425

Filed by Navios Maritime Acquisition Corporation
pursuant to Rule 425 under the Securities Act of 1933
Subject Company: Navios Maritime Midstream Partners L.P.
Commission File No.: 001-36738
Commission File No. for Registration Statement: 333-228051
Date: November 6, 2018

LOGO

Source: Navios Maritime Acquisition

November 06, 2018 08:01 ET

Navios Maritime Acquisition Corporation Reports Financial Results for the Third Quarter and Nine Months Ended September 30, 2018

 

   

Revenue: $41.6 million for Q3 2018; $129.2 million for the nine months 2018

 

   

Agreement to Acquire Navios Maritime Midstream Partners LP

 

   

Simplifies the capital and organizational structures

 

   

Creates significant savings in public company costs

 

   

Enhances credit profile

 

   

Builds scale and profit potential

 

   

Reduces cost of capital

 

   

Returning capital to stockholders:

 

   

Quarterly dividend: $0.02 per share

 

   

Stock repurchased YTD: 9,221,255 shares (6.1% of common shares)

 

   

Reverse Stock Split: 1:15

MONACO, Nov. 06, 2018 (GLOBE NEWSWIRE) — Navios Maritime Acquisition Corporation (“Navios Acquisition”) (NYSE: NNA), an owner and operator of tanker vessels, reported its financial results today for the third quarter and the nine month period ended September 30, 2018.

Angeliki Frangou, Chairman and Chief Executive Officer of Navios Acquisition stated, “For the third quarter of 2018, Navios Acquisition reported revenue of $41.6 million and Adjusted EBITDA of $9.9 million. We also declared a quarterly dividend of $0.02 cents per share for the third quarter, representing an annualized dividend of $0.08 cents per share.”

Angeliki Frangou continued, “Since September, tanker rates have substantially improved, with the TD3 VLCC spot rate increasing by 213% to about $51,000 per day and the one-year time charter rate increasing by about 44% to $28,000 per day. In light of this, not only is the combination with Navios Maritime Midstream Partners L.P. expected to reduce operating breakeven for available days -not subject to fixed rates- by almost 15%, but also to increase our available days by 17% to about 15,000 days. ”

HIGHLIGHTS — RECENT DEVELOPMENTS

Agreement to Acquire Navios Maritime Midstream Partners LP

On October 8, 2018 Navios Maritime Midstream Partners L.P. (“Navios Midstream”) (NYSE:NAP) and Navios Acquisition announced that they entered into a definitive merger agreement under which Navios Acquisition will acquire all of the publicly held units of Navios Midstream in exchange for shares of Navios Acquisition.

The conflicts committee of the board of directors of Navios Midstream negotiated the transaction on behalf of Navios Midstream and its public unitholders. The transaction was unanimously approved by the Conflicts Committee, the board of directors of Navios Midstream and the board of directors of Navios Acquisition.

The approval and adoption of the merger agreement and the merger requires approval by a majority of the outstanding Navios Midstream common units. Navios Acquisition owns a sufficient number of Navios Midstream common units to approve the merger on behalf of all Navios Midstream unitholders and has agreed to consent to the merger. The closing of the merger is subject to customary closing conditions, including effectiveness of a registration statement on Form F-4 filed with the U.S. Securities and Exchange Commission on October 30, 2018 and the mailing of an information statement to the Navios Midstream unitholders.


Reverse stock split

Navios Acquisition previously announced that its Board of Directors has approved a 1-for-15 reverse stock split of its issued and outstanding shares of common stock. The reverse stock split is subject to stockholder approval, which Navios Acquisition intends to seek at a special meeting of its stockholders scheduled to be held on November 9, 2018.

Quarterly dividend: $0.02 per share

On November 2, 2018, the Board of Directors of Navios Acquisition declared a quarterly cash dividend for the third quarter of 2018 of $0.02 per share of common stock. The dividend is payable on December 5, 2018 to stockholders of record as of November 27, 2018. The declaration and payment of any further dividends remain subject to the discretion of the Board of Directors and will depend on, among other things, Navios Acquisition’s cash requirements as measured by market opportunities and restrictions under its credit agreements and other debt obligations and such other factors as the Board of Directors may deem advisable.

Stock repurchase program

As of November 5, 2018, Navios Acquisition had repurchased 9,221,255 shares for approximately $6.8 million, under the $25.0 million stock repurchase program, providing an additional return of 6.1% to our stockholders.

Time charter coverage

As of November 5, 2018, our fleet consisted of a total of 37 vessels, of which seven are VLCCs, 26 are product tankers, two are chemical tankers and two are bareboat VLCC chartered-in vessels to be delivered in Q3 2020 and Q4 2020, respectively.

Currently, Navios Acquisition has contracted 99.2% and 32.7% of its available days on a charter-out basis for 2018 and 2019, respectively, which is expected to generate revenues of approximately $160.1 million and $50.1 million for 2018 and 2019, respectively. The average contractual net daily charter-out rate for the 93.6% and the 26.6% of the available days that are contracted on base rate and/or on base rate with profit sharing arrangements is expected to be $13,531 and $14,721 for 2018 and 2019, respectively.

FINANCIAL HIGHLIGHTS

For the following results and the selected financial data presented herein, Navios Acquisition has compiled its consolidated statements of operations for the three and nine months ended September 30, 2018 and 2017. The quarterly information for 2018 and 2017 was derived from the unaudited condensed consolidated financial statements for the respective periods.

 

     Three Month     Three Month      Nine Month     Nine Month  
     Period ended     Period ended      Period ended     Period ended  
     September 30,
2018
    September 30,
2017
     September 30,
2018
    September 30,
2017
 
(Expressed in thousands of U.S. dollars)    (unaudited)     (unaudited)      (unaudited)     (unaudited)  

Revenue

   $ 41,589     $ 54,021      $ 129,218     $ 176,961  

Net loss

   $ (23,408   $ (8,105    $ (69,942   $ (66,907

Adjusted net loss

   $ (23,133 (1)    $ (8,105    $ (62,830 (2)    $ (7,107 (3) 

Net cash provided by/(used in) operating activities

   $ 7,139     $ 22,552      $ (23,855   $ 55,658  

EBITDA

   $ 9,627     $ 23,303      $ 29,114     $ 28,660  

Adjusted EBITDA

   $ 9,902  (1)     $ 23,303      $ 35,910  (2)     $ 87,764  (3)  

Loss per share (basic)

   $ (0.16   $ (0.05    $ (0.46   $ (0.42

Adjusted loss per share (basic)

   $ (0.15 (1)    $ (0.05    $ (0.41 (2)    $ (0.04 (3) 

 

1.

EBITDA, net loss and loss per share (basic) for the three month period ended September 30, 2018 have been adjusted to exclude $0.3 million of non-cash stock based compensation.

2.

EBITDA, net loss and loss per share (basic) for the nine month period ended September 30, 2018 have been adjusted to exclude: (i) $6.0 million of negative effect on equity/ (loss) in net earnings of affiliated companies, relating to the sale of the Shinyo Kannika by Navios Midstream; (ii) $0.8 million of non-cash stock based compensation; and (iii) $0.03 million of gain from the sale of the Nave Galactic. Net loss and loss per share (basic) for the nine month period ended September 30, 2018 were further adjusted to exclude a $0.3 million write-off of deferred finance costs.


3.

EBITDA, net loss and loss per share (basic) for the nine month period ended September 30, 2017 have been adjusted to exclude $59.1 million of non-cash impairment loss on equity investment in Navios Midstream. Net loss and loss per share (basic) for the nine month period ended September 30, 2017 were further adjusted to exclude a $0.7 million write-off of deferred finance costs.

EBITDA, Adjusted EBITDA, Adjusted net (loss)/ income and Adjusted (loss)/income per share (basic) are non-GAAP financial measures and should not be used in isolation or substitution for Navios Acquisition’s results (see Exhibit II for reconciliation of EBITDA and Adjusted EBITDA).

Three month periods ended September 30, 2018 and 2017

Revenue for the three month period ended September 30, 2018 decreased by $12.4 million, or 23.0%, to $41.6 million, as compared to $54.0 million for the same period of 2017. The decrease was mainly attributable to a: (i) decrease in the market rates during the third quarter ended September 30, 2018, as compared to the same period in 2017; and (ii) decrease in revenue of $2.4 million due to the sale of the Nave Galactic to Navios Midstream in March 2018. Available days of the fleet decreased to 3,178 days for the three month period ended September 30, 2018, as compared to 3,215 days for the three month period ended September 30, 2017. The time charter equivalent rate, or TCE Rate, decreased to $12,394 for the three month period ended September 30, 2018, from $16,486 for the three month period ended September 30, 2017.

Net loss for the three month period ended September 30, 2018 was $23.4 million as compared to $8.1 million for the same period of 2017. The increase in net loss was due to a: (a) $13.7 million decrease in EBITDA; (b) $1.0 million increase in direct vessel expenses; (c) $0.7 million decrease in interest income; and (d) $0.4 million increase in interest expense and finance cost, net of deferred finance cost; partially mitigated by a $0.4 million decrease in depreciation and amortization.

EBITDA for the three month period ended September 30, 2018 decreased by approximately $13.7 million to $9.6 million, as compared to $23.3 million for the same period of 2017. The decrease in EBITDA was mainly due to a: (a) $12.4 million decrease in revenue, as described above; (b) $2.5 million increase in time charter expenses mainly due to the increase of the accrued backstop commitment to Navios Midstream and the voyage expenses incurred in the period; and (c) $0.3 million increase in general and administrative expenses due to the stock based compensation; partially mitigated by a: (i) $0.8 million increase in equity/(loss) in net earnings of affiliated companies; (ii) $0.6 million decrease in management fees, due to the sale of the Nave Galactic to Navios Midstream in March 2018, which was partially offset by the amendment to the fees under the Management Agreement; and (iii) $0.2 million decrease in other expense, net.

Nine month periods ended September 30, 2018 and 2017

Revenue for the nine month period ended September 30, 2018 decreased by $47.7 million, or 27.0%, to $129.2 million, as compared to $177.0 million for the same period of 2017. The decrease was mainly attributable to a: (a) decrease in the market rates during the nine month period ended September 30, 2018, as compared to the same period in 2017; and (b) decrease in revenue of $6.5 million mainly due to the sale of the Nave Galactic to Navios Midstream in March 2018. Available days of the fleet decreased from 9,678 days for the nine month period ended September 30, 2017 to 9,439 days for the nine month period ended September 30, 2018. The TCE Rate decreased from $17,814 for the nine month period ended September 30, 2017, to $13,287 for the nine month period ended September 30, 2018.

Net loss for the nine month period ended September 30, 2018 was $69.9 million as compared to $66.9 million for the same period of 2017. The increase was due to a: (a) $2.4 million increase in direct vessel expenses; (b) $1.6 million decrease in interest income; and (c) $0.4 million increase in interest expense and finance cost; partially mitigated by a (i) $0.9 million decrease in depreciation and amortization and (ii) $0.5 million increase in EBITDA.

EBITDA for the nine month period ended September 30, 2018 increased by $0.5 million to $29.1 million, as compared to $28.7 million for the same period of 2017. The increase in EBITDA was mainly due to a: (a) $55.7 million increase in equity/(loss) in net earnings of affiliated companies (which includes $59.1 million of


non-cash impairment loss on equity investment in Navios Midstream in the second quarter of 2017); and (b) $1.4 million decrease in management fees, due to the sale of the Nave Galactic to Navios Midstream in March 2018, which was partially offset by the amendment to the fees under the Management Agreement; partially mitigated by a (i) $47.7 million decrease in revenue, as described above; (ii) $6.0 million increase in time charter expenses mainly due to the increase of the accrued backstop commitment to Navios Midstream; (iii) $1.9 million increase in general and administrative expenses; and (iv) $1.0 million increase in other expense, net.

Fleet Employment Profile

The following table reflects certain key indicators of the performance of Navios Acquisition and its core fleet for the three and nine month periods ended September 30, 2018 and 2017.

 

     Three month period ended     Nine month period ended  
     September 30,     September 30,  
     2018     2017     2018     2017  
     (unaudited)     (unaudited)     (unaudited)     (unaudited)  

FLEET DATA

        

Available days(1)

     3,178       3,215       9,439       9,678  

Operating days(2)

     3,153       3,205       9,386       9,660  

Fleet utilization(3)

     99.2     99.7     99.4     99.8

Vessels operating at period end

     35       36       35       36  

AVERAGE DAILY RESULTS

        

Time charter equivalent rate per day (4)

   $ 12,394     $ 16,486     $ 13,287     $ 17,814  

Navios Acquisition believes that the important measures for analyzing trends in its results of operations consist of the following:

 

(1)

Available days: Available days for the fleet are total calendar days the vessels were in Navios Acquisition’s possession for the relevant period after subtracting off-hire days associated with major repairs, drydocking or special surveys. The shipping industry uses available days to measure the number of days in a relevant period during which vessels should be capable of generating revenues.

(2)

Operating days: Operating days are the number of available days in the relevant period less the aggregate number of days that the vessels are off-hire due to any reason, including unforeseen circumstances. The shipping industry uses operating days to measure the aggregate number of days in a relevant period during which vessels actually generate revenues.

(3)

Fleet utilization: Fleet utilization is the percentage of time that Navios Acquisition’s vessels were available for generating revenue, and is determined by dividing the number of operating days during a relevant period by the number of available days during that period. The shipping industry uses fleet utilization to measure a company’s efficiency in finding suitable employment for its vessels and minimizing the amount of days that its vessels are off hire for reasons other than scheduled repairs, dry dockings or special surveys.

(4)

TCE Rate: Time charter equivalent rate per day is defined as voyage and time charter revenues less voyage expenses during a period divided by the number of available days during the period. The TCE Rate per day is a standard shipping industry performance measure used primarily to present the actual daily earnings generated by vessels of various types of charter contracts for the number of available days of the fleet.

Conference Call, Webcast and Presentation Details:

As previously announced, Navios Acquisition will host a conference call today, Tuesday, November 6, 2018 at 8:30 am ET, at which time Navios Acquisition’s senior management will provide highlights and commentary on earnings results for the third quarter and nine month periods ended September 30, 2018.

US Dial In: +1.877.480.3873

International Dial In: +1.404.665.9927

Conference ID: 279 3754


The conference call replay will be available shortly after the live call and remain available for one week at the following numbers:

US Replay Dial In: +1.800.585.8367

International Replay Dial In: +1.404.537.3406

Conference ID: 279 3754

The call will be simultaneously Webcast. The Webcast will be available on the Navios Acquisition website, www.navios-acquisition.com, under the “Investors” section. The Webcast will be archived and available at the same Web address for two weeks following the call.

A supplemental slide presentation will be available by 8:00 am ET on the day of the call.

About Navios Acquisition

Navios Acquisition (NYSE: NNA) is an owner and operator of tanker vessels focusing on the transportation of petroleum products (clean and dirty) and bulk liquid chemicals.

For more information about Navios Acquisition, please visit our website: www.navios-acquisition.com.

Important Information

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities. In connection with the proposed acquisition of Navios Midstream, on October 30, 2018, Navios Acquisition filed a registration statement on Form F-4 and a related prospectus with the Securities and Exchange Commission pursuant to which shares of common stock and preferred stock of Navios Acquisition to be issued in the proposed acquisition will be registered. Investors are urged to read the registration statement and the related prospectus (including all amendments and supplements) because they contain important information regarding the Navios Acquisition shares and the proposed acquisition. Investors may obtain free copies of the registration statement and the related prospectus, as well as other filings containing information about Navios Acquisition and Navios Midstream, without charge, at the SEC’s Web site (www.sec.gov).

Forward Looking Statements

This press release contains forward-looking statements (as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended) concerning future events and expectations, including with respect to Navios Acquisition’s future dividends, 2018 cash flow generation and Navios Acquisition’s growth strategy and measures to implement such strategy; including expected vessel acquisitions and entering into further employment contracts and the pending acquisition of Navios Midstream. Words such as “may,” “expects,” “intends,” “plans,” “believes,” “anticipates,” “hopes,” “estimates,” and variations of such words and similar expressions are intended to identify forward-looking statements. Such statements include comments regarding expected revenue and employment contracts and any potential merger with Navios Midstream. These forward-looking statements are based on the information available to, and the expectations and assumptions deemed reasonable by, Navios Acquisition at the time this filing was made. Although Navios Acquisition believes that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. These statements involve known and unknown risks and are based upon a number of assumptions and estimates which are inherently subject to significant uncertainties and contingencies, many of which are beyond the control of Navios Acquisition. Actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to the timing and the ability to consummate the potential merger with Navios Midstream, the creditworthiness of our charterers and the ability of our contract counterparties to fulfill their obligations to us, tanker industry trends, including charter rates and vessel values and factors affecting vessel supply and demand, the aging of our vessels and resultant increases in operation and dry docking costs, the loss of any customer or charter or vessel, our ability to repay outstanding indebtedness, to obtain additional financing and to obtain replacement charters for our vessels, in each case, at commercially acceptable rates or at all, increases in costs and expenses, including but not limited to: crew wages, insurance, provisions, port expenses, lube oil, bunkers, repairs, maintenance and general and administrative expenses, the expected cost of, and our ability to comply with, governmental regulations and maritime self-regulatory organization standards, as well as standard regulations imposed by our charterers applicable to our business, potential liability from litigation and our vessel operations, including discharge of pollutants, general domestic and international political conditions, competitive factors in the market in which Navios Acquisition operates; risks associated with operations outside the United States; and other factors listed from time to time in the Navios Acquisition’s filings with the SEC, including its annual and interim reports filed on Form 20-F and Form 6-K. Navios Acquisition expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Navios Acquisition’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based. Navios Acquisition makes no prediction or statement about the performance of its common stock.

Public & Investor Relations Contact:

Navios Maritime Acquisition Corporation

+1.212.906.8644

info@navios-acquisition.com

 


EXHIBIT I

NAVIOS MARITIME ACQUISITION CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(Expressed in thousands of U.S. dollars-except share data)

 

     September 30,     December 31,  
     2018     2017  
     (unaudited)     (unaudited)  

ASSETS

    

Current assets

    

Cash and cash equivalents

   $ 46,102     $ 81,151  

Restricted cash

     2,211       5,307  

Accounts receivable, net

     12,774       12,810  

Due from related parties, short term

     16,649       13,931  

Prepaid expenses and other current assets

     12,800       6,534  

Total current assets

     90,536       119,733  

Vessels, net

     1,163,894       1,250,043  

Goodwill

     1,579       1,579  

Other long-term assets

     450       900  

Deferred dry dock and special survey costs, net

     31,070       20,871  

Investment in affiliates

     118,041       125,062  

Due from related parties, long-term

     50,902       54,593  

Total non-current assets

     1,365,936       1,453,048  

Total assets

   $ 1,456,472     $ 1,572,781  

LIABILITIES AND STOCKHOLDERS’ EQUITY

    

Current liabilities

    

Accounts payable

   $ 8,865     $ 3,862  

Accrued expenses

     26,230       12,211  

Due to related parties, short-term

     17,751       17,107  

Deferred revenue

     3,138       5,028  

Current portion of long-term debt, net of deferred finance costs

     80,842       36,410  

Total current liabilities

     136,826       74,618  

Long-term debt, net of current portion, premium and net of deferred finance costs

     935,482       1,028,959  

Deferred gain on sale of assets

     6,212       6,729  

Total non-current liabilities

     941,694       1,035,688  

Total liabilities

   $ 1,078,520     $ 1,110,306  

Commitments and contingencies

     —         —    

Stockholders’ equity

    

Preferred stock, $0.0001 par value; 10,000,000 shares authorized; 1,000 series C shares issued and outstanding as of September 30, 2018 and December 31, 2017

     —         —    

Common stock, $0.0001 par value; 250,000,000 shares authorized; 144,182,831 and 152,107,905 issued and outstanding as of September 30, 2018 and December 31, 2017, respectively

     14       15  

Additional paid-in capital

     503,491       518,071  

Accumulated deficit

     (125,553     (55,611

Total stockholders’ equity

     377,952       462,475  

Total liabilities and stockholders’ equity

   $ 1,456,472     $ 1,572,781  


NAVIOS MARITIME ACQUISITION CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Expressed in thousands of U.S. dollars- except share and per share data)

 

     For the Three     For the Three     For the Nine     For the Nine  
     Months     Months     Months     Months  
     Ended     Ended     Ended     Ended  
     September 30, 2018     September 30, 2017     September 30, 2018     September 30, 2017  
     (unaudited)     (unaudited)     (unaudited)     (unaudited)  

Revenue

   $ 41,589     $ 54,021     $ 129,218     $ 176,961  

Time charter and voyage expenses

     (9,560     (7,030     (21,749     (15,793

Direct vessel expenses

     (2,011     (1,053     (5,251     (2,880

Management fees (entirely through related party transactions)

     (23,340     (23,939     (69,652     (71,035

General and administrative expenses

     (3,157     (2,837     (11,212     (9,293

Depreciation and amortization

     (13,777     (14,220     (41,763     (42,660

Gain on sale of vessel

     —         —         25       —    

Interest income

     2,061       2,755       5,875       7,495  

Interest expense and finance cost

     (19,308     (18,890     (57,917     (57,522

Equity/ (loss) in net earnings of affiliated companies

     4,522       3,752       4,463       (51,208

Other expense, net

     (427     (664     (1,979     (972
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss

   $ (23,408   $ (8,105   $ (69,942   $ (66,907
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss per share, basic and diluted

   $ (0.16   $ (0.05   $ (0.46   $ (0.42

Weighted average number of shares, basic

     142,836,948       150,379,186       145,184,923       150,438,485  

Weighted average number of shares, diluted

     142,836,948       150,379,186       145,184,923       150,438,485  


NAVIOS MARITIME ACQUISITION CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in thousands of U.S. dollars)

 

     For the Nine Months
Ended September 30,
2018

(unaudited)
    For the Nine Months
Ended September 30,
2017

(unaudited)
 

Operating Activities

    

Net loss

   $ (69,942   $ (66,907

Adjustments to reconcile net loss to net cash provided by operating activities:

    

Depreciation and amortization

     41,763       42,660  

Amortization and write-off of deferred finance fees and bond premium

     2,860       3,322  

Amortization of dry dock and special survey costs

     5,251       2,880  

Stock based compensation

     816       —    

Gain on sale of vessel

     (25     —    

(Equity)/ loss in net earnings of affiliates, net of dividends received

     (4,463     57,941  

Changes in operating assets and liabilities:

    

Increase in prepaid expenses and other current assets

     (6,266     (300

Decrease in accounts receivable

     120       8,414  

(Increase)/ decrease in due from related parties, short-term

     (2,718     9,620  

Decrease in other long term assets

     450       —    

Decrease/ (increase) in due from related parties, long-term

     5,964       (16,348

Increase / (decrease) in accounts payable

     4,930       (1,708

Increase in accrued expenses

     14,193       14,097  

Payments for dry dock and special survey costs

     (15,915     (10,427

Increase in due to related parties, short-term

     800       12,365  

(Decrease)/ increase in deferred revenue

     (1,673     49  
  

 

 

   

 

 

 

Net cash (used in)/ provided by operating activities

   $ (23,855   $ 55,658  
  

 

 

   

 

 

 

Investing Activities

    

Loans receivable from affiliates

     —         (9,061

Dividends received from affiliates

     8,477       9,242  

Investment in affiliates

     —         (84

Net cash proceeds from sale of vessel

     44,500       —    
  

 

 

   

 

 

 

Net cash provided by investing activities

   $ 52,977     $ 97  
  

 

 

   

 

 

 

Financing Activities

    

Loan proceeds, net of deferred finance costs

     69,547       49,764  

Loan repayments

     (121,417     (73,836

Dividend paid

     (9,206     (23,714

Redemption of convertible shares and puttable common stock

     —         (2,250

Acquisition of treasury stock

     (6,191     —    
  

 

 

   

 

 

 

Net cash used in financing activities

   $ (67,267   $ (50,036
  

 

 

   

 

 

 

Net (decrease)/ increase in cash, cash equivalents and restricted cash

     (38,145     5,719  

Cash, cash equivalents and restricted cash, beginning of period

     86,458       56,658  
  

 

 

   

 

 

 

Cash, cash equivalents and restricted cash, end of period

   $ 48,313     $ 62,377  
  

 

 

   

 

 

 


EXHIBIT II

Reconciliation of EBITDA and Adjusted EBITDA to Net Cash from Operating Activities

 

     Three Month
Period Ended
September 30,
2018
(unaudited)
     Three Month
Period Ended
September 30,
2017
(unaudited)
     Nine Month
Period Ended
September 30,
2018
(unaudited)
     Nine Month
Period Ended
September 30,
2017
(unaudited)
 

Expressed in thousands of U.S. dollars

           

Net cash provided by/ (used in) operating activities

   $ 7,139      $ 22,552      $ (23,855    $ 55,658  

Net increase / (decrease) in operating assets

     571        (1,814      2,450        (1,386

Net increase in operating liabilities

     (23,202      (18,798      (18,250      (24,803

Net interest cost

     17,247        16,135        52,042        50,027  

Amortization and write-off of deferred finance costs and bond premium

     (879      (743      (2,860      (3,322

Equity/ (loss) in net earnings of affiliates (including OTTI loss), net of dividends received

     4,522        472        4,463        (57,941

Payments for dry dock and special survey costs

     4,504        5,499        15,915        10,427  

Gain on sale of vessel

     —          —          25        —    

Stock based compensation

     (275      —          (816      —    
  

 

 

    

 

 

    

 

 

    

 

 

 

EBITDA

   $ 9,627      $ 23,303      $ 29,114      $ 28,660  

Net negative effect on equity/ (loss) in net earnings of affiliated companies due to sale of the Shinyo Kannika by Navios Midstream to an unaffiliated third party

     —          —          6,005        —    

Gain on sale of vessel

     —          —          (25      —    

Stock based compensation

     275        —          816        —    

Other-than-temporary-impairment loss on equity investment

     —          —          —          59,104  

Adjusted EBITDA

   $ 9,902      $ 23,303      $ 35,910      $ 87,764  
  

 

 

    

 

 

    

 

 

    

 

 

 


     Three Month
Period
Ended
September 30,
2018
(unaudited)
     Three Month
Period Ended
September 30,
2017
(unaudited)
     Nine Month
Period

Ended
September 30,
2018
(unaudited)
     Nine Month
Period

Ended
September 30,
2017
(unaudited)
 

Net cash provided by/ (used in) operating activities

   $ 7,139      $ 22,552      $ (23,855    $ 55,658  

Net cash provided by investing activities

   $ 1,575      $ 2,045      $ 52,977      $ 97  

Net cash used in financing activities

   $ (12,465    $ (19,012    $ (67,267    $ (50,036

Disclosure of Non-GAAP Financial Measures

EBITDA, Adjusted EBITDA, Adjusted net (loss)/ income and Adjusted (loss)/ income per share (basic) are non-U.S. GAAP financial measures and should not be used in isolation or as substitution for Navios Acquisition’s results calculated in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”).

EBITDA represents net (loss)/income before interest and finance costs, before depreciation and amortization and before income taxes. Adjusted EBITDA in this document represents EBITDA excluding certain items as described under “Financial Highlights”. Adjusted net (loss)/ income and Adjusted (loss)/ income per share (basic) represent Net (loss)/ income and (loss)/ income per share (basic), excluding certain items as described under “Financial Highlights”. We use Adjusted EBITDA as liquidity measure and reconcile EBITDA and Adjusted EBITDA to net cash provided by/ (used in) operating activities, the most comparable U.S. GAAP liquidity measure. EBITDA is calculated as follows: net cash provided by/(used in) operating activities adding back, when applicable and as the case may be, the effect of: (i) net increase/(decrease) in operating assets; (ii) net (increase)/decrease in operating liabilities; (iii) net interest cost; (iv) amortization of deferred finance costs and other related expenses; (v) equity/ (loss) in net earnings of affiliates, net of dividends received; (vi) payments for dry dock and special survey costs; (vii) impairment charges; (viii) gain on sale of assets; (ix) gain/ (loss) on debt repayment; and (x) stock- based compensation. Navios Acquisition believes that EBITDA and Adjusted EBITDA are each the basis upon which liquidity can be assessed and present useful information to investors regarding Navios Acquisition’s ability to service and/or incur indebtedness, pay capital expenditures, meet working capital requirements and pay dividends. Navios Acquisition also believes that EBITDA and Adjusted EBITDA are used: (i) by potential lenders to evaluate potential transactions; (ii) to evaluate and price potential acquisition candidates; and (iii) by securities analysts, investors and other interested parties in the evaluation of companies in our industry. EBITDA and Adjusted EBITDA have limitations as an analytical tool, and should not be considered in isolation or as a substitute for the analysis of Navios Acquisition’s results as reported under U.S. GAAP. Some of these limitations are: (i) EBITDA and Adjusted EBITDA do not reflect changes in, or cash requirements for, working capital needs; and (ii) although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future. EBITDA and Adjusted EBITDA do not reflect any cash requirements for such capital expenditures. Because of these limitations, EBITDA and Adjusted EBITDA should not be considered as a principal indicator of Navios Acquisition’s performance. Furthermore, our calculation of EBITDA and Adjusted EBITDA may not be comparable to that reported by other companies due to differences in methods of calculation.


EXHIBIT III

 

Vessels

  

Type

  

Year Built/Delivery Date

  

DWT

Owned Vessels

        

Nave Polaris

  

Chemical Tanker

   2011    25,145

Nave Cosmos

  

Chemical Tanker

   2010    25,130

Nave Velocity

  

MR2 Product Tanker

   2015    49,999

Nave Sextans

  

MR2 Product Tanker

   2015    49,999

Nave Pyxis

  

MR2 Product Tanker

   2014    49,998

Nave Luminosity

  

MR2 Product Tanker

   2014    49,999

Nave Jupiter

  

MR2 Product Tanker

   2014    49,999

Bougainville

  

MR2 Product Tanker

   2013    50,626

Nave Alderamin

  

MR2 Product Tanker

   2013    49,998

Nave Bellatrix

  

MR2 Product Tanker

   2013    49,999

Nave Capella

  

MR2 Product Tanker

   2013    49,995

Nave Orion

   MR2 Product Tanker    2013    49,999

Nave Titan

   MR2 Product Tanker    2013    49,999

Nave Aquila

   MR2 Product Tanker    2012    49,991

Nave Atria

   MR2 Product Tanker    2012    49,992

Nave Orbit

   MR2 Product Tanker    2009    50,470

Nave Equator

   MR2 Product Tanker    2009    50,542

Nave Equinox

   MR2 Product Tanker    2007    50,922

Nave Pulsar

   MR2 Product Tanker    2007    50,922

Nave Dorado

   MR2 Product Tanker    2005    47,999

Nave Atropos

   LR1 Product Tanker    2013    74,695

Nave Rigel

   LR1 Product Tanker    2013    74,673

Nave Cassiopeia

   LR1 Product Tanker    2012    74,711

Nave Cetus

   LR1 Product Tanker    2012    74,581

Nave Estella

   LR1 Product Tanker    2012    75,000

Nave Andromeda

   LR1 Product Tanker    2011    75,000

Nave Ariadne

   LR1 Product Tanker    2007    74,671

Nave Cielo

   LR1 Product Tanker    2007    74,671

Nave Buena Suerte

   VLCC    2011    297,491

Nave Quasar

   VLCC    2010    297,376

Nave Synergy

   VLCC    2010    299,973

Nave Spherical

   VLCC    2009    297,188

Nave Photon

   VLCC    2008    297,395

Nave Neutrino

   VLCC    2003    298,287

Nave Electron

   VLCC    2002    305,178

Vessels to be delivered*

        

TBN

   VLCC    Expected Q3 2020    310,000

TBN

   VLCC    Expected Q4 2020    310,000

 

*

Bareboat chartered-in vessels with purchase option


The following materials were posted by Navios Maritime Acquisition Corporation to its Website (available at: http://ir.navios-acquisition.com):


LOGO

Q3 2018 Earnings Presentation November 6, 2018


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Forward-Looking Statements This presentation contains forward-looking statements (as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended) concerning future events and expectations, including with respect to Navios Acquisition’s future dividends, 2018 cash flow generation and Navios Acquisition’s growth strategy and measures to implement such strategy; including expected vessel acquisitions and entering into further employment contracts and any potential merger with Navios Midstream. Words such as “may,” “expects,” “intends,” “plans,” “believes,” “anticipates,” “hopes,” “estimates,” and variations of such words and similar expressions are intended to identify forward-looking statements. Such statements include comments regarding expected revenue and employment contracts and any potential merger with Navios Midstream. These forward-looking statements are based on the information available to, and the expectations and assumptions deemed reasonable by, Navios Acquisition at the time this filing was made. Although Navios Acquisition believes that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. These statements involve known and unknown risks and are based upon a number of assumptions and estimates which are inherently subject to significant uncertainties and contingencies, many of which are beyond the control of Navios Acquisition. Actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to the timing and the ability to consummate the potential merger with Navios Midstream, the creditworthiness of our charterers and the ability of our contract counterparties to fulfill their obligations to us, tanker industry trends, including charter rates and vessel values and factors affecting vessel supply and demand, the aging of our vessels and resultant increases in operation and dry docking costs, the loss of any customer or charter or vessel, our ability to repay outstanding indebtedness, to obtain additional financing and to obtain replacement charters for our vessels, in each case, at commercially acceptable rates or at all, increases in costs and expenses, including but not limited to: crew wages, insurance, provisions, port expenses, lube oil, bunkers, repairs, maintenance and general and administrative expenses, the expected cost of, and our ability to comply with, governmental regulations and maritime self-regulatory organization standards, as well as standard regulations imposed by our charterers applicable to our business, potential liability from litigation and our vessel operations, including discharge of pollutants, general domestic and international political conditions, competitive factors in the market in which Navios Acquisition operates; risks associated with operations outside the United States; and other factors listed from time to time in the Navios Acquisition’s filings with the SEC, including its annual and interim reports filed on Form 20-F and Form 6-K. Navios Acquisition expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Navios Acquisition’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based. Navios Acquisition makes no prediction or statement about the performance of its common stock. 2


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Important Information ? This presentation does not constitute an offer to sell or the solicitation of an offer to buy any securities. ? In connection with the proposed acquisition of Navios Maritime Midstream Partners LP. (“Navios Midstream”), on October 30, 2018, Navios Maritime Acquisition Corporation (“Navios Acquisition”) filed a registration statement on Form F-4 and a related prospectus with the Securities and Exchange Commission pursuant to which shares of common stock and preferred stock of Navios Acquisition to be issued in the proposed acquisition will be registered. ? Investors are urged to read the registration statement and the related prospectus (including all amendments and supplements) because they contain important information regarding the Navios Acquisition shares and the proposed acquisition. ? Investors may obtain free copies of the registration statement and the related prospectus, as well as other filings containing information about Navios Acquisition and Navios Midstream, without charge, at the SEC’s Web site (www.sec.gov). 3


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Navios Universe Navios Scale, experience and relationships Maritime Acquisition Global brand, industry Corporation relationships and reputation (NYSE: NNA) Economies of scale of ~ 200 Special 37 vessels—26 product Navios vessel fleet owned/managed Purpose tankers, 9 VLCCs, 2 Vehicles chemical tankers Maritime Ship management within the Navios Europe Midstream public company – cost center vs I & II Partners L.P. profit center 24 vessels: 5 Product (NYSE: NAP) Tankers, 12 Navios Track record of value creation Containerships, 5 6 VLCCs Panamax, 2 Handymax Maritime through the cycle Holdings Inc. (NYSE: NM) Importance to NNA Navios Maritime 70 dry bulk vessels: 35 owned, 35 chartered-in Navios South Containers American Inc. Logistics Inc. Access to deal flow (Oslo OTC: Port Terminal facilities, Navios barging & cabotage Professional management team NMCI) Maritime 26 Containerships Partners L.P. Alignment of interests (NYSE: NMM) Fixed OpEx 40 vessels: 14 Capes, 18 Panamaxes, 3 Ultra-Handymaxes, 5 Containerships 4


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NNA Acquisition of Navios Midstream ? NNA agreed to acquire all of the publicly held units of Navios Midstream (“NAP”) in an equity exchange ? Acquisition increases fleet, improves credit profile and cash flow? Acquisition creates $1.5 million of estimated annual savings in G&A expenses ? NNA will acquire six VLCC vessels, two of them with long-term charters? Available days to increase by 17% to 14,965 days? NAP Unitholders receive consideration reflecting a 9.2% premium (based on closing prices as of October 5, 2018) and a more liquid security Estimated timeline ? October 7, 2018 – Merger Agreement signed ? October 30, 2018 – Form F-4 registration statement filed with the SEC ? Q4 2018 – Registration statement expected to be declared effective by the SEC? Q4 2018 / Q1 2019 – Closing of merger 5


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NNA Fleet (Pro Forma for NAP Acquisition) Navios Maritime Acquisition Corp. NYSE: NNA—0.42 37 Vessels (43 Vessels) 9 VLCCs(1) 8 LR1 Product 18 MR2 Product 2 Chemical (15 VLCCS) Tankers Tankers Tankers Navios Europe I Navios Europe II 10 Vessels 14 Vessels • 5 product tankers • 7 dry bulk vessels • 5 container Vessels • 7 container vessels • 47.5% owned • 47.5% owned • $26.5 million due (2) • $43.1 million due (2) • 12.7% p.a. quarterly compound return • 18.0% p.a. quarterly compound return All market data based on November 5, 2018 (1) Includes two Newbuild vessels on bareboat charter (2) Investment (term loan and working capital) and accrued compound return as of September 30, 2018. Excludes NNA’s residual value portion 6


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Substantial Improvement in Market Environment BDTI TD3C-TCE 2018 YTD August 31 November 2 60,000 50,000 $16,202 $50,747 40,000 TD3C 30,000 213% 20,000 10,000 1 year 0 TC $19,500 $28,000 2018 2018 2018 2018 2018 018 VLCC* 44%—2018 2018 ——2018—2018 — 2018 2018—2018—2018 — 2018—2018 2018—2018 — 2018 — — 2 2018 — 2018 r Apr Apr Jul Jul Jul Oct Oct Jan—Jan—Feb Feb Ma Mar — May May—Jun Jun — — Aug Aug Sep Sep — — — — — 02 17 01 16 03 18 02 17 — 01 16 01 16 31 14 29 02 17 15 30 14 29 ? Rate environment changed materially in September / October 2018 ? As demand for VLCCs increased, rate discount on older vessels has disappeared ? Nave Neutrino (2003) NNA VLCC fixed for $46,000 on ~45 days voyage (2)? Shinyo Ocean (2001) NAP VLCC fixed for $50,000 on ~40 days voyage? Nave Celeste (2003) NAP VLCC fixed for $33,000 on ~70 days voyage ? In improved rate environment, incremental cash flows will be even more robust ? Every $5,000 increase in VLCC rates increases 2019 EBITDA contribution(1) from ? NNA’s existing VLCC fleet by $11.6 million? NAP’s fleet by $6.4 million * Source: Clarcksons (1) Including profit sharing arrangements. Excluding Shinyo Kieran and Shinyo Saowalak profit sharing contribution 7 (2) Fixture on subjects


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Increasing and Renewing Fleet at the Right Time ? Merger with NAP + newbuild commitment at an opportune time ? Unique VLCC back-to-back bareboat structure expected to provide ~$5 million annual free cash for minimum 10 years? Improving fundamentals in the VLCC market lead to a strong rebound in rates NNA VLCC fleet 2 15 6 114% VLCC fleet 7 growth Existing VLCCs NAP VLCCs NB Bareboat VLCCs Total Age 10.8 years Age 10.2 years 8


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Unique Bareboat Structure on Newbuild VLCCs ? Two VLCCs, Japanese built (scrubber fitted), expected to be delivered in Q3 and Q4 2020 ? Term = 12-year bareboat-in; No capex required ? Implied Price = ~ $84.5 million (per vessel); De-escalating purchase options ? Financing = 100% debt financing with effective ~ 6% interest rate? Bareboat-out structure: Term: 10 + 5 years $27,816 net per day for first 10 years Rate: $29,751 net day for optional 5 years Charterer’s Purchase Option $92.7 million de-escalating by $4.6m annually (Year 4 through 12): NPV of Bareboat in/out differential (10-year period) (in millions) $51.9 $31.7 Charterer’s Charterer’s purchase option not exercised purchase option exercised at end of period Summary Economics ~$5.0 million total annual free cash flow(1) $31.7 – 51.9 million NPV of expected free cash flow(2) (1) Based on a 12-year period differential of bareboat in / out rates (2) Assuming 9% WACC and a 2% compounded interest on annual free cash 9


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NNA Liquidity Debt maturities September 30, (in million USD) 2018 (million USD) 800 Cash(1) 48.3 600 Debt (2) 1,016.3 400 704.3 Shareholders’ Equity 378.0 200 Capitalization 1,394.3 (3) 63.1 72.8 46.9 35.8 0 Net Debt / Capitalization 69.4% 2018 2019 2020 2021 2022 2023 2024 Fully Funded Growth Capex No Significant Debt Maturities Until 2021 (1) Includes restricted cash of $2.2 million. Pro forma for NAP acquisition cash of $70.9 million (2) Net of deferred finance costs. Pro forma for NAP acquisition debt of $1,214.7 million (3) $48.0 million of Q2 and Q3 2019 maturities under negotiations for refinancing 10


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2019 Cost Structure Contract Revenue(1) (Average Daily Rate) Fully Loaded Cost(2) $14,721 $17,257 $2,750 $5,559 $998 32.7% Fixed $7,950 2019 E 2019 E Opex (incl. dry docking) General & Administrative Expenses Interest Expense Capital Repayments—Contracted revenue includes revenue from 3,402 days in 2019 (26.6%) fixed on base rate and base rate plus profit sharing arrangements —Total Available Days of Fleet: 12,775 for 2019(3) 2019E 2019 USD Open + days on floating rate Total fixed revenue 50,080,322 Total cost (220,456,834) Product and 7,642 chemical tankers Excess cost over revenue (170,376,512) Open + days contracted on floating rate 9,373 VLCCs 1,731 Breakeven (18,177)—Breakeven includes operating expenses as per Management Agreement inclusive of dry docking Total 9,373 estimated expenses, general and administrative expenses, interest expense and capital repayment (1) Pro forma for NAP acquisition (assuming merger effective as of January 1st 2019) contracted revenue increases to $20,706 per day. Contracted revenues includes revenue from 4,484 days in 2019 fixed on base rate and base rate plus profit sharing arrangements (2) Pro forma for NAP acquisition, cost structure reduced as follows: ? Fully loaded cost of $17,098 per day ? $15,555 breakeven per open + days contracted on floating rates (10,481 days). $2,622 reduction from $18,177 breakeven on stand alone basis 11 (3) Pro forma for NAP acquisition total available days increase by 17% to 14,965


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Company Highlights ? 37-vessel fleet Modern & ? 9 VLCC, 8 LR1, 18 MR2 and 2 Chemical Tankers Diverse Tanker Fleet ? Average age = 7.3 years ? Navios Maritime Midstream Partners L.P. (NAP)—6 VLCC Fleet – ~ $250 million in long-term contracted revenue Strength through ? Navios Europe I and Navios Europe II—24 vessels Fleet Subsidiaries – $69.7 million due to NNA (Investment, term loan, working capital and accrued compound return) ? 32.7% of total available days fixed in 2019 = $50.1+ million(1) – 26.6% of 2019 available days fixed on base rate and / or profit sharing Cash Flow Visibility arrangements – 6.1% of 2019 available days fixed on floating rates ? Diverse group of first-class charterers (Navig8, Vitol, Chevron, etc)? Operating expenses fixed through mid-2020 Low OpEx ? ~ 17% Lower Operating Costs than Peers in 2017(2) Capturing Market Upside? 65.2% of 2019 fixed days have profit sharing arrangements Risk Management? Chartering strategy balances risk and opportunity Seasoned Management Team ? Strategic relationships with banks, shipyards and other key industry players Strong Track Record ? Average industry experience of 20+ years per person Access to Capital? NNA has raised about $3.5 billion in debt and equity since 2010 (1) 6.1% of available days that are fixed on floating rate without floor are excluded from contracted revenue. Please refer to appendix for employment details (2) Please refer to slide 16 12


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Fleet Update 13


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NNA Fleet 37 Vessels—4.2 million dwt 9 Crude Tankers 26 Product Tankers 2 Chemical Tankers ? VLCC tankers? 8 LR1 product ? 18 MR2 product ? Chemical tankers Vessel Sizes in (280,000 – 320,000 dwt) tankers (60,000 tankers (47,000 (25,000 dwt) NNA Fleet – 85,000 dwt) – 52,000 dwt) ? Crude Oil, no heat fuel ? Refined petroleum products and ? Liquid bulk chemicals Commodities oils blending stocks (Organic/inorganic Transported (diesel, naphtha, gasoline, gasoil, jet chemicals, vegetable fuel, fuel oils) oils and animal fats)? Primarily long-haul ? Atlantic basin; Europe to/from US? Middle East major routes? US Gulf to Central and South Americas export zone? AG to Japan / China? Europe to West Africa? Far East and S. East Key Trades? AG to US Gulf Asia major import zone? Middle East and India to Atlantic basin ? West Africa to South and Far East ? US/Europe and Far East Asia and China East? Intra Far East and South East Asia including Australasia 14


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Chartering Strategy – Managing Risk and Reward ? 32.7% of 2019 available days fixed – 26.6% fixed on base rate or base rate and profit sharing – 6.1% fixed on floating rates ? Capture market improvement through profit sharing and days fixed on floating rates 2019 – 12,775 available days (1) 67.3% 21.3% 5.3% 6.1% Fixed days with Fixed rate Fixed days on Open profit days floating rate days sharing(1) VLCC—824 276 1,455 Product and chemical 680 1,898 496 7,146 tankers Total days 680 2,722 772 8,601 (1) Pro forma for NAP acquisition total available days increase by 17% to 14,965 15


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Charter Expirations Nave Equator (MR2) $12,250 Nave Equinox (MR2) $13,578 Nave Pulsar (MR2) $11,603 + P/S Nave Dorado (MR2) $13,331 Nave Aquila (MR2) $9,875 + PS Nave Atria (MR2) $11,850+ P/S Nave Bellatrix (MR2) $13,331 Nave Orion (MR2) $13,260 Nave Titan (MR2) $11,850+ P/S Nave Capella (MR2) $13,331 Nave Alderamin (MR2) $14,420 + P/S $13,260 Bougainville (MR2) Nave Jupiter (MR2) $12,097 + P/S $12,097 + P/S Nave Luminosity (MR2) $12,097 + P/S Nave Velocity (MR2) Nave Pyxis (MR2) $13,250 +PS Nave Sextans (MR2) $13,250 +PS Nave Orbit (MR2) $12,000 Nave Polaris (Chem) Floating rate Nave Cosmos (Chem) Floating rate Nave Cielo (LR1) Floating rate Floating rate Nave Ariadne (LR1) Nave Cassiopeia (LR1) Floating rate Nave Cetus (LR1) $18,022 + P/S Nave Rigel (LR1) $18,022 + P/S Nave Atropos (LR1) Floating rate Nave Andromeda (LR1) Floating rate Nave Estella (LR1) $13,260 Nave Photon (VLCC) $19,750+ P/S Nave Synergy (VLCC) $19,750+ P/S Nave Buena Suerte (VLCC) $19,500 + P/S Nave Neutrino (VLCC) Spot Nave Electron (VLCC) Spot Nave Quasar (VLCC) $19,500+ P/S $19,750+ P/S Nave Spherical (VLCC) 2018 2019 2020 Note: Please refer to appendix for employment details 16


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~ 17% Lower Operating Costs than Peers in 2017 ? Navios Maritime Holdings Inc. (“NM”) has created significant economies of scale ? NM shares these efficiencies with NNA by providing technical & commercial management + administrative services ? NNA operating cost (opex and G&A expenses) for 2017 was 17% lower than the average of listed peers* 2017 Peer* Survey – operating cost per day per vessel $12,000 $9,988 $10,000 $8,291 $8,000 $6,000 $4,000 Peers Average* NNA 2017 NNA estimated savings ~ $22.3 million ($1,697 p/d/p vessel x 13,140 calendar days) ~$111.0 Million of Estimated Operating Cost Savings in 2014-2017(1) (1) Includes 2016 estimated savings of 23.0 million ($1,663 p/d/p vessel x 13,792 calendar days, 2015 estimated savings of $33.5 million ($2,416 p/d/p vessel x 13,877 calendar days) and 2014 estimated savings of $32.6 million ($2,440 p/d/p vessel x 13,344 calendar days) (*) Peer group includes: DHT, EURN, GNRT, INSW, STNG, TNK, TNP and TORM Operating cost = (1) vessel operating expense (including technical management and related services) + (2) general and administrative expense + (3) as applicable, fees and commissions related to the affiliate management services that are not otherwise included such as 0.75%—1.25% commissions on vessel gross revenue or flat fees when vessels are chartered to parties other than related pools, 1% commission of gross purchase/sale price (capitalized as part of the carrying value of the vessel), supervisory fees on vessel construction (capitalized under construction costs), 1.25% commission on freight, hires and demurrages as chartering services, special awards for capital raising (deducted as additional paid in capital). Operating cost per day is based on calendar days of owned vessels for the vessel operating expenses and total days (including charter in vessels) for general and administrative expenses. Analysis for 2014, 2015, 2016 and 2017 is based on the 2015, 2016 and 2917 20-F filings of the peer companies, recent filings, annual reports and press releases. 17


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Product Market Overview 18


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Refinery Capacity Shifting to Asia and Middle East ? According to the IEA, refinery capacity is expected to increase by 12.5 million barrels per day (MBPD) for the period 2018-2023; About 67% of that capacity will be added in the broader Asia and Middle East regions. ? For the same period the IEA expects OECD capacity to increase by about 1.2 MBPD with growth in capacity in all OECD regions? New low-cost Asian and Middle Eastern refineries are producing for export, structurally favoring more long-haul products trade. Refining Capacity Additions 2017 Global Oil Consumption (2012-2020) 3.5 Canada MBPD 2% 3.0 Other OECD Other 3% US 2.5 Non- 20% LatAm OECD 4% 13% 2.0 Brazil 3% 1.5 FSU Europe 5% 15% 1.0 Other Asia 0.5 13% China 13% 0.0 India Japan 2012 2013 2014 2015 2016 2017 2018 2019 2020 5% 4% Other Asia China India Middle East Africa FSU Europe L. America / Caribs North America Source: Clarksons, IEA MRS Mar 2018 19 Source: IEA OMR January 2018


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Rising Product Exports from Middle East and China ? Refineries opened or expanded in Saudi Arabia and China have driven export volumes higher ? Saudi Arabia product exports are up by 40% or 0.5 MBPD YTD – the next Saudi refinery expansion will be 400,000 barrels per day in 2019 ? Chinese exports in 2017 totaled 52.1 million tons (1.1 MBPD) up 8% from 2016 and are up 24% through July 2018? Chinese diesel exports were up 12% in 2017 to 17.3 million tons or 0.4 MBPD, led by an all time record of 2.0 million tons of diesel exports in November; they are up 25% through July 2018 Saudi Arabian Product Exports Chinese Product Exports 9.0 8.0 8.0 Tons/Mo Tons/Mo 7.0 Million 7.0 Million 6.0 6.0 5.0 5.0 4.0 4.0 3.0 3.0 2.0 2.0 1.0 1.0 0.0 0.0 Gasoline Naphtha Kerosene Gas/Diesel Oil Fuel Oil Motor and aviation gasoline Kerosenes Gas/diesel oil Fuel oil Source: Clarksons, JODI, PPAC (Excluding LPG, Bitumen, Lube Oils) 20


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US Shifting Role in the Energy Marketplace ? Average US domestic crude production increased 5.8 MBPD since end 2008 reaching a record 11.3 MBPD in Aug 2018 ? Product exports have increased with crude production ? US Crude production increases along with refinery expansions in US Gulf have lead to product exports from the US rising by 495% since beginning 2004. Majority of exports went to Latin America/Caribs? US has become a net exporter of Petroleum Products ? Exports surpassed Imports by 160 MBarrels in 2011, 390 MB in 2012, 496MB in 2013, 704 MB in 2014, 798 MB in 2015, 902 MB in 2016, 1,184 MB in 2017 US Crude Production increased US Imports / Exports of US Exports by Region by 5.8 MBPD ’09 – Aug ‘18 Petroleum Products ’00 – Aug’18 ’04 to Aug‘18 All-time 12 6 6 record MBPD MPBD MBPD Latam Caribs Europe Other 11 5 5 10 9 4 4 8 3 3 7 6 2 2 5 1 1 Aug‘18 4 US Crude Production US Imports US Exports 3 0 0 Source: EIA 21


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OECD Product Stocks ? OECD product stocks in Europe and the Americas have finally declined below their 5 year averages? OECD stocks declined for 5 straight months August to December 2017 North American Product Stocks European Product Stocks 700 700 Gasoline Middle Distillates Gasoline Middle Distillates Heavy Fuel Oil 5 yr avg Heavy Fuel Oil 5 yr avg 600 600 Barrels 500 Barrels 500 Million Million 400 400 300 300 200 200 100 100 0 0 Source: Clarksons, IEA, Bloomberg 22


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Product Tanker(1) Net Fleet and Removals Deliveries Removals Net Fleet Growth % non- Fleet period Year Actual Projected Year DWT % of fleet Year DWT % of Fleet delivery end 2018 Sep 4.4 M 5.6 M 20% 2018* 2.2 M 1.4% 2018* 2.2 M 1.4% 160.2 M 2017 8.2 M 11.4 M 28% 2017 2.0 M 1.3% 2017 6.1 M 4.0% 158.0 M 2016 9.6 M 12.9 M 25% 2016 0.8 M 0.5% 2016 8.9 M 6.2% 151.9 M 2015 8.8 M 13.9 M 37% 2015 1.4 M 1.1% 2015 7.3 M 5.4% 143.0 M 2014 6.4 M 9.8 M 35% 2014 1.8 M 1.3% 2014 4.6 M 3.5% 135.7 M 2013 5.4 M 8.3 M 36% 2013 2.6 M 2.0% 2013 2.8 M 2.2% 131.0 M 2012 5.8 M 10.1 M 42% 2012 3.5 M 2.8% 2012 2.4 M 1.9% 128.3 M 2011 6.8 M 14.4 M 53% 2011 2.7 M 2.3% 2011 4.0 M 3.3% 125.9 M Removals World product tanker orderbook schedule Year Total As % of Fleet (million dwt – January 2018)(2) 2005 2.5 M 3.55% 20 2006 2.1 M 2.71% Actual LR1 Orderbook MR1 Orderbook 18 2007 2.7 M 3.19% Non-deliveries LR2 Orderbook MR2 Orderbook 16 2008 2.6 M 2.72% 14.4 13.9 12.9 2009 14 4.5 M 4.23% 11.4 12 2010 5.2 M 4.52% 10.1 5.1 3.3 53% 8.3 9.8 37% 25% 8.3 7.6 2011 2.7 M 2.25% 10 3.2 42% 35% 28% 7.1 2012 3.5 M 2.76% 8 4.3 3.5 0.0 3.0 36% 0.4 2013 2.6 M 2.03% 6 4.0 9.6 3.0 2014 1.8 M 1.34% 4 8.8 8.2 1.4 6.8 6.4 2 5.8 5.4 1.7 2015 1.4 M 1.06% 2.9 1.9 2016 0.8 M 0.53% 0 2017 2.0 M 1.34% 2011 2012 2013 2014 2015 2016 2017 2018 2019+ 2018 Sep 2.2 M 1.40% 2018 estimated deliveries: Unless noted, all data in DWT 5.8 million DWT assuming 19% Expected 2018 *Source: Clarksons Oct 2018 non delivery rate Net fleet (1) Product tankers defined as all coated tankers above 25k dwt plus uncoated 25-85k dwt tankers including IMO 2/3 with avg tank size > 3k cbm, excluding stainless steel and specialized tankers Assumed scrapping: growth: 1.6% (2) Total Orderbook as of beginning Oct 2018 = 13.9 million DWT or 9% of the fleet 3.3 million DWT 23


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Crude Market Overview 24


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Global Oil Demand: Growth Continues ? Global oil demand is driven by GDP ? In July, the IMF projected global GDP growth to 3.7% for 2018 and 3.7% for 2019, lead by expansions in advanced economies and China? Global oil demand rose by 1.6% or 1.5 mb/d in 2017. ? IEA projects 1.3% growth in oil demand in 2018 or 1.3 mb/d and 1.4% growth in oil demand in 2019 or 1. mb/d. ? Non-OECD economies account for 74% of the forecast oil demand growth in 2018 and 83% of the anticipated 2019 increase, with China and India driving the expansion. Global Oil Demand (2013-2018) (mm b/d) 37 Year Global Oil Demand and GDP Growth 102 Oct ‘18 100.5 World GDP (IMF) Oil Demand (IEA) 99.2 6 100 5 98 97.9 year) n 4 96.4 o 95.3 3 96 (year 2 93.1 94 1 91.7 0 92 change % -1 90 -2 -3 88 -4 86 2013 2014 2015 2016 2017 2018E 2019F Source: International Energy Agency Oct 2018, IMF Oct 2018 25


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Strong Demand Draws Down Inventories ? OECD Petroleum stocks are at or below the 5 year average for the first time since end 2014? VLCC rates increased during the inventory build, declined as stocks were drawn down and are expected to rise with normalized stocks and increasing oil demand OECD Oil Inventories (difference to 5-year Moving Average) vs VLCC Earnings 400 120,000 300 90,000 200 60,000 Barrels 100 30,000 /day Million $ 0 —100 OECD Commercial Inv (diff to 5 yr MA—LHS) Average VLCC Long Run Historical Earnings (RHS) -200 Source: EIA, Clarksons 26


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Increasing Chinese Consumption Still Below World Average Chinese Crude Oil Imports (2009 – 2018) China Now World’s Largest Crude Importer 12 12% CAGR Jan ‘09 to Sep ‘18 10 mbpd 8 6 4 2 0 Current Chinese per capita oil consumption is 3.3 barrels per year Chinese crude imports have averaged 9.0 MBPD Sep YTD up from the 2017 average of 8.4 MBPD Per Capita Ratios: China consumption goes to: Additional mbpd Additional VLCC(1) US/China 6.7x US per capita usage 72.9 3,281 Europe/China 3.1x Europe per capita usage 26.6 1,199 World/China 1.4x World per capita usage 5.5 249 (1) Assuming 90 days VLCC roundtrip and all additional crude is imported by sea Source: Drewry, Clarksons, US Census, BP Statistical Review 2018, BP Energy Outlook 2018, Citibank. 27


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Ton Mile Development Absorbs Increasing VLCC Fleet China’ s incremental imports from Atlantic in 2017 translated to 31 additional VLCCs1 ? Chinese crude oil imports increased YoY by about 0.8 MBPD (285 mb) in 2017 ? Oil supply volume significantly increased from West Africa, South America, Caribs, Europe and Med. US exports to China reached the 144 KBPD (53 mb) in 2017 from almost zero in 2015? Tons shipped from these export areas requires more ships due to the longer trade distance 8 Miles moved per ton transported to China(2): 6 Arabian Gulf 5,500 t m 31 West Africa 9,650 t m 5 12 S America 11,500 t m Imports from Arabian Gulf Imports from West Africa Imports from South America KBPD KBPD KBPD 3,657 3,627 1,441 1,184 1,175 1,025 -0.8% 22% 15% 2016 2017 2016 2017 2016 2017 Source: Trade Data Monitor (1) Assuming 90 day VLCC round trip 28 (2) Average miles to China from each loading area


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Accelerating Scrapping VLCC Orderbook versus Age Profile YTD VLCC Deliveries vs Removals 120 40 -3 VLCC YTD 35 102 30 100 VLCCs 25 85 of 20 35 38 33 15 80 Number 10 VLCCs 5 of 60 0 62 Deliveries Removals Number 40 60 Quarterly VLCC Removals 20 20 23 17 9 0 15 13 Orderbook Fleet 9 OB 2020+ 10 17-19 years OB 2019 20+ years 5 5 4 4 OB 2018 5 3 3 3 Total of 158 vessels of 2 2 15+ years old 1 1 0 0 0 0 0 0 0 Note: Orderbook as of 11/2/18 YTD as of 11/2/18 29 Source: Clarksons


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VLCC Net Fleet and Removals Deliveries Removals Net Fleet Growth % Non- Fleet Period Year Actual Projected Year DWT % of Fleet Year DWT % of Fleet Delivery End 2018 Oct 10.9 M 12.5 M 13% 2018* 11.3 M 5.0% 2018* -0.4 M -0.2% 225.9 M 2017 15.2 M 17.1 M 11% 2017 4.2 M 2.0% 2017 11.4 M 5.3% 226.3 M 2016 14.3 M 22.3 M 36% 2016 0.6 M 0.3% 2016 14.7 M 7.3% 214.9 M 2015 6.2 M 9.1 M 32% 2015 1.1 M 0.6% 2015 6.0 M 3.1% 200.2 M 2014 7.6 M 10.2 M 25% 2014 4.1 M 2.2% 2014 3.5 M 1.8% 194.2 M 2013 9.5 M 17.8 M 47% 2013 6.5 M 3.5% 2013 3.0 M 1.6% 190.7 M 2012 15.3 M 23.0 M 33% 2012 4.8 M 2.7% 2012 10.5 M 5.9% 187.8 M 2011 19.1 M 29.1 M 34% 2011 6.9 M 4.2% 2011 12.2 M 7.4% 177.2 M Removals VLCC Net Fleet Growth 2001-2019 Year Total % of Fleet 2005 2.6 M 2.01% 8% 2006 1.5 M 1.05% 6% 2007 3.5 M 2.45% 2008 9.5 M 6.43% 3.6% 4% 2009 6.8 M 4.51% 2010 2% 12.4 M 7.70% 2011 6.9 M 4.19% 0% 2012 4.8 M 2.69% 2013 6.5 M 3.47% -2% -0.4% 2014 4.1 M 2.17% -4% 2015 1.1 M 0.59% 2016 0.6 M 0.29% 2017 4.2 M 1.95% 2018 Thru 11/2 11.3 M 4.98% Expected 2018 Net Fleet Growth: —0.4% Source: Clarksons; * Unless noted, all data in DWT as of 11/2/18: -0.4 M DWT = 10.9 M DWT delivered – 11.3 M DWT removed (including 3 converted); 2017 fleet includes 1 VLCC added after conversion (1) Orderbook 11/2/18: 31.6 M DWT (102 vsls): (for 2018: 2.8M DWT/ 9 vsls; for 2019: 18.7 M/ 60 vsls; 2020+: 10.1 M/ 33 vsls) 30


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Q3 and 9M 2018 Financial Results


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Third Quarter 2018 and 9M 2018 Earnings Highlights Three month Three month Nine month Nine month period ended period ended YoY period ended period ended YoY ($ million except per share data) September 30, September 30, (%) September 30, September 30, (%) 2018 2017 2018 2017 Revenue 41.6 54.0 (23.0%) 129.2 177.0 (27.0%) EBITDA 9.6 23.3 (58.7%) 29.1 28.7 1.6% Adjusted EBITDA 9.9 (1) 23.3 (57.5%) 35.9 (2) 87.8 (3) (59.1%) Net Loss (23.4) (8.1) N/A (69.9) (66.9) N/A Adjusted Net Loss (23.1)(1) (8.1) N/A (62.8) (2) (7.1) (3) N/A Loss per share (0.16) (0.05) N/A (0.46) (0.42) N/A Adjusted Loss per Share (0.15)(1) (0.05) N/A (0.41) (2) (0.04) (3) N/A EBITDA represents net (loss)/income before interest and finance costs, before depreciation and amortization and before income taxes. Adjusted EBITDA in this document represents EBITDA before stock-based compensation, gain on sale of vessel and impairment loss . We use Adjusted EBITDA as liquidity measure and reconcile Adjusted EBITDA to net cash provided by/ (used in) operating activities, the most comparable U.S. GAAP liquidity measure. Adjusted EBITDA in this document is calculated as follows: net cash provided by/(used in) operating activities adding back, when applicable and as the case may be, the effect of: (i) net increase/(decrease) in operating assets; (ii) net (increase)/decrease in operating liabilities; (iii) net interest cost; (iv) amortization of deferred finance cost and other related expenses; (v) equity in net earnings of affiliated companies, net of dividends received; (vi) payments for dry dock and special survey costs; and (vii) impairment charges. Navios Acquisition believes that Adjusted EBITDA is the basis upon which liquidity can be assessed and present useful information to investors regarding Navios Acquisition’s ability to service and/or incur indebtedness, pay capital expenditures, meet working capital requirements and pay dividends. Navios Acquisition also believes that Adjusted EBITDA is used: (i) by potential lenders to evaluate potential transactions; (ii) to evaluate and price potential acquisition candidates; and (iii) by securities analysts, investors and other interested parties in the evaluation of companies in our industry. Adjusted EBITDA has limitations as analytical tool, and should not be considered in isolation or as a substitute for the analysis of Navios Acquisition’s results as reported under U.S. GAAP. Some of these limitations are: (i) Adjusted EBITDA does not reflect changes in, or cash requirements for, working capital needs; and (ii) although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future. Adjusted EBITDA does not reflect any cash requirements for such capital expenditures. Because of these limitations, Adjusted EBITDA should not be considered as a principal indicator of Navios Acquisition’s performance. Furthermore, our calculation of Adjusted EBITDA may not be comparable to that reported by other companies due to differences in methods of calculation. (1) EBITDA, net loss and loss per share (basic) for the three month period ended September 30, 2018 have been adjusted to exclude $0.3 million of non-cash stock-based compensation. (2) EBITDA, net loss and loss per share (basic) for the nine month period ended September 30, 2018 have been adjusted to exclude: (i) $6.0 million of negative effect on equity/ (loss) in net earnings of affiliated companies, relating to the sale of the Shinyo Kannika by Navios Midstream; (ii) $0.8 million of non-cash stock-based compensation; and (iii) $0.03 million of gain from sale of the Nave Galactic. Net loss and loss per share (basic) for the nine month period ended September 30, 2018 were further adjusted to exclude $0.3 million write-off of deferred finance costs. (3) EBITDA, net loss and loss per share (basic) for the nine month period ended September 30, 2017 have been adjusted to exclude $59.1 million of non-cash impairment loss on equity investment in Navios Midstream. Net loss and loss per share (basic) for the nine month period ended September 30, 2017 were further adjusted to exclude $0.7 million write-off of deferred finance costs. 32


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Balance Sheet Highlights Selected Balance Sheet Data (in million USD) September 30, 2018 December 31, 2017 Cash & cash equivalents (1) 48.3 86.5 Vessels, net 1,163.9 1,250.0 Investments in affiliates 118.0 125.1 Due from related parties 67.6 68.5 Total Assets 1,456.5 1,572.8 Total debt (2) 1,016.3 1,065.4 Stockholders Equity 378.0 462.5 Total Liabilities and Shareholders Equity 1,456.5 1,572.8 Book Capitalization 1,394.3 1,527.8 Net Debt / Book Capitalization 69.4% 64.1% (1) Including restricted cash (2) Net of deferred finance costs and premium 33


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Returning Capital to Shareholders Dividend Policy ? Q3 2018 Distribution: $0.02 per share – Record date: November 27, 2018 – Payment date: December 5, 2018 Stock Repurchase Program ? 9,221,255 shares bought YTD at a total cost of $6.8 million? 6.1% additional return for the shareholders Stock Split ? 1-for-15 reverse stock split of the issued and outstanding shares of common stock? Special General Meeting to approve on November 9, 2018 34


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Appendix 36


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Existing Fleet – VLCCs Year Net Charter Rate Expiration Profit Share Vessel Type DWT Built ($/day) Date Arrangements Nave Photon VLCC 297,395 2008 19,750+PS(1) Aug-19 100% Nave Spherical VLCC 297,188 2009 19,750+PS(1) Aug-19 100% Nave Synergy VLCC 299,973 2010 19,750+PS(1) Aug-19 100% Nave Quasar VLCC 297,376 2010 19,500+PS(2) Aug-19 50%/50% Nave Buena Suerte VLCC 297,491 2011 19,500+PS(2) Aug-19 50%/50% Nave Neutrino VLCC 298,287 2003 Spot Dec-18 Nave Electron VLCC 305,178 2002 Spot Nov-18 TBN I VLCC 310,000 2020 $27,816 (3) Q3-30 TBN II VLCC 310,000 2020 $27,816 (3) Q4-30 TOTAL 2,712,888 (1) Rate applicable to first 9 months. Profit sharing arrangement 100% on actual pool earnings. Any adjustment by the charterers for the expense/loss will be settled initially in January 2019 and every two months thereafter. Last three months on floating rate. (2) Charterer’s option to extend the charter for one year at $ 20,475 net per day + PS. Profit sharing arrangement 50% on actual pool earnings. Any adjustment by the charterers for the expense/loss will be provisionally settled on a quarterly basis and finally settled at the end of the charter period. (3) Expected to be delivered in Q3 and Q4 2020 respectively. Charterer’s option to extend the bareboat charter for five years at $ 29,751 net per day 37


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Existing Fleet – LR1 Product Tankers Year Net Charter Rate Expiration Profit Sharing Vessel Type DWT Built ($/day) Date Arrangements Nave Atropos LR1 Product Tanker 74,695 2013 Floating rate Feb-19 Nave Rigel LR1 Product Tanker 74,673 2013 18,022 Aug-19 50%/50% Nave Cetus LR1 Product Tanker 74,581 2012 18,022 April-19 50%/50% Nave Cassiopeia LR1 Product Tanker 74,711 2012 Floating rate Feb-19 Nave Estella LR1 Product Tanker 75,000 2012 13,260 (1) Mar-19 Nave Andromeda LR1 Product Tanker 75,000 2011 Floating rate Feb-19 none Nave Cielo LR1 Product Tanker 74,671 2007 Floating rate Feb-19 none Nave Ariadne LR1 Product Tanker 74,671 2007 Floating rate Feb-19 TOTAL 598,002 (1) Charterer’s option to extend the charter for one year at $14,625 net per day 38


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Existing Fleet – Chemical and MR2 Product Tankers Year Net Charter Expiration Profit Sharing Vessel Type DWT Built Rate ($/day) Date Arrangement / Premium Nave Velocity MR2 Product Tanker 49,999 2015 12,097 May-19 50%-50% Nave Sextans MR2 Product Tanker 49,999 2015 13,250(1) Feb-19 50%-50% Nave Pyxis MR2 Product Tanker 49,998 2014 13,250(1) Mar-19 50%-50% Nave Luminosity MR2 Product Tanker 49,999 2014 12,097 Sep-19 50%-50% Nave Jupiter MR2 Product Tanker 49,999 2014 12,097 May-19 50%-50% Bougainville MR2 Product Tanker 50,626 2013 14,138(2) Sep-19 100% Nave Alderamin MR2 Product Tanker 49,998 2013 13,260 Feb-19 None Nave Capella MR2 Product Tanker 49,995 2013 13,331(3) Jan-19 None Nave Titan MR2 Product Tanker 49,999 2013 11,850 Jun-19 50%-50% Nave Orion MR2 Product Tanker 49,999 2013 13,260 Mar-19 None Nave Bellatrix MR2 Product Tanker 49,999 2013 13,331(4) Dec-18 None Nave Aquila MR2 Product Tanker 49,991 2012 9,875(5) May-19 50%-50% Nave Atria MR2 Product Tanker 49,992 2012 11,850 Jul-19 50%-50% Nave Equator MR2 Product Tanker 50,542 2009 12,250 Oct-19 None Nave Orbit MR2 Product Tanker 50,470 2009 12,000(6) May-19 50%-50% Nave Equinox MR2 Product Tanker 50,922 2007 13,578(7) Jan-19 Ice-transit premium Nave Pulsar MR2 Product Tanker 50,922 2007 11,603 Apr-19 Nave Dorado MR2 Product Tanker 47,999 2005 13,331(8) Jan-19 None Nave Cosmos Chemical Tanker 25,130 2010 Floating rate Feb-19 Nave Polaris Chemical Tanker 25,145 2011 Floating rate Feb-19 TOTAL 951,723 (1) Charterer’s option to extend the charter for one year at $14,500 net per day (2) Rate increases to $14,420 for the second year of the contract. Rate can reach a maximum of $19,013 net per day in year one and $19,393 in year two calculated based on a formula. Charterer’s option to extend the charter for two years at $14,708 net per day for the first year and $15,002 net per day second year plus profit sharing arrangements for both years (3) Charterer’s option to extend the charter for one year at $14,566 net per day (4) Charterer’s option to extend the charter for one year at $14,566 net per day (5) Charterer’s option to extend the charter for 6 months at $11,850 net per day plus profit sharing arrangements (6) Charterer’s option to extend the charter for 6 months at $12,750 net per day plus profit sharing arrangements (7) Charterer’s option to extend for one year at $14,813 net per day. Rate increase by $1,876 when trading on ice (8) Charterer’s option to extend the charter for six months at $14,813 net per day 39


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