Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 03, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | Eagle Bulk Shipping Inc. | |
Entity Central Index Key | 1,322,439 | |
Trading Symbol | egle | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding (in shares) | 74,123,050 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 64,323,168 | $ 76,516,110 |
Accounts receivable | 10,158,386 | 5,089,708 |
Prepaid expenses | 2,121,327 | 3,093,962 |
Inventories | 12,602,371 | 10,876,713 |
Vessels held for sale | 16,915,287 | 8,688,601 |
Other current assets | 1,376,331 | 22 |
Total current assets | 107,496,870 | 104,265,116 |
Noncurrent assets: | ||
Vessels and vessel improvements, at cost, net of accumulated depreciation of $92,052,541 and $76,463,743, respectively | 697,713,444 | 567,592,950 |
Advances for vessels purchase | 0 | 1,926,886 |
Other fixed assets, net of accumulated amortization of $457,748 and $307,880, respectively | 664,476 | 632,805 |
Restricted cash | 74,917 | 74,917 |
Deferred drydock costs, net | 11,221,641 | 11,507,309 |
Other assets | 1,077,386 | 381,634 |
Total noncurrent assets | 710,751,864 | 582,116,501 |
Total assets | 818,248,734 | 686,381,617 |
Current liabilities: | ||
Accounts payable | 7,233,012 | 7,135,156 |
Accrued interest | 40,450 | 28,872 |
Other accrued liabilities | 10,162,883 | 11,545,447 |
Fair value of derivatives | 281,266 | 0 |
Fair value below contract value of time charters acquired | 0 | 820,313 |
Unearned charter hire revenue | 7,573,856 | 6,046,032 |
Total current liabilities | 25,291,467 | 25,575,820 |
Noncurrent liabilities: | ||
Total debt | 313,758,561 | 255,943,544 |
Other liabilities | 228,877 | 483,132 |
Fair value below contract value of time charters acquired | 2,670,487 | 3,896,482 |
Total noncurrent liabilities | 316,657,925 | 260,323,158 |
Total liabilities | 341,949,392 | 285,898,978 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.01 par value, 25,000,000 shares authorized, none issued as of September 30, 2017 and December 31, 2016, respectively | 0 | 0 |
Common stock, $0.01 par value, 700,000,000 shares authorized, 70,330,144 and 48,106,827 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively | 703,302 | 481,069 |
Additional paid-in capital | 886,176,428 | 783,369,698 |
Accumulated deficit | (410,580,388) | (383,368,128) |
Total stockholders’ equity | 476,299,342 | 400,482,639 |
Total liabilities and stockholders’ equity | 818,248,734 | 686,381,617 |
First Lien Facility | ||
Noncurrent liabilities: | ||
Total debt | 191,433,141 | 204,352,318 |
Second Lien Facility | ||
Noncurrent liabilities: | ||
Total debt | 62,540,745 | 51,591,226 |
Ultraco Debt Facility | ||
Noncurrent liabilities: | ||
Total debt | $ 59,784,675 | $ 0 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parentheticals) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Accumulated depreciation, vessels | $ 92,052,541 | $ 76,463,743 |
Accumulated amortization, other fixed assets | $ 457,748 | $ 307,880 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 700,000,000 | 700,000,000 |
Common stock, issued (in shares) | 70,330,144 | 48,106,827 |
Common stock, outstanding (in shares) | 70,330,144 | 48,106,827 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | ||||
Revenues, net | $ 62,710,903 | $ 35,788,181 | $ 162,197,184 | $ 82,656,903 |
Voyage expenses | 17,462,699 | 11,207,959 | 44,195,710 | 27,902,155 |
Vessel expenses | 20,110,123 | 17,707,959 | 57,374,444 | 56,783,181 |
Charter hire expenses | 9,652,468 | 3,822,456 | 19,971,380 | 6,979,213 |
Depreciation and amortization | 8,980,992 | 9,854,228 | 24,494,397 | 28,905,058 |
General and administrative expenses | 8,620,938 | 5,223,782 | 24,989,738 | 15,429,844 |
Refinancing expenses | 0 | (4,625) | 0 | 5,869,025 |
Loss / (gain) on sale of vessels | (202,487) | (299,350) | (2,100,386) | 101,860 |
Vessel impairment | 0 | 0 | 0 | 6,167,262 |
Total operating expenses | 64,624,733 | 47,512,409 | 168,925,283 | 148,137,598 |
Operating loss | (1,913,830) | (11,724,228) | (6,728,099) | (65,480,695) |
Interest expense | 7,836,999 | 7,434,156 | 21,140,746 | 15,154,659 |
Interest income | (142,940) | (88,094) | (518,379) | (91,606) |
Other (income) / expense | 647,457 | 288,754 | (138,206) | 589,539 |
Total other expense, net | 8,341,516 | 7,634,816 | 20,484,161 | 15,652,592 |
Net loss | $ (10,255,346) | $ (19,359,044) | $ (27,212,260) | $ (81,133,287) |
Weighted average shares outstanding: | ||||
Basic (in shares) | 70,329,252 | 29,607,639 | 68,782,517 | 11,318,249 |
Diluted (in shares) | 70,329,252 | 29,607,639 | 68,782,517 | 11,318,249 |
Per share amounts: | ||||
Basic net loss (in dollars per share) | $ (0.15) | $ (0.65) | $ (0.40) | $ (7.17) |
Diluted net loss (in dollars per share) | $ (0.15) | $ (0.65) | $ (0.40) | $ (7.17) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Loss - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (10,255,346) | $ (19,359,044) | $ (27,212,260) | $ (81,133,287) |
Comprehensive loss | $ (10,255,346) | $ (19,359,044) | $ (27,212,260) | $ (81,133,287) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Stockholders' Equity - USD ($) | Total | Common Stock | Additional paid-in Capital | Accumulated Deficit |
Beginning Balance (in shares) at Dec. 31, 2015 | 1,883,303 | |||
Beginning Balance at Dec. 31, 2015 | $ 518,344,462 | $ 18,833 | $ 678,171,322 | $ (159,845,693) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net loss | (81,133,287) | (81,133,287) | ||
Issuance of shares in connection with the entry into the Second Lien Loan Agreement (in shares) | 16,889,828 | |||
Issuance of shares in connection with the entry into the Second Lien Loan Agreement | 17,756,325 | $ 168,899 | 17,587,426 | |
Issuance of shares for private placement (in shares) | 29,333,318 | |||
Issuance of shares for private placement | 85,700,535 | $ 293,333 | 85,407,202 | |
Reverse stock split adjustment (in shares) | (32) | |||
Vesting of restricted shares, net of shares withheld for employee tax (in shares) | 410 | |||
Vesting of restricted shares, net of shares withheld for employee tax | (2,938) | $ 4 | (2,942) | |
Stock-based compensation | 933,550 | 933,550 | ||
Ending Balance (in shares) at Sep. 30, 2016 | 48,106,827 | |||
Ending Balance at Sep. 30, 2016 | 541,598,647 | $ 481,069 | 782,096,558 | (240,978,980) |
Beginning Balance (in shares) at Dec. 31, 2016 | 48,106,827 | |||
Beginning Balance at Dec. 31, 2016 | 400,482,639 | $ 481,069 | 783,369,698 | (383,368,128) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net loss | (27,212,260) | (27,212,260) | ||
Issuance of shares for private placement (in shares) | 22,222,223 | |||
Issuance of shares for private placement | 96,030,003 | $ 222,222 | 95,807,781 | |
Vesting of restricted shares, net of shares withheld for employee tax (in shares) | 1,094 | |||
Vesting of restricted shares, net of shares withheld for employee tax | $ 11 | (11) | ||
Stock-based compensation | 6,998,960 | 6,998,960 | ||
Ending Balance (in shares) at Sep. 30, 2017 | 70,330,144 | |||
Ending Balance at Sep. 30, 2017 | $ 476,299,342 | $ 703,302 | $ 886,176,428 | $ (410,580,388) |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (27,212,260) | $ (81,133,287) |
Adjustments to reconcile net loss to net cash provided by/(used in) operating activities: | ||
Depreciation | 21,436,051 | 26,573,461 |
Amortization of deferred drydocking costs | 3,058,346 | 2,331,597 |
Amortization of debt issuance costs | 4,558,145 | 3,092,193 |
Amortization of fair value below contract value of time charter acquired | (546,308) | (456,175) |
Payment-in-kind interest on debt | 7,749,872 | 4,782,863 |
Impairment of vessels | 0 | 6,167,262 |
Net unrealized loss on fair value of derivative instruments | 126,651 | 15,150 |
Stock-based compensation expense | 6,998,960 | 933,550 |
Fees paid on termination of time charter agreement | (1,500,000) | 0 |
Drydocking expenditures | (2,772,678) | (3,715,179) |
Loss / (gain) on sale of vessels | (2,100,386) | 101,860 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (5,068,678) | 622,722 |
Other current and non-current assets | (1,917,446) | 148,227 |
Prepaid expenses | 972,635 | 594,856 |
Inventories | (1,725,658) | (1,421,413) |
Accounts payable | 97,856 | (1,757,451) |
Accrued interest | 11,578 | (401,232) |
Other accrued and other non-current liabilities | (2,211,819) | 160,755 |
Unearned revenue | 1,527,824 | 3,267,481 |
Net cash provided by/(used in) operating activities | 1,482,685 | (40,092,760) |
Cash flows from investing activities: | ||
Vessel Improvements | (676,405) | (199,675) |
Purchase of vessels | (173,327,881) | 0 |
Proceeds from sale of vessels | 18,400,000 | 13,001,000 |
Changes in restricted cash | 0 | 66,244 |
Purchase of other fixed assets | (183,344) | (456,125) |
Net cash (used in)/provided by investing activities | (155,787,630) | 12,411,444 |
Cash flows from financing activities: | ||
Repayment of loans | (9,200,000) | (21,276,000) |
Proceeds from the common stock private placement, net of issuance costs | 96,030,003 | 85,700,535 |
Cash used to settle net share equity awards | 0 | (2,938) |
Financing costs paid to lender | (918,000) | (600,000) |
Other financing costs | 0 | (2,467,647) |
Net cash provided by financing activities | 142,112,003 | 101,353,950 |
Net (decrease)/increase in cash and cash equivalents | (12,192,942) | 73,672,634 |
Cash and cash equivalents at beginning of period | 76,516,110 | 24,896,161 |
Cash and cash equivalents at end of period | 64,323,168 | 98,568,795 |
SUPPLEMENTAL CASH FLOW INFORMATION | ||
Cash paid during the year for interest | 8,821,178 | 7,627,417 |
Non-cash deferred financing costs included in other accrued liabilities | 575,000 | 0 |
Ultraco Debt Facility | ||
Cash flows from financing activities: | ||
Proceeds from Ultraco Debt Facility | 61,200,000 | 0 |
Term Loan | ||
Cash flows from financing activities: | ||
Proceeds from Loans and Lien Facility | 0 | 60,000,000 |
Revolver Loan | ||
Cash flows from financing activities: | ||
Proceeds from Loans and Lien Facility | 0 | 10,158,500 |
Repayment of loans | $ (5,000,000) | $ (30,158,500) |
Basis of Presentation and Gener
Basis of Presentation and General Information | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and General Information | Basis of Presentation and General Information The accompanying condensed consolidated financial statements include the accounts of Eagle Bulk Shipping Inc. and its wholly-owned subsidiaries (collectively, the “Company,” “we,” “our” or similar terms). The Company is engaged in the ocean transportation of dry bulk cargoes worldwide through the ownership, charter and operation of dry bulk vessels. The Company’s fleet is comprised of Supramax and Ultramax dry bulk carriers and the Company operates its business in one business segment. As of September 30, 2017 , the Company owned and operated a modern fleet of 48 oceangoing vessels, 37 Supramax and 11 Ultramax vessels with a combined carrying capacity of 2,737,100 deadweight tonnage ("dwt") and an average age of approximately 8.0 years . Additionally, the Company chartered-in a 37,000 dwt newbuilding Japanese vessel that was delivered in October 2014 for seven years with an option for one additional year. On May 10, 2017, the Company signed an agreement to cancel this existing time charter contract. The Company agreed to pay a lump sum termination fee of $1.5 million relating to the cancellation. At the same time, the Company entered into an agreement with the same lessor, effective April 28, 2017, to charter-in a 61,400 dwt, 2013 built Japanese vessel for approximately four years (having the same redelivery dates as the aforementioned canceled charter) with options for two additional years. The hire rate for the first four years is $12,800 per day and the hire rate for the first optional year is $13,800 per day and $14,300 per day for the second optional year. The $1.5 million early termination fee was accounted for as a reduction of fair value below time charters acquired in the condensed consolidated balance sheet as of September 30, 2017. For the three and nine -month periods ended September 30, 2017 and 2016 , the Company’s charterers did not individually account for more than 10% of the Company’s gross charter revenue during those periods. The accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”), and the rules and regulations of the SEC which apply to interim financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes normally included in consolidated financial statements prepared in conformity with U.S. GAAP. They should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s 2016 Annual Report on Form 10-K, filed with the SEC on March 31, 2017. The accompanying condensed consolidated financial statements are unaudited and include all adjustments (consisting of normal recurring adjustments) that management considers necessary for a fair presentation of its condensed consolidated financial position and results of operations for the interim periods presented. Additionally, as previously disclosed, the weighted average basic and diluted shares outstanding for the three months ended September 30, 2016 have been restated from 37,031,096 to 29,607,639 and the weighted average basic and diluted shares outstanding for the nine months ended September 30, 2016 have been restated from 20,588,612 to 11,318,249 to correct a clerical error. Accordingly, the basic and diluted loss per share for the three months ended September 30, 2016 has been restated from $0.52 to $0.65 , and the basic and diluted loss per share for the nine months ended September 30, 2016 has been restated from $3.94 to $7.17 . The results of operations for the interim periods are not necessarily indicative of the results that may be expected for the entire year. We adopted the provisions of Accounting Standard Update (“ASU”) 2015-11 “Simplifying the Measurement of Inventory”, issued by the Financial Accounting Standards Board (“FASB”) as of January 1, 2017. Accordingly, we report our bunker inventory at lower of cost and net realizable value. There is no impact on the condensed consolidated financial statements because of the adoption of the new accounting standard. The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The significant estimates and assumptions of the Company are useful lives of fixed assets, the period of amortization, asset impairment, and stock-based compensation. |
Equity Offerings
Equity Offerings | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Equity Offerings | Equity Offerings On December 13, 2016, the Company entered into a Stock Purchase Agreement with certain investors (the “Investors”), pursuant to which the Company agreed to issue to the Investors in a private placement exemption from registration under Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated under the Securities Act (the “December Private Placement”) approximately 22.2 million shares of the Company’s common stock, par value $0.01 per share, at a purchase price of $4.50 per share, for aggregate gross proceeds of $100.0 million . On January 20, 2017, the Company closed the previously announced December Private Placement for aggregate net proceeds of $96.0 million . The Company principally used the proceeds to acquire two Ultramax vessels and for a portion of the payments required to acquire the Greenship Vessels (as defined in "Note 4. Vessels" to the condensed consolidated financial statements). |
New Accounting Pronouncements
New Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under U.S. GAAP. The core principle is that a company should recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five-step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. The standard is effective for annual periods beginning after December 15, 2017, and interim periods therein, and shall be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. In May 2016, the FASB issued ASU No. 2016-12, Revenue from Contracts with Customers. This update provides further guidance on applying collectability criterion to assess whether the contract is valid and represents a substantive transaction on the basis whether a customer has the ability and intention to pay the promised consideration. The requirements of this standard include an increase in required disclosures. Management has assembled an internal project team and is currently analyzing contracts with our customers covering the significant streams of the Company's annual revenues under the provisions of the new standard as well as changes necessary to information technology systems, processes and internal controls to capture new data and address changes in financial reporting. Management will apply the modified retrospective transition method and will recognize the cumulative effect of adopting this standard as an adjustment to the opening balance of retained earnings as of January 1, 2018. Prior periods will not be retrospectively adjusted. The Company continues to make progress in its implementation and assessment of the new revenue standard. While the assessment is still ongoing, based on the progress made to date, the Company expects that the timing of recognition of revenue for certain ongoing charter contracts will be impacted as well as the timing of recognition of certain voyage related costs. The financial impact of adoption will depend on the number of spot voyages and time charter arrangements as well as their percentage of completion at January 1, 2018. The Company is also evaluating the presentation of revenue in its condensed consolidated statement of operations after the adoption of ASU 2014-09. In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU 2016-02"). ASU 2016-02 is intended to increase the transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. In order to meet that objective, the new standard requires recognition of the assets and liabilities that arise from leases. A lessee will be required to recognize on the balance sheet the assets and liabilities for leases with lease terms of more than 12 months. Accounting by lessors will remain largely unchanged from current U.S. GAAP. The requirements of this standard include an increase in required disclosures. The new standard is effective for public companies for fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. Lessees and lessors will be required to apply the new standard at the beginning of the earliest period presented in the financial statements in which they first apply the new guidance, using a modified retrospective transition method. The Company is currently evaluating the effect that adopting this standard will have on our financial statements and related disclosures. Management expects that the Company will recognize increases in reported amounts for vessel and other fixed assets and related lease liabilities upon adoption of the new standard. The impact to the Company’s financial statements will depend upon the amount of vessels the Company has chartered in, as well as the length and nature of such charters. Refer to “Note 7. Commitments and Contingencies” to the condensed consolidated financial statements for disclosure about the Company’s time charter and lease commitments as of September 30, 2017. |
Vessels
Vessels | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Vessels | Vessels Vessel and Vessel Improvements As of September 30, 2017 , the Company’s owned operating fleet consisted of 48 dry bulk vessels. On November 14, 2016, the Company, through its subsidiary Eagle Bulk Shipco LLC, signed a memorandum of agreement to acquire a 2017 built 64,000 dwt SDARI-64 Ultramax dry bulk vessel constructed at Chengxi Shipyard Co., Ltd for $17.9 million . The Company took delivery of the vessel, the Singapore Eagle, on January 11, 2017. On January 6, 2017, the Company sold the vessel Redwing for $5.8 million , after brokerage commissions and associated selling expenses, and recorded a net gain of approximately $0.1 million . The vessel was classified as an asset held for sale as of December 31, 2016. A portion of the proceeds was used towards repayment of the term loan under the First Lien Facility. Please refer to "Note 5. Debt - First Lien Facility" to the condensed consolidated financial statements. On February 28, 2017, Ultraco, a wholly-owned subsidiary of the Company, entered into a framework agreement with Greenship Bulk Manager Pte. Ltd., as Trustee-Manager of Greenship Bulk Trust, a Norwegian OTC-listed entity (the "Greenship Sellers"), for the purchase of nine modern sister vessels (the "Greenship Vessels") built between 2012 and 2015, (the "Greenship Purchase Agreement"). The aggregate purchase price for the nine Greenship Vessels is $153.0 million . The allocated purchase price for each Greenship Vessel is $17.0 million . The Company took delivery of all nine Greenship Vessels as of September 30, 2017. On April 6, 2017, the Company sold the vessel Sparrow for $4.8 million after brokerage commissions and associated selling expenses, and recorded a net gain of approximately $1.8 million . The vessel was classified as an asset held for sale as of March 31, 2017. A portion of the proceeds was used towards repayment of the term loan under the First Lien Facility. Please refer to "Note 5. Debt - First Lien Facility" to the condensed consolidated financial statements. On July 27, 2017, the Company sold the vessel Woodstar for $7.8 million after brokerage commissions and associated selling expenses and recorded a gain for $0.2 million . The vessel was classified as an asset held for sale as of June 30, 2017. A portion of the proceeds was used towards repayment of the term loan under the First Lien Facility. Please refer to "Note 5. Debt- First Lien Facility" to the condensed consolidated financial statements). On June 15, 2017, the Company signed a memorandum of agreement to sell the vessel Wren for $7.6 million after brokerage commissions and associated selling expenses. The vessel is expected to be delivered to the buyers in the fourth quarter of 2017. The Company expects to recognize a gain of $0.05 million . A portion of the proceeds will be used towards repayment of the term loan under the First Lien Facility. Please refer to “Note 5. Debt—First Lien Facility” to the condensed consolidated financial statements. As of September 30, 2017, the Company reported the carrying amount of the vessel as a current asset in its condensed consolidated balance sheet. On August 30, 2017, the Company signed a memorandum of agreement to sell the vessel Avocet for $9.6 million after brokerage commissions and associated selling expenses. The vessel is expected to be delivered to the buyers in the first quarter of 2018. The Company expects to recognize a gain of $0.3 million . A portion of the proceeds will be used towards repayment of the term loan under the First Lien Facility. Please refer to “Note 5. Debt First Lien Facility” to the condensed consolidated financial statements. As of September 30, 2017, the Company reported the carrying amount of the vessel as a current asset in its condensed consolidated balance sheet. Vessel and vessel improvements consist of the following: Vessels and Vessel Improvements, at December 31, 2016 $ 567,592,950 Advance paid for purchase of Singapore Eagle at December 31, 2016 1,926,886 Purchase of Vessels and Vessel Improvements 174,004,286 Sale of vessel (7,611,013 ) Transfer to Vessels held for sale (16,915,287 ) Vessel depreciation expense (21,284,378 ) Vessels and Vessel Improvements, at September 30, 2017 $ 697,713,444 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt September 30, 2017 December 31, 2016 First Lien Facility $ 194,899,000 $ 209,099,000 Debt issuance costs - First Lien (3,465,859 ) (4,746,682 ) First Lien Facility, net of debt issuance costs 191,433,141 204,352,318 Second Lien Facility 75,077,715 67,327,843 Debt discount and debt issuance costs - Second Lien Facility (12,536,970 ) (15,736,617 ) Second Lien Facility, net of debt issuance costs and debt discount 62,540,745 51,591,226 Ultraco Debt Facility 61,200,000 — Debt discount and debt issuance costs - Ultraco Debt Facility (1,415,325 ) — Ultraco Debt Facility, net of debt issuance costs and debt discount 59,784,675 — Total debt $ 313,758,561 $ 255,943,544 First Lien Facility On March 30, 2016, Eagle Shipping LLC, a limited liability company organized under the laws of the Marshall Islands (“Eagle Shipping”), as borrower, and certain of its subsidiaries that were guarantors of the Company’s obligations under the Company’s senior secured credit facility (the “Exit Financing Facility”), as guarantors, entered into an Amended and Restated First Lien Loan Agreement (the “A&R First Lien Loan Agreement”) with the lenders thereunder (the “First Lien Lenders”) and ABN AMRO Capital USA LLC, as agent and security trustee for the lenders. The A&R First Lien Loan Agreement amends and restates the Exit Financing Facility in its entirety, provides for Eagle Shipping to be the borrower in the place of the Company, and further provides for a waiver of any and all events of default occurring as a result of the voluntary OFAC Disclosure (as defined in “Note 7. Commitments and Contingencies - Legal Proceedings” to the condensed consolidated financial statements). The A&R First Lien Loan Agreement provides for a term loan in the amount of $201,468,750 after giving effect to the entry into the A&R First Lien Loan Agreement and the Second Lien Loan Agreement (as defined below) as well as a $50,000,000 revolving credit facility, of which $10,000,000 was undrawn as of March 30, 2016 (the term loan, together with the revolving credit facility, the “First Lien Facility”). The First Lien Facility matures on October 15, 2019. An aggregate fee of $600,000 was paid to the agent and First Lien Lenders in connection with the First Lien Facility on March 30, 2016. As of September 30, 2017 , Eagle Shipping’s total availability in the revolving credit facility under the First Lien Facility was $30,000,000 . The A&R First Lien Loan Agreement contains financial covenants requiring Eagle Shipping, among other things, to ensure that the aggregate market value of the vessels in Eagle Shipping’s fleet plus the value of certain additional collateral ("minimum security covenant") at all times on or after July 1, 2017 does not fall below 100% in the third and fourth quarters of 2017, 110% in 2018 and 120% in 2019 of the aggregate principal amount of debt outstanding (subject to certain adjustments) under the First Lien Facility and maintain minimum liquidity of not less than the greater of (i) $8,140,000 and (ii) $185,000 per vessel in Eagle Shipping’s fleet. In addition, the A&R First Lien Loan Agreement imposes operating restrictions on Eagle Shipping including limiting Eagle Shipping’s ability to, among other things: incur additional indebtedness; create liens on assets; acquire and sell capital assets (including vessels); and merge or consolidate with, or transfer all or substantially all of Eagle Shipping’s assets to, another person. The A&R First Lien Loan Agreement also includes customary events of default, including those relating to a failure to pay principal or interest, a breach of covenant, representation or warranty, a cross-default to other indebtedness and non-compliance with security documents. Further, there would be a default if any event occurs or circumstances arise in light of which, in the First Lien Lenders’ judgment, there is significant risk that Eagle Shipping is or would become insolvent. Eagle Shipping is not permitted to pay dividends. Indebtedness under the First Lien Facility may also be accelerated if Eagle Shipping experiences a change of control. Upon entering into the A&R First Lien Loan Agreement on March 30, 2016, Eagle Shipping paid three quarters of amortization payments with respect to the term loan under the First Lien Facility in the aggregate amount of $11,718,750 , paid down $30,158,500 , a portion of the amount outstanding in respect of the revolving credit facility under the First Lien Facility, maintained a minimum liquidity of $8,140,000 and added cash to the balance sheet. In addition, Eagle Shipping paid the first quarter amortization of $3,906,250 under the previously outstanding Exit Financing Facility. On June 30, 2017, December 31, 2017, June 30, 2018 and December 31, 2018 (each, a “Semi-Annual Determination Date”), Eagle Shipping is obligated to repay the term loan under the First Lien Facility in an amount equal to 75% of Eagle Shipping’s excess cash flow for the two fiscal quarters ended as of such Semi-Annual Determination Date, subject to a cap of such mandatory prepayments of $15,625,000 in any fiscal year. For the two fiscal quarters ended June 30, 2017, there was no excess cash flow and therefore no repayment of the term loan was made under the First Lien Facility. Thereafter, Eagle Shipping will make payments of $3,906,250 on January 15, 2019, April 15, 2019, and July 15, 2019, and a final balloon payment equal to the remaining amount outstanding under the term loan under the First Lien Facility on October 15, 2019. Additionally, Eagle Shipping has prepaid $5,651,000 of the term loan during the year ended December 31, 2016 and $9,200,000 of the term loan for the nine months ended September 30, 2017 pursuant to the terms of the A&R First Lien Loan Agreement relating to mandatory prepayments upon sales of vessels. Additionally, Eagle Shipping also repaid $5,000,000 of the revolving credit facility in the third quarter of 2017. The repayment schedule above has therefore been adjusted to account for such prepayments made through September 30, 2017, such that Eagle Shipping is required to make payments of $3,600,513 on January 15, 2019, April 15, 2019, and July 15, 2019, and a final balloon payment equal to the remaining amount outstanding under the First Lien Facility on October 15, 2019. As a result of the mandatory prepayments made through September 30, 2017 , Eagle Shipping is not required to comply with the minimum security covenant until the second quarter of 2018 pursuant to the terms of the A&R First Lien Loan Agreement. Second Lien Facility On March 30, 2016, Eagle Shipping, as borrower, and certain of its subsidiaries that were guarantors of the Company’s obligations under the Exit Financing Facility, as guarantors, entered into a Second Lien Loan Agreement (the “Second Lien Loan Agreement”) with certain lenders (the “Second Lien Lenders”) and Wilmington Savings Fund Society, FSB as agent for the Second Lien Lenders (the “Second Lien Agent”). The Second Lien Lenders include certain of the Company’s existing shareholders as well as other investors. The Second Lien Loan Agreement provides for a term loan in the amount of $60,000,000 (the “Second Lien Facility”), and matures on January 14, 2020 ( 91 days after the original stated maturity of the First Lien Facility). The term loan under the Second Lien Facility bears interest at a rate of LIBOR plus 14.00% per annum (with a 1.0% LIBOR floor) or the Base Rate (as defined in the Second Lien Loan Agreement) plus 13.00% per annum, paid in kind quarterly in arrears. The payment-in-kind interest represents a non-cash operating and financing activity on the condensed consolidated statement of cash flows for the nine month periods ended September 30, 2017 and 2016. On March 30, 2016, Eagle Shipping used the proceeds from the Second Lien Facility to pay down $30,158,500 , a portion of the amount outstanding in respect of the revolving credit facility under the First Lien Facility, pay three quarters of amortization payments under the First Lien Facility, pay transaction fees in connection with the entry into the A&R First Lien Loan Agreement and the Second Lien Loan Agreement, maintain a minimum liquidity of $8,140,000 and add cash to its balance sheet. The Second Lien Loan Agreement contains financial covenants substantially similar to those in the A&R First Lien Loan Agreement, subject to standard cushions, requiring Eagle Shipping, among other things, to ensure that the aggregate market value of the vessels in Eagle Shipping’s fleet (plus the value of certain additional collateral) at all times on or after July 1, 2017 does not fall below 100% in the third and fourth quarters of 2017, 110% in 2018 and 120% in 2019 of the aggregate principal amount of debt outstanding (subject to certain adjustments) under the Second Lien Facility (provided that Eagle Shipping will not be required to comply with such covenant until the discharge of its obligations under the A&R First Lien Loan Agreement) and to maintain a minimum liquidity of not less than the greater of (i) $6,512,000 and (ii) $148,000 per vessel in Eagle Shipping’s fleet. In addition, the Second Lien Loan Agreement also imposes operating restrictions on Eagle Shipping including limiting Eagle Shipping’s ability to, among other things: incur additional indebtedness; create liens on assets; acquire and sell capital assets (including vessels); and merge or consolidate with, or transfer all or substantially all of Eagle Shipping’s assets to, another person. Eagle Shipping may not prepay the Second Lien Facility while amounts or commitments under the First Lien Facility remain outstanding. The Second Lien Loan Agreement also includes customary events of default, including those relating to a failure to pay principal or interest, a breach of covenant, representation or warranty, a cross-default to other indebtedness and non-compliance with security documents. Further, there would be a default if any event occurs or circumstances arise in light of which, in the Second Lien Lenders’ judgment, there is significant risk that Eagle Shipping is or would become insolvent. Eagle Shipping is not permitted to pay dividends. Indebtedness under the Second Lien Facility may also be accelerated if Eagle Shipping experiences a change of control. Ultraco Debt Facility On June 28, 2017, Eagle Bulk Ultraco LLC (“Ultraco”), a wholly-owned subsidiary of the Company, entered into a credit agreement (the “Ultraco Debt Facility”), by and among Ultraco, as borrower, certain wholly-owned vessel-owning subsidiaries of Ultraco, as guarantors (the “Ultraco Guarantors”), the lenders thereunder (the “Ultraco Lenders”), the swap banks party thereto, ABN AMRO Capital USA LLC, as facility agent and security trustee for the Ultraco Lenders, ABN AMRO Capital USA LLC, DVB Bank SE and Skandinaviska Enskilda Banken AB (publ), as mandated lead arrangers, and ABN AMRO Capital USA LLC, as arranger and bookrunner. The Ultraco Debt Facility provides for a multi-draw senior secured term loan facility in an aggregate principal amount of up to the lesser of (i) $61,200,000 and (ii) 40% of the lesser of (1) the purchase price of the nine Greenship Vessels to be acquired by Ultraco and the Ultraco Guarantors pursuant to a previously disclosed framework agreement, dated as of February 28, 2017, with Greenship Bulk Manager Pte. Ltd., as Trustee-Manager of Greenship Bulk Trust, and (2) the fair market value of the Greenship Vessels. The proceeds of the Ultraco Debt Facility were used for the purpose of financing, refinancing or reimbursing a part of the acquisition cost of the Greenship Vessels. The outstanding borrowings under the Ultraco Debt Facility bear interest at LIBOR plus 2.95% per annum. The Ultraco Debt Facility also provides for the payment of certain other fees and expenses by Ultraco. Mr. Bart Veldhuizen, a member of the Board of Directors of the Company, is on the board of managing directors of DVB Bank SE, where he is responsible for the bank’s shipping and offshore franchises. Mr. Veldhuizen did not participate in discussions of the Board of Directors of the Company concerning the Ultraco Debt Facility. As of September 30, 2017, the Company has drawn $61,200,000 of the credit facility relating to the acquisition of the nine Greenship Vessels. The Ultraco Debt Facility matures on the earlier of (i) five years after the delivery of the last remaining Greenship Vessel to occur and (ii) October 31, 2022. There are no fixed repayments until January 2019 (the "First Repayment Date"). Ultraco is required to make quarterly repayments of principal in an amount of $1,602,270 beginning in the first quarter of 2019 with a final balloon payment to be made at maturity. The Ultraco Debt Facility allows for increased commitments, subject to the satisfaction of certain conditions and the obtaining of certain approvals, in an aggregate principal amount of up to the lesser of (i) $38,800,000 and (ii) 40% of the aggregate fair market value of any additional vessels to be financed with such incremental commitment. Ultraco’s obligations under the Ultraco Debt Facility are secured by, among other items, a first priority mortgage on each of the Greenship Vessels and such other vessels that it may from time to time include with the approval of the Ultraco Lenders, an assignment of earnings of the Greenship Vessels, an assignment of all charters with terms that may exceed 12 months, an assignment of insurances, an assignment of certain master agreements, and a pledge of the membership interests of each of Ultraco’s vessel-owning subsidiaries. In the future, Ultraco may grant additional security to the Ultraco Lenders from time to time. The Ultraco Debt Facility contains financial covenants requiring Ultraco, among other things: (1) to ensure that the aggregate market value of the Greenship Vessels (plus the value of certain additional collateral) is at all times not less than 150% of the aggregate principal amount of debt outstanding (subject to certain adjustments); (2) to maintain cash or cash equivalents not less than (a) a liquidity reserve of $600,000 in respect of each Greenship Vessel and (b) a debt service reserve of $600,000 in respect of each Greenship Vessel, a portion of which may be utilized to satisfy the obligations under the Ultraco Debt Facility upon satisfaction of certain conditions; however, taking into account the requirements of 2(a) and 2(b), the cash or cash equivalents cannot be less than the greater of (i) $7.5 million or (ii) 12% of the consolidated total debt of Ultraco and its subsidiaries; (3) to maintain at all times a ratio of consolidated tangible net worth to consolidated total assets of not less than 0.35 to 1.00; (4) to maintain a consolidated interest coverage ratio beginning after the second anniversary of June 28, 2017, of not less than a range varying from 2.00 to 1.00 to 2.50 to 1.00; and (5) to maintain a ballast water treatment systems reserve of $4,550,000 , which may be released upon the satisfaction of certain conditions. In addition, the Ultraco Debt Facility also imposes operating restrictions on Ultraco and the Ultraco Guarantors, including limiting Ultraco’s and the Ultraco Guarantors’ ability to, among other things: pay dividends; incur additional indebtedness; create liens on assets; sell assets; dissolve or liquidate; merge or consolidate with another person; make investments; engage in transactions with affiliates; and allow certain changes of control to occur. As a result of the receipt of extensions from the United States Coast Guard (the "USCG") regarding compliance with a USCG approved ballast water treatment systems ("BWMS"), the funds held in the ballast water treatment system reserve account have been released for Ultraco's use in the third quarter of 2017. The Ultraco Debt Facility also includes customary events of default, including those relating to: a failure to pay principal or interest; a breach of covenant, representation or warranty; a cross-default to other indebtedness; the occurrence of certain bankruptcy and insolvency events; the occurrence of certain ERISA events; a judgment default; the cessation of business; the impossibility or unlawfulness of performance of the loan documents; the ineffectiveness of any material provision of any loan document; the occurrence of a material adverse effect; and the occurrence of certain swap terminations. Interest Rates For the three-month period ended September 30, 2017, interest rates on the First Lien Facility ranged from 5.23% to 5.30% including a margin over LIBOR applicable under the terms of the First Lien Facility and commitment fees of 40% of the margin on the undrawn portion of the First Lien Facility. The weighted average effective interest rate including the amortization of debt discount for this period was 6.47% . For the three-month period ended September 30, 2016, interest rates on the First Lien Facility ranged from 4.46% to 4.52% including a margin over LIBOR applicable under the terms of the First Lien Facility and commitment fees of 40% of the margin on the undrawn portion of the First Lien Facility. The weighted average effective interest rate including the amortization of debt discount for this period was 5.65% . For the nine -month period ended September 30, 2017 , interest rates on our outstanding debt under the First Lien Facility ranged from 4.77% to 5.30% , including a margin over LIBOR and commitment fees of 40% of the margin on the undrawn portion of the facility. The weighted average effective interest rate was 6.13% . For the nine-month period ended September 30, 2016, interest rates on the First Lien Facility ranged from 3.86% to 4.53% including a margin over LIBOR applicable under the terms of the First Lien Facility and commitment fees of 40% of the margin on the undrawn portion of the First Lien Facility. The weighted average effective interest rate including the amortization of debt discount for this period was 5.49% . For the three and nine-month periods ended September 30, 2017, interest rate on the Ultraco Debt Facility ranged from 4.19% to 4.25% including a margin over LIBOR applicable under the terms of the Ultraco Debt Facility which was entered into on June 28, 2017. The weighted average effective interest rate including the amortization of debt discount for this period was 4.55% . For the three and nine-month periods ended September 30, 2017 and 2016, the payment-in-kind interest rate on our Second Lien Facility was 15% including a margin over LIBOR. The weighted average effective interest rate on our Second Lien Facility including the amortization of debt discount for this period was 17.05% . The payment-in-kind interest is due January 19, 2020. Interest Expense consisted of: Three Months Ended Nine Months Ended September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 First Lien Facility/Exit Financing Facility $ 2,822,208 $ 2,482,080 $ 8,233,130 $ 7,279,603 Amortization of Debt issuance costs 1,656,197 2,292,545 4,558,145 3,092,193 Payment in kind interest on Second Lien Facility 2,772,652 2,659,531 7,749,872 4,782,863 Ultraco Debt Facility 585,942 — 599,599 — Total Interest Expense $ 7,836,999 $ 7,434,156 $ 21,140,746 $ 15,154,659 Interest paid amounted to $8,821,178 and $7,627,417 for the nine months ended September 30, 2017 and 2016 , respectively. Scheduled Debt Maturities The following table presents the scheduled maturities of principal amounts of our debt obligations, excluding the impact of any future vessel sales, for the next five years and in total thereafter. First Lien Facility Second Lien Facility Ultraco Debt Facility Total 2017 $ — $ — $ — $ — 2018 — — — — 2019 194,899,000 — 6,409,080 201,308,080 2020 — 75,077,715 6,409,080 81,486,795 2021 — — 6,409,080 6,409,080 Thereafter — — 41,972,760 41,972,760 $ 194,899,000 $ 75,077,715 $ 61,200,000 $ 331,176,715 |
Derivative Instruments and Fair
Derivative Instruments and Fair Value Measurements | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities and Fair Value Disclosure [Abstract] | |
Derivatives Instruments and Fair Value Measurements | Derivative Instruments and Fair Value Measurements Forward freight agreements and bunker swaps The Company trades in forward freight agreements (“FFAs”) and bunker swaps, with the objective of utilizing this market as economic hedging instruments that reduce the risk of specific vessels to changes in the freight market. The Company’s FFAs and bunker swaps have not qualified for hedge accounting treatment. As such, unrealized and realized losses are recognized as a component of other expense in the condensed consolidated statement of operations. The effect of non-designated derivative instruments on the condensed consolidated statements of operations is as follows: Derivatives not designated as hedging instruments Location of (gain)/loss recognized Amount of (gain)/loss For the For the September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 FFAs Other expense $ 862,224 $ 163,499 $ 73,509 $ 464,284 Bunker Swaps Other expense (214,767 ) — (211,715 ) — Total $ 647,457 $ 163,499 $ (138,206 ) $ 464,284 Derivatives not designated as hedging instruments Balance Sheet location Fair value of Derivatives September 30, 2017 December 31, 2016 FFAs Fair value of derivatives $ (281,266 ) $ — Bunker Swaps Other current assets 154,615 — Total $ (126,651 ) $ — Cash Collateral Disclosures The Company does not offset fair value amounts recognized for derivatives by the right to reclaim cash collateral or the obligation to return cash collateral. The amount of collateral to be posted is defined in the terms of respective master agreement executed with counterparties or exchanges and is required when agreed upon threshold limits are exceeded. As of September 30, 2017 and December 31, 2016 , the Company posted cash collateral related to derivative instruments under its collateral security arrangements of $1,154,331 and zero , respectively, which is recorded within other current assets in the condensed consolidated balance sheets. Fair Value Measurements The following methods and assumptions were used to estimate the fair value of each class of financial instrument: Cash, cash equivalents and restricted cash— the carrying amounts reported in the consolidated balance sheets for interest-bearing deposits approximate their fair value due to their short-term nature thereof. Debt —the carrying amounts of borrowings under our debt agreements, excluding the impact of debt discount and debt issuance costs, approximate their fair values, due to the variable interest rate thereof. The Company defines fair value, establishes a framework for measuring fair value and provides disclosures about fair value measurements. The fair value hierarchy for disclosure of fair value measurements is as follows: Level 1 – Quoted prices in active markets for identical assets or liabilities. Our Level 1 non-derivatives include cash, money-market accounts and restricted cash accounts. Level 2 – Quoted prices for similar assets and liabilities in active markets or inputs that are observable. Our Level 2 non-derivatives include our debt balances under the First Lien Facility, Second Lien Facility and Ultraco Debt Facility. Level 3 – Inputs that are unobservable (for example cash flow modeling inputs based on assumptions) Fair Value Carrying Value Level 1 Level 2 September 30, 2017 Assets Cash and cash equivalents (1) $ 64,398,085 $ 64,398,085 $ — Liabilities First Lien Facility 191,433,141 — 194,899,000 Second Lien Facility 62,540,745 — 75,077,715 Ultraco Debt Facility 59,784,675 — 61,200,000 Fair Value Carrying Value Level 1 Level 2 December 31, 2016 Assets Cash and cash equivalents (1) $ 76,591,027 $ 76,591,027 $ — Liabilities First Lien Facility 204,352,318 — 209,099,000 Second Lien Facility 51,591,226 — 67,327,843 (1) Includes non-current restricted cash aggregating $74,917 at September 30, 2017 and December 31, 2016. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings The Company is involved in legal proceedings and may become involved in other legal matters arising in the ordinary course of its business. The Company evaluates these legal matters on a case-by-case basis to make a determination as to the impact, if any, on its business, liquidity, results of operations, financial condition or cash flows. In November 2015, the Company filed a voluntary self-disclosure report with OFAC regarding certain apparent violations of U.S. sanctions regulations in the provision of shipping services for third party charterers with respect to the transportation of cargo to or from Myanmar (formerly Burma) (the “OFAC Disclosure”). At the time of such apparent violations, the Company had a different senior operational management team. Notwithstanding the fact that the apparent violations took place under a different senior operational management team and although the Company’s new Board of Directors and management have implemented robust remedial measures and significantly enhanced its compliance safeguards, there can be no assurance that OFAC will not conclude that these past actions warrant the imposition of civil penalties and/or referral for further investigation by the U.S. Department of Justice. The report was provided to OFAC for the agency’s review, consideration and determination regarding what action, if any, may be taken in resolution of this matter. The Company will continue to cooperate with the agency regarding this matter and cannot estimate when such review will be concluded. While the ultimate impact of these matters cannot be determined, there can be no assurance that the impact will not be material to the Company’s financial condition or results of operations Other Commitments On July 28, 2011, the Company entered into an agreement to charter in a 37,000 dwt newbuilding Japanese vessel that was delivered in October 2014 for seven years with an option for an additional one year . The hire rate for the first to seventh year is $13,500 per day and $13,750 per day for the eighth year option. On May 10, 2017, the Company signed an agreement to cancel this existing time charter contract. The Company agreed to pay a lump sum termination fee of $1.5 million relating to the cancellation. At the same time, the Company entered into an agreement with the same lessor, effective April 28, 2017 to charter in a 61,400 dwt, 2013 built Japanese vessel for approximately four years (having the same redelivery dates as the aforementioned cancelled charter) with options for two additional years. The hire rate for the first four years is $12,800 per day and the hire rate for the first optional year is $13,800 per day and $14,300 per day for the second optional year. |
Loss Per Common Share
Loss Per Common Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Loss Per Common Share | Loss Per Common Share The computation of basic net loss per share is based on the weighted average number of common shares outstanding for the three and nine -month periods ended September 30, 2017 and September 30, 2016 . Diluted net loss per share gives effect to stock awards, stock options and restricted stock units using the treasury stock method, unless the impact is anti-dilutive. Diluted net loss per share as of September 30, 2017 does not include 1,853,637 unvested stock awards, 1,565,906 stock options and 152,266 warrants, as their effect was anti-dilutive. Diluted net loss per share as of September 30, 2016 does not include 26,147 stock awards, 56,987 stock options and 152,266 warrants, as their effect was anti-dilutive. Three Months Ended Nine Months Ended September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Net loss $ (10,255,346 ) $ (19,359,044 ) $ (27,212,260 ) $ (81,133,287 ) Weighted Average Shares - Basic 70,329,252 29,607,639 68,782,517 11,318,249 Dilutive effect of stock options and restricted stock units — — — — Weighted Average Shares - Diluted 70,329,252 29,607,639 68,782,517 11,318,249 Basic loss per share * $ (0.15 ) $ (0.65 ) $ (0.40 ) $ (7.17 ) Diluted loss per share * $ (0.15 ) $ (0.65 ) $ (0.40 ) $ (7.17 ) * As disclosed in "Note.1- Basis of presentation and general information" to the condensed consolidated financial statements, weighted average shares and loss per share for the three and nine months ended September 30, 2016 have been restated. |
Stock Incentive Plans
Stock Incentive Plans | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Incentive Plans | Stock Incentive Plans On December 15, 2016, the Company’s shareholders approved the 2016 Equity Compensation Plan (the “2016 Plan”) and the Company registered 5,348,613 shares of common stock, which may be issued under the 2016 Plan. The 2016 Plan replaced the post-emergence Management Incentive Program (the “2014 Plan”) and no other awards will be granted under the 2014 Plan. Outstanding awards under the 2014 Plan will continue to be governed by the terms of the 2014 Plan until exercised, expired, otherwise terminated, or canceled. As of December 31, 2016, 24,644 shares of common stock were subject to outstanding awards under the 2014 Plan. Under the terms of the 2016 Plan, awards for up to a maximum of 3,000,000 shares may be granted under the 2016 Plan to any one employee of the Company and its subsidiaries during any one calendar year, and awards in the form of options and stock appreciation rights for up to a maximum of 3,000,000 shares may be granted under the 2016 Plan. The total number of shares of common stock with respect to which awards may be granted under the 2016 Plan to any non-employee director during any one calendar year shall not exceed 500,000 , subject to adjustment as provided in the 2016 Plan. Any director, officer, employee or consultant of the Company or any of its subsidiaries (including any prospective officer or employee) is eligible to be designated to participate in the 2016 Plan. On March 1, 2017, the Company granted 429,750 restricted shares and 337,000 options as a company wide grant to all employees. The fair value of the restricted shares at the date of grant was $2.3 million . Amortization of this charge, which is included in General and administrative expenses, for the three months and nine months ended September 30, 2017, was $0.3 million and $0.8 million , respectively. For the purposes of determining the stock-based compensation cost for the Company's stock option plan using the fair value method of ASC 718 "Compensation-Stock Compensation", the fair value of the options was estimated on the date of grant using the Black-Scholes option pricing model. The weighted average assumptions used included a risk free interest rate of 1.72% , an expected stock price volatility factor of 63.5% and a dividend rate of 0% . The aggregate fair value of these stock options awards on the date of grant was $0.9 million . Amortization of this charge, which is included in General and administrative expenses, for the three months and nine months ended September 30, 2017, was $0.1 million and $0.3 million , respectively. As of September 30, 2017 and December 31, 2016 , stock awards covering a total of 1,853,637 and 1,413,461 of the Company’s common shares, respectively, are outstanding under the 2014 Plan and 2016 Plan. The vesting terms range between one to three years from the grant date. The Company is amortizing to stock-based compensation expense included in general and administrative expenses the fair value of non-vested stock awards at the grant date. As of September 30, 2017 and December 31, 2016 , options covering 1,565,906 and 1,942,909 of the Company’s common shares, respectively, are outstanding with exercise prices ranging from $4.28 to $505.00 per share. The options vest and become exercisable in four equal installments beginning on the grant date. All options expire within seven years from the effective date. Stock-based compensation expense for all stock awards and options included in General and administrative expenses: For the For the For the For the Stock awards /Stock Option Plans $ 2,350,209 $ (734,996 ) $ 6,998,960 $ 933,550 The future compensation to be recognized for all the grants issued for the three-month period ending December 31, 2017 , and the years ending December 31, 2018 and 2019 will be $1,907,849 , $6,891,228 and $1,258,777 , respectively. |
Basis of Presentation and Gen17
Basis of Presentation and General Information (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Accounting | The accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”), and the rules and regulations of the SEC which apply to interim financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes normally included in consolidated financial statements prepared in conformity with U.S. GAAP. They should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s 2016 Annual Report on Form 10-K, filed with the SEC on March 31, 2017. |
New Accounting Pronouncements | We adopted the provisions of Accounting Standard Update (“ASU”) 2015-11 “Simplifying the Measurement of Inventory”, issued by the Financial Accounting Standards Board (“FASB”) as of January 1, 2017. Accordingly, we report our bunker inventory at lower of cost and net realizable value. There is no impact on the condensed consolidated financial statements because of the adoption of the new accounting standard. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under U.S. GAAP. The core principle is that a company should recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five-step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. The standard is effective for annual periods beginning after December 15, 2017, and interim periods therein, and shall be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. In May 2016, the FASB issued ASU No. 2016-12, Revenue from Contracts with Customers. This update provides further guidance on applying collectability criterion to assess whether the contract is valid and represents a substantive transaction on the basis whether a customer has the ability and intention to pay the promised consideration. The requirements of this standard include an increase in required disclosures. Management has assembled an internal project team and is currently analyzing contracts with our customers covering the significant streams of the Company's annual revenues under the provisions of the new standard as well as changes necessary to information technology systems, processes and internal controls to capture new data and address changes in financial reporting. Management will apply the modified retrospective transition method and will recognize the cumulative effect of adopting this standard as an adjustment to the opening balance of retained earnings as of January 1, 2018. Prior periods will not be retrospectively adjusted. The Company continues to make progress in its implementation and assessment of the new revenue standard. While the assessment is still ongoing, based on the progress made to date, the Company expects that the timing of recognition of revenue for certain ongoing charter contracts will be impacted as well as the timing of recognition of certain voyage related costs. The financial impact of adoption will depend on the number of spot voyages and time charter arrangements as well as their percentage of completion at January 1, 2018. The Company is also evaluating the presentation of revenue in its condensed consolidated statement of operations after the adoption of ASU 2014-09. In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU 2016-02"). ASU 2016-02 is intended to increase the transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. In order to meet that objective, the new standard requires recognition of the assets and liabilities that arise from leases. A lessee will be required to recognize on the balance sheet the assets and liabilities for leases with lease terms of more than 12 months. Accounting by lessors will remain largely unchanged from current U.S. GAAP. The requirements of this standard include an increase in required disclosures. The new standard is effective for public companies for fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. Lessees and lessors will be required to apply the new standard at the beginning of the earliest period presented in the financial statements in which they first apply the new guidance, using a modified retrospective transition method. The Company is currently evaluating the effect that adopting this standard will have on our financial statements and related disclosures. Management expects that the Company will recognize increases in reported amounts for vessel and other fixed assets and related lease liabilities upon adoption of the new standard. The impact to the Company’s financial statements will depend upon the amount of vessels the Company has chartered in, as well as the length and nature of such charters. Refer to “Note 7. Commitments and Contingencies” to the condensed consolidated financial statements for disclosure about the Company’s time charter and lease commitments as of September 30, 2017. |
Use of Estimates | The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The significant estimates and assumptions of the Company are useful lives of fixed assets, the period of amortization, asset impairment, and stock-based compensation. |
Vessels (Tables)
Vessels (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule Of Vessel And Vessel Improvements | Vessel and vessel improvements consist of the following: Vessels and Vessel Improvements, at December 31, 2016 $ 567,592,950 Advance paid for purchase of Singapore Eagle at December 31, 2016 1,926,886 Purchase of Vessels and Vessel Improvements 174,004,286 Sale of vessel (7,611,013 ) Transfer to Vessels held for sale (16,915,287 ) Vessel depreciation expense (21,284,378 ) Vessels and Vessel Improvements, at September 30, 2017 $ 697,713,444 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | September 30, 2017 December 31, 2016 First Lien Facility $ 194,899,000 $ 209,099,000 Debt issuance costs - First Lien (3,465,859 ) (4,746,682 ) First Lien Facility, net of debt issuance costs 191,433,141 204,352,318 Second Lien Facility 75,077,715 67,327,843 Debt discount and debt issuance costs - Second Lien Facility (12,536,970 ) (15,736,617 ) Second Lien Facility, net of debt issuance costs and debt discount 62,540,745 51,591,226 Ultraco Debt Facility 61,200,000 — Debt discount and debt issuance costs - Ultraco Debt Facility (1,415,325 ) — Ultraco Debt Facility, net of debt issuance costs and debt discount 59,784,675 — Total debt $ 313,758,561 $ 255,943,544 |
Schedule Of Interest Expense | Interest Expense consisted of: Three Months Ended Nine Months Ended September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 First Lien Facility/Exit Financing Facility $ 2,822,208 $ 2,482,080 $ 8,233,130 $ 7,279,603 Amortization of Debt issuance costs 1,656,197 2,292,545 4,558,145 3,092,193 Payment in kind interest on Second Lien Facility 2,772,652 2,659,531 7,749,872 4,782,863 Ultraco Debt Facility 585,942 — 599,599 — Total Interest Expense $ 7,836,999 $ 7,434,156 $ 21,140,746 $ 15,154,659 |
Schedule of Debt Maturities | The following table presents the scheduled maturities of principal amounts of our debt obligations, excluding the impact of any future vessel sales, for the next five years and in total thereafter. First Lien Facility Second Lien Facility Ultraco Debt Facility Total 2017 $ — $ — $ — $ — 2018 — — — — 2019 194,899,000 — 6,409,080 201,308,080 2020 — 75,077,715 6,409,080 81,486,795 2021 — — 6,409,080 6,409,080 Thereafter — — 41,972,760 41,972,760 $ 194,899,000 $ 75,077,715 $ 61,200,000 $ 331,176,715 |
Derivative Instruments and Fa20
Derivative Instruments and Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities and Fair Value Disclosure [Abstract] | |
Effect of Non-Designated Derivative Instruments on Statement of Operations | The effect of non-designated derivative instruments on the condensed consolidated statements of operations is as follows: Derivatives not designated as hedging instruments Location of (gain)/loss recognized Amount of (gain)/loss For the For the September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 FFAs Other expense $ 862,224 $ 163,499 $ 73,509 $ 464,284 Bunker Swaps Other expense (214,767 ) — (211,715 ) — Total $ 647,457 $ 163,499 $ (138,206 ) $ 464,284 Derivatives not designated as hedging instruments Balance Sheet location Fair value of Derivatives September 30, 2017 December 31, 2016 FFAs Fair value of derivatives $ (281,266 ) $ — Bunker Swaps Other current assets 154,615 — Total $ (126,651 ) $ — |
Schedule of Fair Value Measurements | Fair Value Carrying Value Level 1 Level 2 September 30, 2017 Assets Cash and cash equivalents (1) $ 64,398,085 $ 64,398,085 $ — Liabilities First Lien Facility 191,433,141 — 194,899,000 Second Lien Facility 62,540,745 — 75,077,715 Ultraco Debt Facility 59,784,675 — 61,200,000 Fair Value Carrying Value Level 1 Level 2 December 31, 2016 Assets Cash and cash equivalents (1) $ 76,591,027 $ 76,591,027 $ — Liabilities First Lien Facility 204,352,318 — 209,099,000 Second Lien Facility 51,591,226 — 67,327,843 (1) Includes non-current restricted cash aggregating $74,917 at September 30, 2017 and December 31, 2016. |
Loss Per Common Share (Tables)
Loss Per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Three Months Ended Nine Months Ended September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Net loss $ (10,255,346 ) $ (19,359,044 ) $ (27,212,260 ) $ (81,133,287 ) Weighted Average Shares - Basic 70,329,252 29,607,639 68,782,517 11,318,249 Dilutive effect of stock options and restricted stock units — — — — Weighted Average Shares - Diluted 70,329,252 29,607,639 68,782,517 11,318,249 Basic loss per share * $ (0.15 ) $ (0.65 ) $ (0.40 ) $ (7.17 ) Diluted loss per share * $ (0.15 ) $ (0.65 ) $ (0.40 ) $ (7.17 ) * As disclosed in "Note.1- Basis of presentation and general information" to the condensed consolidated financial statements, weighted average shares and loss per share for the three and nine months ended September 30, 2016 have been restated. |
Stock Incentive Plans (Tables)
Stock Incentive Plans (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Non-Cash Compensation Expense for Stock Awards and Options Included in G&A | Stock-based compensation expense for all stock awards and options included in General and administrative expenses: For the For the For the For the Stock awards /Stock Option Plans $ 2,350,209 $ (734,996 ) $ 6,998,960 $ 933,550 |
Basis of Presentation and Gen23
Basis of Presentation and General Information (Details) $ / shares in Units, $ in Millions | May 10, 2017USD ($)t$ / d | Apr. 28, 2017t$ / d | Oct. 31, 2014t | Sep. 30, 2017USD ($)vesselt$ / sharesshares | Sep. 30, 2016$ / sharesshares | Sep. 30, 2017USD ($)segmentvesselt$ / sharesshares | Sep. 30, 2016$ / sharesshares |
Property, Plant and Equipment [Line Items] | |||||||
Number of business segments | segment | 1 | ||||||
Vessels in operation | vessel | 48 | 48 | |||||
Dead weight tonnage of operating fleet | t | 2,737,100 | 2,737,100 | |||||
Average age of operating fleet (in years) | 8 years | ||||||
Weighted Average Shares - Basic (in shares) | shares | 70,329,252 | 29,607,639 | 68,782,517 | 11,318,249 | |||
Basic loss per share (in dollars per share) | $ 0.15 | $ 0.65 | $ 0.40 | $ 7.17 | |||
Diluted loss per share (in dollars per share) | $ 0.15 | $ 0.65 | $ 0.40 | $ 7.17 | |||
Japanese Vessel | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Dead weight tonnage of operating fleet | t | 37,000 | ||||||
Charters agreement term | 7 years | ||||||
Charters agreement term, extension option | 1 year | ||||||
Vessel agreement, termination fee | $ | $ 1.5 | $ 1.5 | $ 1.5 | ||||
2013 Built Japanese Vessel | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Dead weight tonnage of operating fleet | t | 61,400 | 61,400 | |||||
Charters agreement term | 4 years | 4 years | |||||
Charters agreement term, extension option | 2 years | 2 years | |||||
Vessel hiring rate (in dollars per day) | $ / d | 12,800 | ||||||
2013 Built Japanese Vessel | Fifth Year Option | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Vessel hiring rate (in dollars per day) | $ / d | 13,800 | ||||||
2013 Built Japanese Vessel | Sixth Year Option | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Vessel hiring rate (in dollars per day) | $ / d | 14,300 | ||||||
Supramax Vessels | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Vessels in operation | vessel | 37 | 37 | |||||
Ultramax Vessels | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Vessels in operation | vessel | 11 | 11 | |||||
Previously Reported | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Weighted Average Shares - Basic (in shares) | shares | 37,031,096 | 20,588,612 | |||||
Basic loss per share (in dollars per share) | $ 0.52 | $ 3.94 | |||||
Diluted loss per share (in dollars per share) | $ 0.52 | $ 3.94 |
Equity Offerings (Details)
Equity Offerings (Details) $ / shares in Units, shares in Millions | Jan. 20, 2017USD ($) | Dec. 13, 2016USD ($)vessel$ / sharesshares | Sep. 30, 2017USD ($)$ / shares | Sep. 30, 2016USD ($) | Dec. 31, 2016$ / shares |
Subsidiary, Sale of Stock [Line Items] | |||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||
Net proceeds from issuance of stock | $ | $ 96,030,003 | $ 85,700,535 | |||
December Private Placement | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Issuance of shares for private placement (in shares) | shares | 22.2 | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | ||||
Common Stock, purchase price (in dollars per share) | $ / shares | $ 4.50 | ||||
Gross proceeds from issuance of stock | $ | $ 100,000,000 | ||||
Net proceeds from issuance of stock | $ | $ 96,000,000 | ||||
Ultramax Vessels | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Number of vessels acquired | vessel | 2 |
Vessels - Additional Informatio
Vessels - Additional Information (Details) | Jul. 27, 2017USD ($) | Apr. 06, 2017USD ($) | Jan. 06, 2017USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($)vesselt | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)vesselt | Sep. 30, 2016USD ($) | Feb. 28, 2017USD ($)vessel | Nov. 14, 2016USD ($)t |
Property, Plant and Equipment [Line Items] | |||||||||||
Number of vessels | vessel | 48 | 48 | |||||||||
Dead weight tonnage of operating fleet | t | 2,737,100 | 2,737,100 | |||||||||
Proceeds from sale of vessels | $ 18,400,000 | $ 13,001,000 | |||||||||
Gain on sale of vessels | $ 202,487 | $ 299,350 | $ 2,100,386 | $ (101,860) | |||||||
SDARI-64 Ultramax Dry Bulk Vessel | |||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||
Dead weight tonnage of operating fleet | t | 64,000 | ||||||||||
Vessel purchase price | $ 17,900,000 | ||||||||||
Vessel Redwing | |||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||
Proceeds from sale of vessels | $ 5,800,000 | ||||||||||
Gain on disposition of property, plant and equipment | $ 100,000 | ||||||||||
Greenship Vessels | Eagle Bulk Ultraco LLC | |||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||
Number of vessels to be purchased | vessel | 9 | ||||||||||
Vessel aggregate purchase price | $ 153,000,000 | ||||||||||
Vessel purchase agreement, price per vessel | $ 17,000,000 | ||||||||||
Number of vessels delivered | vessel | 9 | ||||||||||
Vessel Sparrow | |||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||
Proceeds from sale of vessels | $ 4,800,000 | ||||||||||
Gain on sale of vessels | $ 1,800,000 | ||||||||||
Vessel Woodstar | |||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||
Proceeds from sale of vessels | $ 7,800,000 | ||||||||||
Gain on sale of vessels | $ 200,000 | ||||||||||
Vessel Wren | Forecast | |||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||
Proceeds from sale of vessels | $ 7,600,000 | ||||||||||
Gain on sale of vessels | $ 50,000 | ||||||||||
Vessel Avocet | Forecast | |||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||
Proceeds from sale of vessels | $ 9,600,000 | ||||||||||
Gain on sale of vessels | $ 300,000 |
Vessels - Vessel and Vessel Imp
Vessels - Vessel and Vessel Improvements (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Movement in Property, Plant and Equipment [Roll Forward] | ||
Vessels and vessel improvements, beginning balance | $ 567,592,950 | |
Vessels and vessel improvements, ending balance | 697,713,444 | $ 567,592,950 |
Vessels and Vessel Improvements | ||
Movement in Property, Plant and Equipment [Roll Forward] | ||
Vessels and vessel improvements, beginning balance | 567,592,950 | |
Advance paid for purchase of Singapore Eagle at December 31, 2016 | 1,926,886 | |
Purchase of Vessels and Vessel Improvements | 174,004,286 | |
Sale of vessel | (7,611,013) | |
Transfer to Vessels held for sale | (16,915,287) | |
Vessel depreciation expense | (21,284,378) | |
Vessels and vessel improvements, ending balance | $ 697,713,444 | $ 567,592,950 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Total debt | $ 313,758,561 | $ 255,943,544 |
First Lien Facility | ||
Debt Instrument [Line Items] | ||
Total debt | 191,433,141 | 204,352,318 |
Second Lien Facility | ||
Debt Instrument [Line Items] | ||
Total debt | 62,540,745 | 51,591,226 |
Ultraco Debt Facility | ||
Debt Instrument [Line Items] | ||
Total debt | 59,784,675 | 0 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt | 331,176,715 | |
Term Loan | First Lien Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 194,899,000 | 209,099,000 |
Debt issuance costs | (3,465,859) | (4,746,682) |
Long-term Debt | 191,433,141 | 204,352,318 |
Term Loan | Second Lien Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 75,077,715 | 67,327,843 |
Debt issuance costs | (12,536,970) | (15,736,617) |
Long-term Debt | 62,540,745 | 51,591,226 |
Term Loan | Ultraco Debt Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 61,200,000 | 0 |
Debt issuance costs | (1,415,325) | 0 |
Long-term Debt | $ 59,784,675 | $ 0 |
Debt - First Lien Facility (Det
Debt - First Lien Facility (Details) - USD ($) | Jul. 15, 2019 | Apr. 15, 2019 | Jan. 15, 2019 | Mar. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||||||||
Aggregate fee paid to agent and first lien lenders | $ 0 | $ 2,467,647 | ||||||
Repayments of loans | 9,200,000 | $ 21,276,000 | ||||||
Forbearance Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Repayments of lines of credit | $ 3,906,250 | |||||||
First Lien Lenders | First Lien Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Term loan, amount | 201,468,750 | |||||||
Aggregate fee paid to agent and first lien lenders | 600,000 | |||||||
Minimum liquidity threshold | 8,140,000 | |||||||
Minimum liquidity threshold per vessel (in dollars per vessel) | 185,000 | |||||||
Repayments of loans | 11,718,750 | $ 5,651,000 | ||||||
Maximum annual periodic payment | 15,625,000 | |||||||
Periodic payment amount | $ 3,906,250 | |||||||
First Lien Lenders | First Lien Facility | Forecast | ||||||||
Debt Instrument [Line Items] | ||||||||
Periodic payment amount | $ 3,600,513 | $ 3,600,513 | $ 3,600,513 | |||||
First Lien Lenders | First Lien Facility | Third and fourth quarters of 2017 | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate market value minimum threshold | 100.00% | |||||||
First Lien Lenders | First Lien Facility | 2018 | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate market value minimum threshold | 110.00% | |||||||
First Lien Lenders | First Lien Facility | 2019 | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate market value minimum threshold | 120.00% | |||||||
First Lien Lenders | First Lien Facility | Through December 31, 2018 | ||||||||
Debt Instrument [Line Items] | ||||||||
Percentage amount of excess cash flow from preceding period | 75.00% | |||||||
First Lien Lenders | First Lien Facility | Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving credit facility amount | $ 50,000,000 | |||||||
Amount undrawn on revolving credit facility | 10,000,000 | |||||||
Total availability in the revolving credit facility | $ 30,000,000 | $ 30,000,000 | ||||||
Repayments of lines of credit | $ 30,158,500 | $ 5,000,000 |
Debt - Second Lien Facility (De
Debt - Second Lien Facility (Details) - USD ($) | Mar. 30, 2016 | Sep. 30, 2017 |
Second Lien Lenders | Second Lien Facility | ||
Debt Instrument [Line Items] | ||
Term loan, amount | $ 60,000,000 | |
Minimum liquidity threshold | 6,512,000 | |
Minimum liquidity threshold per vessel (in dollars per vessel) | $ 148,000 | |
Second Lien Lenders | Second Lien Facility | Third and fourth quarters of 2017 | ||
Debt Instrument [Line Items] | ||
Aggregate market value minimum threshold | 100.00% | |
Second Lien Lenders | Second Lien Facility | 2018 | ||
Debt Instrument [Line Items] | ||
Aggregate market value minimum threshold | 110.00% | |
Second Lien Lenders | Second Lien Facility | 2019 | ||
Debt Instrument [Line Items] | ||
Aggregate market value minimum threshold | 120.00% | |
Second Lien Lenders | Second Lien Facility | LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 14.00% | |
LIBOR rate floor | 1.00% | |
Second Lien Lenders | Second Lien Facility | Base Rate | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 13.00% | |
First Lien Lenders | First Lien Facility | ||
Debt Instrument [Line Items] | ||
Term loan, amount | $ 201,468,750 | |
Minimum liquidity threshold | 8,140,000 | |
Minimum liquidity threshold per vessel (in dollars per vessel) | $ 185,000 | |
First Lien Lenders | First Lien Facility | Third and fourth quarters of 2017 | ||
Debt Instrument [Line Items] | ||
Aggregate market value minimum threshold | 100.00% | |
First Lien Lenders | First Lien Facility | 2018 | ||
Debt Instrument [Line Items] | ||
Aggregate market value minimum threshold | 110.00% | |
First Lien Lenders | First Lien Facility | 2019 | ||
Debt Instrument [Line Items] | ||
Aggregate market value minimum threshold | 120.00% | |
First Lien Lenders | First Lien Facility | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Repayments of lines of credit | $ 30,158,500 | $ 5,000,000 |
Debt - Ultraco Debt Facility (D
Debt - Ultraco Debt Facility (Details) - Ultraco Debt Facility | Jun. 28, 2017USD ($)vessel | Feb. 28, 2017 | Mar. 31, 2019USD ($) | Sep. 30, 2017USD ($)vessel | Sep. 30, 2016USD ($) |
Debt Instrument [Line Items] | |||||
Proceeds from Ultraco Debt Facility | $ 61,200,000 | $ 0 | |||
Ultraco Lenders | |||||
Debt Instrument [Line Items] | |||||
Proceeds from Ultraco Debt Facility | $ 61,200,000 | ||||
Eagle Bulk Ultraco LLC | Ultraco Lenders | |||||
Debt Instrument [Line Items] | |||||
Secured term loan aggregate principal maximum amount | $ 61,200,000 | ||||
Maximum percentage borrowing capacity of vessels to be acquired | 40.00% | ||||
Number of vessels to be purchased | vessel | 9 | 9 | |||
Ultraco debt facility maturity, in years | 5 years | ||||
Ultraco additional borrowing capacity | $ 38,800,000 | ||||
Ultraco maximum percentage borrowing capacity of additional vessels to be financed | 40.00% | ||||
Aggregate market value minimum threshold | 150.00% | ||||
Ultraco facility liquidity reserve | $ 600,000 | ||||
Ultraco facility debt service reserve | 600,000 | ||||
Minimum liquidity threshold | $ 7,500,000 | ||||
Percentage of consolidated total debt minimum threshold | 12.00% | ||||
Minimum ratio of consolidated tangible assets to consolidated total assets covenant | 0.35 | ||||
Ballast water treatment system reserve | $ 4,550,000 | ||||
Eagle Bulk Ultraco LLC | Ultraco Lenders | Minimum | |||||
Debt Instrument [Line Items] | |||||
Interest coverage ratio | 2 | ||||
Eagle Bulk Ultraco LLC | Ultraco Lenders | Maximum | |||||
Debt Instrument [Line Items] | |||||
Interest coverage ratio | 2.5 | ||||
Eagle Bulk Ultraco LLC | Ultraco Lenders | Forecast | |||||
Debt Instrument [Line Items] | |||||
Ultraco periodic principal repayments | $ 1,602,270 | ||||
Eagle Bulk Ultraco LLC | Ultraco Lenders | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.95% |
Debt - Interest Rates (Details)
Debt - Interest Rates (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Debt Instrument [Line Items] | ||||
Commitment fee percentage | 40.00% | 40.00% | 40.00% | 40.00% |
First Lien Facility | Minimum | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 5.23% | 4.46% | 4.77% | 3.86% |
First Lien Facility | Maximum | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 5.30% | 4.52% | 5.30% | 4.53% |
First Lien Facility | Weighted Average | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 6.47% | 5.65% | 6.13% | 5.49% |
Ultraco Debt Facility | Minimum | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 4.19% | 4.19% | ||
Ultraco Debt Facility | Maximum | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 4.25% | 4.25% | ||
Ultraco Debt Facility | Weighted Average | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 4.55% | 4.55% | ||
Second Lien Facility | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 15.00% | 15.00% | 15.00% | 15.00% |
Second Lien Facility | Weighted Average | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 17.05% | 17.05% | 17.05% | 17.05% |
Debt - Schedule of Interest Exp
Debt - Schedule of Interest Expense (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Debt Instrument [Line Items] | ||||
First Lien Facility/Exit Financing Facility | $ 2,822,208 | $ 2,482,080 | $ 8,233,130 | $ 7,279,603 |
Amortization of debt issuance costs | 4,558,145 | 3,092,193 | ||
Payment-in-kind interest on debt | 7,749,872 | 4,782,863 | ||
Total Interest Expense | 7,836,999 | 7,434,156 | 21,140,746 | 15,154,659 |
Cash paid during the year for interest | 8,821,178 | 7,627,417 | ||
Ultraco Debt Facility | ||||
Debt Instrument [Line Items] | ||||
Ultraco Debt Facility | 585,942 | 0 | 599,599 | 0 |
Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Amortization of debt issuance costs | 1,656,197 | 2,292,545 | 4,558,145 | 3,092,193 |
Payment-in-kind interest on debt | $ 2,772,652 | $ 2,659,531 | $ 7,749,872 | $ 4,782,863 |
Debt - Schedule of Maturities o
Debt - Schedule of Maturities of Principal Amounts of Debt Obligations (Details) - Term Loan - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
2,017 | $ 0 | |
2,018 | 0 | |
2,019 | 201,308,080 | |
2,020 | 81,486,795 | |
2,021 | 6,409,080 | |
Thereafter | 41,972,760 | |
Long-term debt | 331,176,715 | |
First Lien Facility | ||
Debt Instrument [Line Items] | ||
2,017 | 0 | |
2,018 | 0 | |
2,019 | 194,899,000 | |
2,020 | 0 | |
2,021 | 0 | |
Thereafter | 0 | |
Long-term debt | 194,899,000 | $ 209,099,000 |
Second Lien Facility | ||
Debt Instrument [Line Items] | ||
2,017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 75,077,715 | |
2,021 | 0 | |
Thereafter | 0 | |
Long-term debt | 75,077,715 | 67,327,843 |
Ultraco Debt Facility | ||
Debt Instrument [Line Items] | ||
2,017 | 0 | |
2,018 | 0 | |
2,019 | 6,409,080 | |
2,020 | 6,409,080 | |
2,021 | 6,409,080 | |
Thereafter | 41,972,760 | |
Long-term debt | $ 61,200,000 | $ 0 |
Derivative Instruments and Fa34
Derivative Instruments and Fair Value Measurements - Derivative Instruments Not Designated As Hedging Instruments (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivatives not designated as hedging instruments, location of (gain)/loss recognized | $ 647,457 | $ 163,499 | $ (138,206) | $ 464,284 | |
Not Designated as Hedging Instrument | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivatives not designated as hedging instruments, balance sheet location, total | (126,651) | (126,651) | $ 0 | ||
Forward Freight Agreements | Other Current Assets | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Collateral related to derivative instruments under collateral security arrangements | 1,154,331 | 1,154,331 | 0 | ||
Forward Freight Agreements | Not Designated as Hedging Instrument | Fair Value of Derivatives | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivatives not designated as hedging instruments, balance sheet location, fair value of derivatives | (281,266) | (281,266) | 0 | ||
Forward Freight Agreements | Other Expense | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivatives not designated as hedging instruments, location of (gain)/loss recognized | 862,224 | 163,499 | 73,509 | 464,284 | |
Bunker Swaps | Not Designated as Hedging Instrument | Other Current Assets | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivatives not designated as hedging instruments, balance sheet location, other current assets | 154,615 | 154,615 | $ 0 | ||
Bunker Swaps | Other Expense | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivatives not designated as hedging instruments, location of (gain)/loss recognized | $ (214,767) | $ 0 | $ (211,715) | $ 0 |
Derivative Instruments and Fa35
Derivative Instruments and Fair Value Measurements - Schedule of Fair Value Measurements (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Liabilities | ||
Non-current restricted cash | $ 74,917 | $ 74,917 |
Recurring | ||
Assets | ||
Cash and cash equivalents | 64,398,085 | 76,591,027 |
Recurring | Level 1 | ||
Assets | ||
Cash and cash equivalents | 64,398,085 | 76,591,027 |
Recurring | Level 2 | ||
Assets | ||
Cash and cash equivalents | 0 | 0 |
First Lien Facility | Recurring | ||
Liabilities | ||
Debt instrument | 191,433,141 | 204,352,318 |
First Lien Facility | Recurring | Level 1 | ||
Liabilities | ||
Debt instrument | 0 | 0 |
First Lien Facility | Recurring | Level 2 | ||
Liabilities | ||
Debt instrument | 194,899,000 | 209,099,000 |
Second Lien Facility | Recurring | ||
Liabilities | ||
Debt instrument | 62,540,745 | 51,591,226 |
Second Lien Facility | Recurring | Level 1 | ||
Liabilities | ||
Debt instrument | 0 | 0 |
Second Lien Facility | Recurring | Level 2 | ||
Liabilities | ||
Debt instrument | 75,077,715 | $ 67,327,843 |
Ultraco Debt Facility | Recurring | ||
Liabilities | ||
Debt instrument | 59,784,675 | |
Ultraco Debt Facility | Recurring | Level 1 | ||
Liabilities | ||
Debt instrument | 0 | |
Ultraco Debt Facility | Recurring | Level 2 | ||
Liabilities | ||
Debt instrument | $ 61,200,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | May 10, 2017USD ($)t$ / d | Apr. 28, 2017t$ / d | Oct. 31, 2014t$ / d | Sep. 30, 2017USD ($)t |
Property, Plant and Equipment [Line Items] | ||||
Dead weight tonnage of operating fleet | t | 2,737,100 | |||
Japanese Vessel | ||||
Property, Plant and Equipment [Line Items] | ||||
Dead weight tonnage of operating fleet | t | 37,000 | |||
Charters agreement term | 7 years | |||
Charters agreement term, extension option | 1 year | |||
Vessel agreement, termination fee | $ | $ 1.5 | $ 1.5 | ||
Japanese Vessel | First Seven Years | ||||
Property, Plant and Equipment [Line Items] | ||||
Vessel hiring rate (in dollars per day) | 13,500 | |||
Japanese Vessel | Eighth Year Option | ||||
Property, Plant and Equipment [Line Items] | ||||
Vessel hiring rate (in dollars per day) | 13,750 | |||
2013 Built Japanese Vessel | ||||
Property, Plant and Equipment [Line Items] | ||||
Dead weight tonnage of operating fleet | t | 61,400 | 61,400 | ||
Charters agreement term | 4 years | 4 years | ||
Charters agreement term, extension option | 2 years | 2 years | ||
Vessel hiring rate (in dollars per day) | 12,800 | |||
2013 Built Japanese Vessel | First Four Years | ||||
Property, Plant and Equipment [Line Items] | ||||
Vessel hiring rate (in dollars per day) | 12,800 | |||
2013 Built Japanese Vessel | First Optional Year | ||||
Property, Plant and Equipment [Line Items] | ||||
Vessel hiring rate (in dollars per day) | 13,800 | |||
2013 Built Japanese Vessel | Second Optional Year | ||||
Property, Plant and Equipment [Line Items] | ||||
Vessel hiring rate (in dollars per day) | 14,300 |
Loss Per Common Share - Additio
Loss Per Common Share - Additional Information (Details) - shares | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Stock Compensation Plan | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from earnings per share computation (in shares) | 1,853,637 | 26,147 |
Employee Stock Option | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from earnings per share computation (in shares) | 1,565,906 | 56,987 |
Warrant | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from earnings per share computation (in shares) | 152,266 | 152,266 |
Loss Per Common Share - Loss Pe
Loss Per Common Share - Loss Per Share, Basic and Diluted (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Net loss | $ (10,255,346) | $ (19,359,044) | $ (27,212,260) | $ (81,133,287) |
Weighted Average Shares - Basic (in shares) | 70,329,252 | 29,607,639 | 68,782,517 | 11,318,249 |
Dilutive effect of stock options and restricted stock units (in shares) | 0 | 0 | 0 | 0 |
Weighted Average Shares - Diluted (in shares) | 70,329,252 | 29,607,639 | 68,782,517 | 11,318,249 |
Basic loss per share (in dollars per share) | $ (0.15) | $ (0.65) | $ (0.40) | $ (7.17) |
Diluted loss per share (in dollars per share) | $ (0.15) | $ (0.65) | $ (0.40) | $ (7.17) |
Stock Incentive Plans - Additio
Stock Incentive Plans - Additional Information (Details) - USD ($) | Mar. 01, 2017 | Dec. 15, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of outstanding options (in shares) | 1,565,906 | 1,565,906 | 1,942,909 | ||||||
Outstanding options exercise price, lower range limit (in dollars per share) | $ 4.28 | $ 4.28 | |||||||
Outstanding options exercise price, upper range limit (in dollars per share) | $ 505 | $ 505 | |||||||
Remaining years for options to vest and become exercisable | 4 years | 4 years | |||||||
Remaining years until options expire | 7 years | 7 years | |||||||
Forecast | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Future compensation to be recognized | $ 1,907,849 | $ 1,258,777 | $ 6,891,228 | ||||||
Equity Compensation Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Equity compensation plan, shares authorized (in shares) | 5,348,613 | ||||||||
Maximum number of shares can be granted per employee in one year (in shares) | 3,000,000 | ||||||||
Maximum number of options and stock appreciation rights can be granted per employee in one year (in shares) | 3,000,000 | ||||||||
Maximum number of shares can be granted to non-employee director in one year (in shares) | 500,000 | ||||||||
Stock options granted (in shares) | 337,000 | ||||||||
Equity Compensation Plan | Restricted Stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Restricted shares granted (in shares) | 429,750 | ||||||||
Fair value, restricted shares, at grant date | $ 2,300,000 | ||||||||
Future compensation to be recognized | $ 300,000 | $ 800,000 | |||||||
Equity Compensation Plan | Employee Stock Option | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Fair value, restricted shares, at grant date | $ 900,000 | ||||||||
Future compensation to be recognized | $ 100,000 | $ 300,000 | |||||||
Risk free interest rate | 1.72% | ||||||||
Stock price volatility factor | 63.50% | ||||||||
Dividend rate | 0.00% | ||||||||
Management Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Common stock subject to outstanding awards (in shares) | 24,644 | ||||||||
Management Incentive Plan and Equity Compensation Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock awards outstanding (in shares) | 1,853,637 | 1,853,637 | 1,413,461 | ||||||
Management Incentive Plan and Equity Compensation Plan | Minimum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 1 year | ||||||||
Management Incentive Plan and Equity Compensation Plan | Maximum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 3 years |
Stock Incentive Plans - Non-cas
Stock Incentive Plans - Non-cash Compensation Expenses (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Management Incentive Plan | Stock Awards and Stock Option Plans | General and Administrative Expense | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Non-cash compensation expense | $ 2,350,209 | $ (734,996) | $ 6,998,960 | $ 933,550 |