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Commission File No.
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of May, 2000
ENTERPRISES SHIPHOLDING CORPORATION
(Translation of registrant's name into English)
c/o Enterprises Shipping & Trading S.A.
Poseidonos Avenue 11
Elliniko GR-16777
Athens, Greece
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will
file annual reports under cover Form 20-F or Form 40-F.
Form 20-F X Form 40-F
Indicate by check mark whether the registrant by furnishing
the information contained in this Form is also thereby furnishing
the information to the commission pursuant to Rule 12g3-2(b)
under the Securities Exchange Act of 1934.
Yes No X
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Item 1. INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Attached hereto is a copy of the quarterly report of
Enterprises Shipholding Corporation (the "Company") for the
period ended March 31, 2000.
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ENTERPRISES
SHIPHOLDING
Athens 12TH May 2000
TO THE NOTEHOLDERS OF ENTERPRISES SHIPHOLDING CORPORATION:
Enclosed is the unaudited financial information accompanied by a
Management's Discussion and Analysis of Financial Condition and
Results of Operations for the period ended March 31, 2000.
The first quarter of 2000 did not hold any surprises and was as
per our forecast in respect to rates. However the bunker market
was a little stronger as the prices did go above what we expected
thus increasing our voyage expenses. We traded in the spot market
10 reefer vessels which had very little down time as we were able
to fix the vessels in such a way that they had continuous
employment through out the first quarter and after breaking lay
up. The vessels traded in the spot market generated $9.5 million
or 64% of the Company's revenues while contributing $3.8 million
or 61% of the Company's EBITDA. On time-charter we operated only
9 vessels this year compared to 14 vessels in 1999. The remaining
2 reefer vessels and the 2 container vessels remained in lay up
condition, as the market conditions did not justify operating
them. The high season came to an abrupt end around the end of the
3rd week of March. This was mainly due to the lack of sales for
Argentinean fruit and the lack of sales in Europe of Chilean
fruit. Coupled with this, South Africa saw its volume falling due
to poor weather and quality problems. Although our forecast for
the year was exactly as we had predicted we are not happy at all
with the way that the reefer market has gone since the first
quarter, which will have far-reaching and serious effects on the
spot market for the balance of the year.
The container market on the other hand has shown an improvement
with rates slowly rising through out the first quarter as the
need for faster and more fuel-efficient vessels were required.
The outlook of the reefer spot market during the second quarter
remains very sluggish and as such we have decided to lay-up all
our vessels trading in the spot market, upon termination of their
current voyage, due to the low levels of the freight market and
unavailability of cargoes which is in line with the company's
last year policy. At this time 11 out of 23 vessels are already
in lay up condition and we are expecting to lay up the remaining
3 vessels by the end of May.
The newbuilding program is on schedule and the second vessel
named OcelotMax was delivered on 25th February 2000 and has been
chartered at current market rates.
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For the three months ending March 31, 2000, the Company's
revenues were $15.1 million, EBITDA was $6.2 million generating a
net loss of $0.2 million. While we had anticipated lower figures
from last year's results, they were unexpected, due to worse than
anticipated market conditions which led to unsatisfactory
performance of the vessels trading in the spot market combined
with fewer new time-charter commitments done at abysmal rates.
A conference call with Mr. Kostas Koutsoubelis, Director and
Chief Financial Officer, and Mr. Dale Ploughman, Senior Vice-
President, has been scheduled for Thursday 18th of May 2000 at
9:30 am New York time to discuss the first quarter 2000 results.
To participate in the conference call please dial the number
(212) 676-4901.
We are pleased to answer any inquiries that you may have. Our
investor relations contact is: Kostas Koutsoubelis, Tel:
Int+301+8910170 and Fax: Int+301+8983595
Sincerely yours,
Victor Restis
President and
Chief Executive Officer
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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
General
The Company is one of the world's leading independent
owners and operators of reefer vessels with a fleet of 23
vessels, including 19 reefer vessels, and two high reefer intake
container vessels, and two 2205 TEU geared container vessels, and
has on order two combined container reefer vessels and three 2205
TEU geared container vessels. The following discussion presents
financial information for the Company and its subsidiaries on a
consolidated basis for all periods presented. The Company
acquired such subsidiaries in October 1997 (the "Combination") in
an exchange of stock transaction. Subsequent to the Combination,
the financial statements of the Company were restated to reflect
the consolidation of all companies.
The Company's fleet currently consists of 23 vessels:
(i) 19 reefer vessels ranging in size from approximately 200,000
to 600,000 cu.ft. of cargo capacity, including two modern reefer
vessels each with 427,806 cu.ft. of capacity delivered from their
builder in the first half of 1996; and (ii) two reefer container
vessels, each with a cargo capacity of 324 TEU and two geared
container vessels with a cargo capacity of 2205 TEU. The
following table sets forth changes in the Company's fleet from
December 31, 1995 through March 31, 2000.
Year Ended December 31, March 31
1995 1996 1997 1998 1999 2000
Fleet owned at beginning of
period 17 20 24 26 26 22
Newbuildings and other
acquisitions during period 3 4 2 0 1 1
Sales and dispositions during
period 0 0 0 0 5 0
Fleet owned at end of period 20 24 26 26 22 23
Newbuildings on order 0 0 0 7 6 5
Reefer Cargo Capacity
(at end of period)
(millions cft.) 8.8 10.3 10.3 10.3 8.5 8.5
TEU Capacity (at end of
period) 0 0 0 648 2,853 5,058
Reefer shipping is a highly specialized segment of the
global shipping industry that provides seaborne transportation of
perishable commodities, such as bananas, other fruits, meat,
seafood, vegetables and dairy products, in a temperature
controlled environment. The reefer industry is comprised of
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approximately 20 leading participants and numerous medium to
small reefer fleet owners and operators.
Reefer vessels are employed under time charters, voyage
charters, contracts of affreightment ("COAs"), and bareboat (or
demise) charters. Reefer vessels that operate in a pool are
generally time chartered to the pool by the owner and the pools
secure employment for the vessels they control through a
combination of COAs, voyage charters and time charters with other
operators or end-users.
The reefer vessel industry is characterized by cyclical
changes in supply and demand, resulting in wide swings in charter
rates and vessel utilization and, consequently, in profitability
for reefer vessel owners and operators. The supply of reefer
vessel cargo carrying capacity is a function of the number and
size of new vessels built and older vessels scrapped. The demand
for reefer vessel capacity reflects several variables, including
the size of fruit harvests, import quotas, the impact of general
economic conditions on consumer demand, and trends in worldwide
consumption and prices for reefer commodities. When growth in
demand exceeds the current or anticipated carrying capacity of
worldwide supply, charter rates generally increase. When charter
rates reach sufficiently high levels, the scrapping rate of older
vessels declines and orders for newbuildings increase. Once
commissioned, a newbuilding generally takes 18 months to 24
months to be built.
Recent trends in reefer vessel charter rates are as
follows: The average time charter rate for quality, midsize,
pallet-friendly reefer vessels more than doubled from $0.41 per
cu.ft. in 1985 to $0.85 per cu.ft. in 1991. The steady increase
in freight rates resulted in relatively heavy investment in cargo
capacity during this period, with worldwide reefer capacity (over
100,000 cu.ft.) growing by approximately 34% between 1986 and
1993. By 1993, reefer vessel cargo carrying capacity had
increased at a greater rate than reefer vessel shipping volumes.
Shipping volumes were adversely affected in late 1992 and 1993 by
the size of various fruit harvests, the European Union quota on
"dollar" bananas grown in Central America, and recessionary
conditions in various importing countries. Accordingly, time
charter rates for older, pallet-friendly vessels declined to
approximately $0.50 in 1993, a 41.2% decline from the peak in
1991. As a result of the decline in freight rates, scrapping of
older vessels increased and the construction of newbuildings
decreased, thereby causing a decline in the supply of cargo
carrying capacity. Charter rates began to improve in 1994 as a
result of the decline in supply capacity along with the increased
cargo shipping demand. According to industry sources, average
rates for older, pallet-friendly vessels increased to
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approximately $0.53 in 1994, $0.60 in 1995 and to $0.67 in 1996,
but declined to $0.65 in 1997 and 1998 to reach $0.60 in 1999.
Results of Operations
The following table sets forth, for the periods indicated,
selected operating data as a percent of net revenue:
Year Ended December 31, March 31
1995 1996 1997 1998 1999 2000
Revenue from vessels, net 100% 100% 100% 100% 100% 100%
Voyage and running expenses 39.4 41.6 40.0 37.5 48.6 50.6
Depreciation and amortization 20.4 16.8 18.3 20.7 28.0 25.3
General and administrative expenses 4.1 3.9 4.3 7.4 10.1 8.1
___________________________________________
Income from operations 36.1 37.7 37.4 34.4 13.3 16.0
Interest expense, net 3.9 4.23 .51 3.5 20.4 22.6
Loss (gain) on sale of vessels 0.0 0.0 (7.9) 0.0 2.4 0.0
Other expenses (income) 0.6 (0.7) (2.2) 0.0 (2.7) (5.6)
Litigation loss 0.0 0.0 0.0 0.0 12.2 0.0
Minority interest 0.0 0.0 0.0 0.0 0.0 0.0
___________________________________________
Net income (loss) 31.6 34.24 4.12 1.9 (18.8) (1.0)
Revenue from vessels, net. Revenues are generated
primarily from U.S. Dollar denominated charter hire payments
under time charters, COAs or voyage charters to independent
reefer operators, reefer pool operators and integrated
multinational fruit companies. Revenues from vessels are
presented net of shipbrokers' commissions. Historically,
substantially all of the Company's time charters have been for
periods of 12 months or more. During the past five years,
revenues from time charters of 12 months or longer represented
86% of the Company's net revenues while for 1999 revenues from
time charters represented 82% of the Company's net revenues
compared to 92% during 1998. Depending on market conditions, the
Company also charters out its vessels on COAs, and in the spot
market on voyage charters. In 1997 and 1998, the Company derived
16% and 8% of its net revenues from COAs and spot market voyage
charters, respectively. For 1999, the Company's share of revenues
from spot charters increased to 18% reflecting the market
conditions and the unwillingness of charterers to commit for
longer period. In the first quarter of 2000 revenues from time
charter represented only 56% of the Company's revenues reflecting
the market conditions, while the revenues from the container
vessels were 9% of the Company's revenues.
The Company's aggregate revenues are a function of the
average freight rate that it earns per vessel per day and the
total number of vessel days the fleet is in operation. The
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following table summarizes the Company's average revenue per
vessel per day and total operating days:
Year Ended December 31,
March 31
1995 1996 1997 1998 1999 2000
Average revenue per vessel
per day $8,418 $10,086 $10,555 $ 9,319 $ 8,522 $ 9,363
Percentage increase (decrease) 3.0% 19.8% 4.7% (11.7)% (8.6)% 9.8%
Total operating days 6,037 7,777 7,492 7,666 6,054 1617
Percentage increase 7.3% 28.8% (3.7) %2.3% (21.0)% NA
Voyage and running expenses. Voyage and running expenses
include costs of crewing, spares and stores, insurance premiums,
lubricants, repairs and maintenance, and victualling. The time
charterer, subject to certain adjustments pays bunkers and port
expenses for vessels under time charters. Bunkers and port
expenses for vessels under voyage charters and COAs are paid by
the vessel owner and are included in voyage expenses. The
following table sets forth the Company's average voyage and
running expenses per vessel per day:
Year Ended December 31,
March 31
1995 1996 1997 1998 1999 2000
Average operating expenses per
vessel per day $3,002 $3,989 $3,437$ 2,824$ 3,059 $ 3,704
Percentage increase (decrease) - 32.9% (13.8)%(17.8)% 8.3% 21.0%
General and administrative expenses. General and
administrative expenses include management fees of $500 per day
per vessel paid to EST for technical management, headquarters
expense, office staff and the expense of administrative, legal,
quality assurance, information systems and centralized accounting
support functions. Such fees are reduced to $300 per day per
vessel when the vessel is in lay-up condition.
Depreciation and amortization. The Company depreciates
its vessels on a straight-line basis over an estimated useful
life of 25 years. For secondhand vessels, the Company depreciates
vessel acquisition costs on a straight-line basis over the
balance of such vessel's useful life of 25 years. Amortization
includes dry docking costs of the vessels, which are carried out
approximately every two and one-half years. These costs are
deferred and amortized through the next dry docking period. Legal
costs and financing fees incurred in connection with the
financing of a vessel are also deferred and amortized over the
loans' repayment period. Costs relating to loans that are repaid
are expensed in the period of repayment.
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Three Months Ended March 31, 2000, compared with Three Months
Ended March 31, 1999
Revenue from vessels, net. Revenue from vessels, net,
decreased $1.7 million to $15.1 million in the first quarter of
2000, compared to $16.9 million in the relevant quarter in 1999,
representing a 10.4 % decrease. Average daily revenue per vessel
increased to $9,363 in the first three months of 2000 from $9,040
in the first three months of 1999, representing a 3.5 % increase.
Operating days decreased to 1617 days in the first quarter of
2000 from 1815 days in the first quarter of 1999, representing a
10.9% decrease. The reason for the decrease in revenues was that
the vessels operating in the spot market were directly affected
by the low spot rates and fewer voyage days, while 4 vessels
remained in lay up condition for the whole period of the first
quarter of 2000. Consequently, revenues from time charters in
the first quarter of 2000 were $8.5 million and $6.6 million from
the voyage charters compared to $11.5 million and $4.9 million
respectively for the first quarter of 1999.
Voyage and running expenses. Voyage and running
expenses decreased by $0.1 million, to $7.7 million in the first
quarter of 2000 from $7.8 million in the first quarter of 1999.
As a percentage of revenues, voyage and running expenses
increased to 50.6% in the first three months of 2000 compared to
47.4% in the first three moths of 1999. Voyage expenses were
$3.2 million and $1.8 million in the first three months of 2000
and 1999, respectively. This increase was due to more vessels
operated in the spot market thus bunkers, port dues and other
expenses were paid by the Company. The cost of laid up for the 4
vessels during the 1st quarter 2000 was $0.5 million. The
expected lay up cost per vessel per month is $ 45,000 dollars.
General and administrative expenses. General and
administrative expenses decreased by $0.1 million to $1.2 million
in the first three months of 2000 compared to $1.3 million in the
first three months of 1999. This decrease was mainly due to the
vessels being in lay up condition thus the Management Company
charged $300 per day as per the Management agreement.
Depreciation and amortization. Depreciation and
amortization increased by $0.1 million to $3.8 million in the
first three months of 2000 from $3.7 million in the first three
months of 1999. This increase was due to the depreciation of the
new vessels that were delivered to the company on 29/11/99 and
25/2/00.
Interest expense, net. Interest expense, net, increased
by $0.9 million, to $3.4 million in the first quarter of 2000
from $2.5 million in the first quarter of 1999. This increase
was primarily due to the capitalization of interest by $0.8
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million in the first quarter of 1999. Interest income in the
first quarter of 2000 and in 1999 was $0.2 million and $0.7
million, respectively.
Net income. Net income decreased by $1.0 million, to a
loss of $(0.2) million in the first quarter of 2000 from a profit
of $0.9 million income in the first quarter of 1999. This
decrease of $1.0 million was mainly due to the decrease of net
revenues by $1,7 million due to the low spot market freight
rates, increase in the Company's net interest expense by $0.9
million due to the capitalization of interest of the Senior Notes
and a $ 0.8 million income that the company received from the
yard as liquidated damages for the delayed delivery of the
vessel.
Year Ended December 31, 1999, compared with Year Ended
December 31, 1998
Revenue from vessels, net. Revenue from vessels, net,
decreased $19.9 million to $ 51.6 million in 1999, compared to
$71.4 million in 1998, representing a 27.7% decrease. Average
daily revenue per vessel decreased to $8,522 in 1999 from $9,319
in 1998, representing an 8.6% decrease. Operating days decreased
to 6,054 days in 1999 from 7,666 days in 1998, representing a
21.0% decrease. The reason for the decrease in revenues was that
fewer vessels were on time charter in 1999 and the remaining
vessels operated in the spot market were directly affected by
lower spot rates and by the lack of additional cargoes, as banana
crops were destroyed by heavy rainfalls and floods caused by the
El Nino phenomenon during 1998. An other indication of the market
conditions and the lack of cargoes is that operating days
decreased in 1999 compared to 1998 by 21% or by 1,612 days which
means that the vessels that were in the spot market had to wait
for longer periods between voyages during the first six months of
1999 while during the third and fourth quarter of 1999 they were
in lay-up. Consequently, revenues from time charters in 1999
were $42.3 million and $9.3 million from the voyage charters. On
November 29, 1999 the Company took delivery of the first 2205 TEU
geared container which was chartered to a major charterer for 5
months. The revenues from the reefer fleet were $ 51.3 million
while the container vessel fleet contributed only $ 0.3 million
in 1999.
Voyage and running expenses. Voyage and running
expenses decreased by $ 1.7 million, to $ 25.0 million in 1999
from $26.8 million in 1998. As a percentage of revenues, voyage
and running expenses increased to 48.6% in 1999 compared to 37.5%
in 1998. The decrease of $ 1.7 million was partially due to the
fact that the vessels in voyage charters operated fewer days and
thus concluded fewer voyages, while during the second half of the
year were in lay up, which meant that bunkers, port dues and
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other expenses were reduced significantly even though more
vessels operated in the spot market compared to 1998. Voyage
expenses were $ 3.7 million and $2.7 million in 1999 and 1998,
respectively. Due to the continuous preventive maintenance that
the Company is implementing in its vessels and due to the days
that the vessels were in lay up, running expenses decreased by $
2.7 million in 1999.
General and administrative expenses. General and
administrative expenses remained at virtually the same level of $
5.2 million in 1999 compared to $5.3 million in 1998. These
expenses consisted of the management fee of $500 per day per
vessel paid to EST effective as of January 1, 1998, and
compensation to the Company's directors, effective from September
1, 1998. The management, fees to EST are reduced to $300 per day
per vessel when a vessel is in lay-up.
Depreciation and amortization. Depreciation and
amortization decreased by $ 0.4 million to $ 14.4 million in 1999
from $14.8 million in 1998. This decrease was due to the sale
for scrapping of five vessels during the first nine months of
1999.
Interest expense, net. Interest expense, net, increased
by $ 0.9 million, to $ 10.5 million in 1999 from $9.6 million in
1998. This increase was primarily due to the Company's paying
interest on the Senior Notes for the whole of 1999 as opposed to
a portion of 1998. The amount of $3.4 million in interest
expense was capitalized because the proceeds from the Senior
Notes were used for the acquisition of the first newbuilding.
Interest expense in 1999 and in 1998 was $ 12.1 million and $12.0
million, respectively. Interest income in 1999 and in 1998 was $
2.1 million and $2.8 million, respectively.
Net income. Net income decreased by $ 25.3 million, to
a loss of $ 9.7 million in 1999 from a profit of $15.6 million in
1998. As a percentage of revenues, net income decreased to
(18.8)% in 1999 from 21.9% in 1998. This decrease of $ 25.3, was
mainly due to the decrease of net revenues by $19.9 million due
to spot market conditions, by $6.3 million due to the Company's
reimbursement of its P&I Association for a litigation claim and
decreased voyage and running expenses of $ 1.7 million resulting
from fewer spot voyages and efficient management of the Company's
vessels.
Liquidity and Capital Resources
The Company operates in a capital-intensive industry
requiring extensive investment in revenue producing assets. The
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liquidity requirements of the Company relate to servicing its
debt, funding investments in vessels, funding working capital and
maintaining cash reserves. Net cash flow generated from
operations is the main source of liquidity for the Company. Net
cash provided by operating activities was $8.2 million in the
first quarter of 2000 versus $9.0 million for the same period in
1999. Additional sources of liquidity include proceeds from asset
sales and borrowings generally secured by one or more of the
Company's vessels, together with the proceeds of the Company's
offering of Senior Notes.
Net cash provided by operating activities decreased to
$8.2 million in the first quarter of 2000 from $9.0 million in
the first quarter of 1999, primarily due to the lower net income
for the period, and increase of the net working capital. Net cash
provided by operating activities consists of the Company's net
income, increased by non-cash expenses such as depreciation and
amortization of deferred charges, and adjusted by changes in
working capital.
Net cash used in investing activities was $30.7 million out of
which $9.4 million has been paid to the shipyard in Taiwan for
the installments of three vessels under construction. The balance
$20.3 million was the delivery payment for the vessel that was
delivered on 25/2/00. The remaining installments within 2000
amounts to $17.0 million. The Company's principal uses of cash in
investing activities have been vessel acquisitions and
improvements, and purchases of equipment, as well as installment
payments for vessels under construction.
Net cash provided by financing activities in the first
quarter of 2000 was $19.9 million, which was the secured loan
received by the bank to finance the delivery payment of the
vessel which was delivered to the Company on 25/2/00.Thus, cash
and cash equivalents at March 31, 2000 were decreased to $11.3
million. The Company expects to fund the remaining $17 million
for the acquisition of the newbuildings vessels during 2000 from
its existing cash together with the proceeds from the sale of
assets.
The Senior Notes Indenture contains certain covenants
that, among other things, limit the ability of the Company and
its Restricted Subsidiaries to: (i) incur additional
indebtedness; (ii) make restricted payments; (iii) allow
restrictions on distributions from subsidiaries; (iv) incur
liens; (v) enter into certain transactions with affiliates; (vi)
sell, assign, transfer, lease, convey or otherwise dispose of all
or substantially all of the assets of the Company; (vii) enter
into sale and leaseback transactions; (viii) issue capital stock
of its subsidiaries; (ix) enter into certain business activities;
and (x) merge or consolidate with any other person. Events of
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default under the Senior Notes Indenture include (i) failure to
pay principal or interest when due; (ii) failure to comply with
certain restrictions on mergers, consolidations and transfers of
assets, (iii) failure to comply with certain agreements and
covenants in the Senior Notes Indenture; (iv) certain events of
default on other indebtedness; (v) certain events of bankruptcy,
and (vi) the breach of any representation or warranty.
The Company believes that, based on current levels of
operating performance and expected market conditions, its cash
flow from operations, and other available sources of funds, will
be adequate to make the required payments of the installments due
to the shipyard, to pay the interest on the Senior Notes which
was due 1st May 2000 and to permit anticipated capital
expenditures and to fund the working capital requirements during
the second quarter of 2000.
Inflation
Although inflation had a moderate impact on operating
expenses, dry docking expenses and corporate overhead, management
does not consider inflation to be a significant risk to direct
costs in the current and foreseeable economic environment.
However, in the event that inflation becomes a significant factor
in the world economy, inflationary pressures would result in
increased operating and financing costs.
Foreign Exchange Rate Fluctuation
The international reefer industry's functional currency
is the U.S. Dollar and, as a result, virtually all of the
Company's revenues are in U.S. Dollars. Historically, general and
administrative expenses are incurred in Greek Drachmae, while a
significant portion of the cost of revenues is incurred in U.S.
Dollars and, to a much lesser extent, other currencies. The
Company has a policy of continuously monitoring and managing its
foreign exchange exposure, but the Company currently does not
have any, and does not believe that it has any current need to
enter into, foreign currency hedging transactions.
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ENTERPRISES SHIPHOLDING CORPORATION
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 1999 AND MARCH 31 2000
(Expressed in thousands of U.S. Dollars - except per share data)
ASSETS 1999 2000
CURRENT ASSETS:
Cash and cash equivalents $ 14,011 $ 11,327
----------- -----------
Accounts receivable-
Trade 916 726
Insurance claims 492 40
Others receivables 83 214
----------- -----------
1,491 980
----------- -----------
Inventories 2,299 2,117
Prepayments and other 395 1,971
----------- -----------
Total current assets 18,196 16,395
----------- -----------
FIXED ASSETS:
Advances for vessel under
reconstruction 45,670 41,105
Vessels' cost 249,181 284,449
Accumulated depreciation (77,988) (81,735)
----------- -----------
----------- -----------
Total fixed assets 216,863 243,819
----------- -----------
OTHER NON CURRENT ASSETS:
Deferred charges 4,636 4,580
----------- -----------
Total assets $ 239,695 $ 264,794
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt $ 0 $ 1,400
----------- -----------
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Accounts payable-
Trade 3,963 5,006
Due to a related company 643 761
Master accounts 575 709
----------- -----------
5,181 6,476
----------- -----------
Dividends payable 0 0
Due to management companies 353 339
Unearned revenue 493 887
Accrued interest and finance
charges 2,589 6,502
Claim Payable 6,300 6,150
Other accrued liabilities 458 290
----------- -----------
Total current liabilities 15,374 22,044
----------- -----------
LONG-TERM DEBT, net of current maturities
Senior notes payable 175,000 175,000
Banks 0 18,600
----------- -----------
175,000 193,600
----------- -----------
SHAREHOLDERS' EQUITY:
Share capital, nominal value
$0.01 each (100,000,000
shares authorised,
issued and outstanding at
December 31, 1999 and March 31 2000) 1,000 1,000
Retained earnings 48,321 48,150
----------- -----------
Total shareholders' equity 49,321 49,150
----------- -----------
Total liabilities and
shareholders' equity $ 239,695 $ 264,794
=========== ===========
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ENTERPRISES SHIPHOLDING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
FOR THE PERIODS ENDED MARCH 31, 1999 AND MARCH 31, 2000
(Expressed in thousands of U.S. Dollars)
1999 2000
Cash Flows from operating activities:
Net income $ 73 $ (171)
Adjustments to reconcile net income to
net cash provided by operating activities-
Depreciation 3,519 3,746
Amortization of deferred charges 327 200
Loss from vessels sale 701 0
(Increase) Decrease in:
Accounts receivable 1,102 511
Inventories 71 182
Prepayments and other (1,949) (1,576)
Increase (Decrease) in:
Accounts payable 872 1,043
Master Account 199 134
Due to a related company (43) 118
Accrued Interest 3,882 3,913
Other accrued liabilities 477 (168)
Unearned revenue 62 394
Claim payable (150)
Amounts due to management companies (194) (14)
----------- -----------
Net cash provided by operating activities 9,099 8,162
----------- -----------
Cash Flows (for) from investing activities:
Advances for vessels under
construction/reconstruction (6,869) (10,431)
Payments for vessels' acquisition
and improvements 0 (20,272)
Net proceeds from vessels sale 972 0
Payments for drydocking and special
survey costs 0 (58)
Purchase of marketable securities (1,450) 0
----------- -----------
Net cash (used in) provided by
investing activities (7,347) (30,761)
----------- -----------
Cash Flows (for) from financing activities:
Proceeds from shareholders,
net of withdrawals 0 0
Proceeds from long-term debt, banks 0 20,000
16
<PAGE>
Proceeds from issuance of
Senior Notes 0 0
Payments and repayment of long-term
debt, banks 0 0
Payments and repayment of long-term debt,
related party 0 0
Payments for financing fees 0 (85)
Payments for dividends (7,500) 0
Notes issuance and distribution 0 0
----------- -----------
Net cash (used in) provided by
financing activities (7,500) 19,915
----------- -----------
Net increase (decrease) in cash
and cash equivalents (5,748) (2,684)
Cash and Cash Equivalents,
beginning of period 26,854 14,011
----------- -----------
Cash and Cash Equivalents,
end of period $ 21,106 $ 11,327
=========== ===========
17
<PAGE>
ENTERPRISES SHIPHOLDING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE PERIOD ENDED MARCH 31, 1999 AND MARCH 31, 2000
(Expressed in thousands of U.S. Dollars - except per share data)
1999 2000
REVENUE FROM VESSELS, net $ 16,899 $ 15,140
VOYAGE AND RUNNING EXPENSES (7,778) (7,668)
----------- -----------
Gross profit 9,121 7,472
DEPRECIATION AND AMORTIZATION (3,734) (3,834)
GENERAL AND ADMINISTRATIVE EXPENSES (1,340) (1,235)
----------- -----------
Income from operations 4,047 2,403
----------- -----------
OTHER INCOME (EXPENSES):
Interest and finance expenses, net (2,552) (3,426)
Foreign currency gain (loss) 91 40
Other, net (675) 812
----------- -----------
Total other income (expenses) (3,136) (2,574)
----------- -----------
Net Income $ 911 $ (171)
=========== ===========
Earnings per share, basic $ 0.01 $ (0.00)
=========== ===========
Weighted average number
of shares, basic 100,000,000 100,000,000
=========== ===========
EBITDA $ 7,781 $ 6,237
18
<PAGE>
Ratio of EBITDA to interest
expense.net 3.05 1.82
EBITDA Margin 46.04% 41.20%
19
<PAGE>
ENTERPRISES SHIPHOLDING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE PERIOD ENDED MARCH 31,1999
(Expressed in thousands of U.S. Dollars - except per share data)
Valuation
of
Marketable
Capital Securities Retained
Stock Surplus (Loss) Earnings Total
--------- -------------- --------- ---------
BALANCE, December 31, 1998 $ 1,000 $ 891 $ 57,125 $ 59,016
Net Income 0 0 911 911
Valuation of Marketable sec. 0 (70) 0 (70)
-------- --------- --------- ---------
BALANCE March 31, 1999 $ 1,000 $ 821 $ 58,036 $ 59,857
========= ========= ========== =========
ENTERPRISES SHIPHOLDING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE PERIOD ENDED MARCH 31,2000
(Expressed in thousands of U.S. Dollars - except per share data)
Valuation
of
Marketable
Capital Securities Retained
Stock Surplus (Loss) Earnings Total
--------- -------------- --------- ---------
BALANCE, December 31,1999 $ 1,000 $ 0 $ 48,321 $ 49,321
Net income (Loss) 0 0 (171) (171)
Valuation of Marketable sec. 0 0 0 0
-------- --------- --------- ---------
BALANCE, March 31,2000 $ 1,000 $ 0 $ 48,150 $ 49,150
========= ===-===== ========== =========
20
02391003.AA5
<PAGE>
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.
ENTERPRISES SHIPHOLDING CORPORATION
(registrant)
Dated: May 12, 2000 By: /s/ Victor Restis
___________________________
Victor Restis
President and Chief
Executive Officer
21
02391003.AA5
