax vessels deprived us from further revenue generation but most importantly undermined our profitability by an excess of $2 million; the benefits of this decision will appear in the third quarter. We are confident that the next quarter’s profitability will emulate the revenue increase resulting from the current market conditions.
ConferenceCall details:
On July 27, 2022 at 11:00 am ET, the company’s management will host a conference call to discuss the results and the company’s operations and outlook.
Online Registration:
Beginning this quarter, conference call participants should pre-register using the below link to receive the dial-in numbers and a personal PIN, which are required to access the conference call.
https://register.vevent.com/register/BIc09c5d4c6e4749419ed5e0c1530e39b0
Slides and audio webcast:
There will also be a live and then archived webcast of the conference call, through the IMPERIAL PETROLEUM INC. website (www.ImperialPetro.com). Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.
About IMPERIAL PETROLEUM INC.
Imperial Petroleum Inc. is a ship-owning company providing petroleum products, crude oil and drybulk seaborne transportation services. The Company owns a total of 8 vessels; five M.R. product tankers, one Aframax oil tanker and two Suezmax tankers and has entered into an agreement to acquire two handysize dry bulk carriers. Following the delivery of these dry bulk vessels, Imperial Petroleum’s fleet will count 10 vessels with a capacity of approximately 737,000 deadweight tons (dwt). Imperial Petroleum Inc.’s shares of common stock and 8.75% Series A Cumulative Redeemable Perpetual Preferred Stock are listed on the Nasdaq Capital Market and trade under the symbols “IMPP” and “IMPPP”, respectively.
Forward-Looking Statements
Matters discussed in this release may constitute forward-looking statements. Forward-looking statements reflect our current views with respect to future events and financial performance and may include statements concerning plans, objectives, goals, strategies, future events or performance, or impact or duration of the COVID-19 pandemic and underlying assumptions and other statements, which are other than statements of historical facts. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends, data contained in our records and other data available from third parties. Although IMPERIAL PETROLEUM INC. believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, IMPERIAL PETROLEUM INC. cannot assure you that it will achieve or accomplish these expectations, beliefs or projections. Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the impact of the COVID-19 pandemic and efforts throughout the world to contain its spread, the strength of world economies and currencies, general market conditions, including changes in charter hire rates and vessel values, charter counterparty performance, changes in demand that may affect attitudes of time charterers to scheduled and unscheduled drydockings, shipyard performance, changes in IMPERIAL PETROLEUM INC’s operating expenses, including bunker prices, drydocking and insurance costs, ability to obtain financing and comply with covenants in our financing arrangements, or actions taken by regulatory authorities, potential liability from pending or future litigation, domestic and international political conditions, the conflict in Ukraine and related sanctions, potential disruption of shipping routes due to accidents and political events or acts by terrorists.
Risks and uncertainties are further described in reports filed by IMPERIAL PETROLEUM INC. with the U.S. Securities and Exchange Commission.
Fleet List and Fleet Deployment
For information on our fleet and further information:
Visit our website at www.ImperialPetro.com
Company Contact:
Fenia Sakellaris
IMPERIAL PETROLEUM INC.
00-30-210-6250-001
E-mail: fs@ImperialPetro.com
Fleet Data:
The following key indicators highlight the Company’s operating performance during the periods ended June 30, 2021 and June 30, 2022.
| FLEET DATA | Q2 2021 | Q2 2022 | 6M 2021 | 6M 2022 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Average number of vessels (1) | 4.00 | 5.96 | 4.00 | 5.01 | ||||||||
| Period end number of owned vessels in fleet | 4 | 8 | 4 | 8 | ||||||||
| Total calendar days for fleet (2) | 364 | 542 | 724 | 906 | ||||||||
| Total voyage days for fleet (3) | 353 | 539 | 712 | 903 | ||||||||
| Fleet utilization (4) | 97.0 | % | 99.4 | % | 98.3 | % | 99.7 | % | ||||
| Total charter days for fleet (5) | 319 | 346 | 531 | 683 | ||||||||
| Total spot market days for fleet (6) | 34 | 193 | 181 | 220 | ||||||||
| Fleet operational utilization (7) | 96.7 | % | 82.5 | % | 92.3 | % | 89.1 | % | ||||
| 1) | Average number of vessels is the number of owned vessels that constituted our fleet for the relevant<br>period, as measured by the sum of the number of days each vessel was a part of our fleet during the period divided by the number of calendar days in that period. | |||||||||||
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| 2) | Total calendar days for fleet are the total days the vessels we operated were in our possession for the<br>relevant period including off-hire days associated with major repairs, drydockings or special or intermediate surveys. | |||||||||||
| --- | --- | |||||||||||
| 3) | Total voyage days for fleet reflect the total days the vessels we operated were in our possession for<br>the relevant period net of off-hire days associated with major repairs, drydockings or special or intermediate surveys. | |||||||||||
| --- | --- | |||||||||||
| 4) | Fleet utilization is the percentage of time that our vessels were available for revenue generating<br>voyage days, and is determined by dividing voyage days by fleet calendar days for the relevant period. | |||||||||||
| --- | --- | |||||||||||
| 5) | Total charter days for fleet are the number of voyage days the vessels operated on time or bareboat<br>charters for the relevant period. | |||||||||||
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| 6) | Total spot market charter days for fleet are the number of voyage days the vessels operated on spot<br>market charters for the relevant period. | |||||||||||
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| 7) | Fleet operational utilization is the percentage of time that our vessels generated revenue, and is<br>determined by dividing voyage days excluding commercially idle days by fleet calendar days for the relevant period. | |||||||||||
| --- | --- |
Reconciliation of EBITDA:
EBITDA represents net (loss)/income before interest and finance costs, interest income and depreciation.
EBITDA is not a recognized measurement under U.S. GAAP. Our calculation of EBITDA may not be comparable to that reported by other companies in the shipping industry or other industries.
EBITDA measurement is included herein because it is a basis, upon which our investors and we assess our financial performance. It allows us to present our performance from period to period on a comparable basis and provides investors with a means of better evaluating and understanding our operating performance.
| (Expressed in United States Dollars, except number ofshares) | Second Quarter EndedJune 30th, | Six Months Period EndedJune 30th, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2022 | 2021 | 2022 | |||||||||
| Net (loss)/income—EBITDA | ||||||||||||
| Net (loss)/income | **** | (802,449 | ) | **** | 85,719 | **** | **** | (1,228,724 | ) | **** | 304,101 | **** |
| Plus interest and finance costs | 1,450 | 243,901 | 3,376 | 452,915 | ||||||||
| Less interest income | — | (44,140 | ) | (4 | ) | (44,140 | ) | |||||
| Plus depreciation | 2,168,665 | 2,734,165 | 4,337,331 | 4,902,831 | ||||||||
| EBITDA | **** | 1,367,666 | **** | **** | 3,019,645 | **** | **** | 3,111,979 | **** | **** | 5,615,707 | **** |
Imperial Petroleum Inc.
Unaudited Consolidated Statements of Operations
(Expressed in United States Dollars, except for number of shares)
| Quarters Ended June 30, | Six Month Periods EndedJune 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2022 | 2021 | 2022 | |||||||||
| Revenues | ||||||||||||
| Revenues | 4,157,352 | 11,348,271 | 9,226,877 | 16,464,649 | ||||||||
| Expenses | ||||||||||||
| Voyage expenses | 524,584 | 4,263,884 | 1,815,116 | 4,721,312 | ||||||||
| Voyage expenses—related party | 51,793 | 141,591 | 116,665 | 203,462 | ||||||||
| Vessels’ operating expenses | 1,966,603 | 3,290,751 | 3,695,123 | 5,034,767 | ||||||||
| Vessels’ operating expenses—related party | 27,000 | 22,500 | 42,000 | 37,500 | ||||||||
| Management fees | 131,495 | 209,815 | 261,545 | 341,625 | ||||||||
| General and administrative expenses | 85,630 | 412,669 | 176,162 | 527,985 | ||||||||
| Depreciation | 2,168,665 | 2,734,165 | 4,337,331 | 4,902,831 | ||||||||
| Total expenses | **** | 4,955,770 | **** | **** | 11,075,375 | **** | **** | 10,443,942 | **** | **** | 15,769,482 | **** |
| (Loss)/Income from operations | **** | (798,418 | ) | **** | 272,896 | **** | **** | (1,217,065 | ) | **** | 695,167 | **** |
| Other (expenses)/income | ||||||||||||
| Interest and finance costs | (1,450 | ) | (243,901 | ) | (3,376 | ) | (452,915 | ) | ||||
| Interest income | — | 44,140 | 4 | 44,140 | ||||||||
| Foreign exchange (loss)/gain | (2,581 | ) | 12,584 | (8,287 | ) | 17,709 | ||||||
| Other expenses, net | **** | (4,031 | ) | **** | (187,177 | ) | **** | (11,659 | ) | **** | (391,066 | ) |
| (Loss)/Net Income | **** | (802,449 | ) | **** | 85,719 | **** | **** | (1,228,724 | ) | **** | 304,101 | **** |
| Loss per share, Basic | (0.17 | ) | (0.00 | ) | (0.26 | ) | (0.01 | ) | ||||
| Weighted average number of shares, Basic | 4,775,272 | 112,558,217 | 4,775,272 | 65,391,339 |
Imperial Petroleum Inc.
Unaudited Consolidated Balance Sheets
(Expressed inUnited States Dollars)
| December 31, | June 30, | |||||
|---|---|---|---|---|---|---|
| 2021 | 2022 | |||||
| Assets | ||||||
| Current assets | ||||||
| Cash and cash equivalents | 3,389,834 | 79,135,753 | ||||
| Restricted cash | 451,225 | 485,693 | ||||
| Receivables from related party | 355,023 | 375,801 | ||||
| Trade and other receivables | 1,400,275 | 3,572,656 | ||||
| Other current assets | — | 581,331 | ||||
| Inventories | 258,846 | 4,935,331 | ||||
| Advances and prepayments | 150,544 | 543,884 | ||||
| Total current assets | **** | 6,005,747 | **** | **** | 89,630,449 | **** |
| Non current assets | ||||||
| Vessels, net | 119,962,984 | 194,134,266 | ||||
| Restricted cash | 2,500,000 | 2,500,000 | ||||
| Total non current assets | **** | 122,462,984 | **** | **** | 196,634,266 | **** |
| Total assets | **** | 128,468,731 | **** | **** | 286,264,715 | **** |
| Liabilities and Stockholders’ Equity | ||||||
| Current liabilities | ||||||
| Trade accounts payable | 1,430,251 | 5,770,455 | ||||
| Payable to related party | 1,119,055 | 394,328 | ||||
| Accrued liabilities | 486,674 | 1,093,353 | ||||
| Customer deposits | 368,000 | 368,000 | ||||
| Deferred income | 482,321 | 190,499 | ||||
| Current portion of long-term debt | 4,747,616 | 4,753,798 | ||||
| Total current liabilities | **** | 8,633,917 | **** | **** | 12,570,433 | **** |
| Non current liabilities | ||||||
| Long-term debt | 23,088,971 | 20,710,259 | ||||
| Total non current liabilities | **** | 23,088,971 | **** | **** | 20,710,259 | **** |
| Total liabilities | **** | 31,722,888 | **** | **** | 33,280,692 | **** |
| Commitments and contingencies | ||||||
| Stockholders’ equity | ||||||
| Capital stock | 47,753 | 1,902,540 | ||||
| Preferred stock | 7,959 | 7,959 | ||||
| Additional paid-in capital | 97,161,688 | 251,240,980 | ||||
| Accumulated deficit | (471,557 | ) | (167,456 | ) | ||
| Total stockholders’ equity | **** | 96,745,843 | **** | **** | 252,984,023 | **** |
| Total liabilities and stockholders’ equity | **** | 128,468,731 | **** | **** | 286,264,715 | **** |
Imperial Petroleum Inc.
Unaudited Consolidated Statements of Cash Flows
(Expressed in United States Dollars
| Six Month Periods Ended June 30, | ||||||
|---|---|---|---|---|---|---|
| 2021 | 2022 | |||||
| Cash flows from operating activities | ||||||
| Net (loss)/income for the period | (1,228,724 | ) | 304,101 | |||
| Adjustments to reconcile net (loss)/income to net cash provided by operatingactivities: | ||||||
| Depreciation | 4,337,331 | 4,902,831 | ||||
| Amortization of deferred finance charges | — | 29,470 | ||||
| Changes in operating assets and liabilities: | ||||||
| (Increase)/decrease in | ||||||
| Trade and other receivables | (803,931 | ) | (2,172,381 | ) | ||
| Other current assets | 173,930 | (581,331 | ) | |||
| Inventories | 457,906 | (4,676,485 | ) | |||
| Advances and prepayments | (43,949 | ) | (393,340 | ) | ||
| Increase/(decrease) in | ||||||
| Trade accounts payable | — | 4,288,624 | ||||
| Balances with related parties | (99,682 | ) | (745,505 | ) | ||
| Accrued liabilities | 55,250 | 606,679 | ||||
| Deferred income | 459,188 | (291,822 | ) | |||
| Net cash provided by operating activities | **** | 3,307,319 | **** | **** | 1,270,841 | **** |
| Cash flows from investing activities | ||||||
| Acquisition and improvement of vessels | (142,600 | ) | (79,022,533 | ) | ||
| Net cash used in investing activities | **** | (142,600 | ) | **** | (79,022,533 | ) |
| Cash flows from financing activities | ||||||
| Net transfers to former Parent Company | (6,333,468 | ) | — | |||
| Proceeds from follow-on offerings | — | 167,572,514 | ||||
| Stock issuance costs | — | (10,767,943 | ) | |||
| Dividends paid on preferred shares | — | (870,492 | ) | |||
| Loan repayments | — | (2,402,000 | ) | |||
| Net cash (used in)/provided by financing activities | **** | (6,333,468 | ) | **** | 153,532,079 | **** |
| Net (decrease)/increase in cash, cash equivalents and restricted cash | (3,168,749 | ) | 75,780,387 | |||
| Cash, cash equivalents and restricted cash at beginning of year | 7,616,555 | 6,341,059 | ||||
| Cash, cash equivalents and restricted cash at end of period | **** | 4,447,806 | **** | **** | 82,121,446 | **** |
| Cash breakdown | ||||||
| Cash and cash equivalents | 3,282,775 | 79,135,753 | ||||
| Restricted cash, current | 1,165,031 | 485,693 | ||||
| Restricted cash, non current | — | 2,500,000 | ||||
| Total cash, cash equivalents and restricted cash shown in the statements of cashflows | **** | 4,447,806 | **** | **** | 82,121,446 | **** |