Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Sep. 30, 2017 | Nov. 01, 2017 | |
Document and Entity Information | ||
Entity Registrant Name | DORIAN LPG LTD. | |
Entity Central Index Key | 1,596,993 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 55,115,380 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2017 | Mar. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 50,844,921 | $ 17,018,552 |
Trade receivables, net and accrued revenues | 206,942 | 11,030 |
Prepaid expenses and other receivables | 2,021,132 | 1,903,804 |
Due from related parties | 26,802,209 | 42,457,000 |
Inventories | 2,542,490 | 2,580,742 |
Total current assets | 82,417,694 | 63,971,128 |
Fixed assets | ||
Vessels, net | 1,571,311,420 | 1,603,469,247 |
Other fixed assets, net | 269,863 | 317,348 |
Total fixed assets | 1,571,581,283 | 1,603,786,595 |
Other non-current assets | ||
Deferred charges, net | 1,875,174 | 1,884,174 |
Derivative instruments | 4,224,541 | 5,843,368 |
Due from related parties—non-current | 19,800,000 | 19,800,000 |
Restricted cash | 18,081,836 | 50,874,146 |
Other non-current assets | 81,616 | 75,469 |
Total assets | 1,698,062,144 | 1,746,234,880 |
Current liabilities | ||
Trade accounts payable | 5,922,308 | 7,075,622 |
Accrued expenses | 5,466,683 | 5,386,397 |
Due to related parties | 823,486 | 11,162 |
Deferred income | 7,387,890 | 7,313,048 |
Current portion of long-term debt | 126,286,358 | 65,978,785 |
Total current liabilities | 145,886,725 | 85,765,014 |
Long-term liabilities | ||
Long-term debt—net of current portion and deferred financing fees | 592,497,785 | 683,985,463 |
Derivative instruments | 99,204 | |
Other long-term liabilities | 566,932 | 482,685 |
Total long-term liabilities | 593,163,921 | 684,468,148 |
Total liabilities | 739,050,646 | 770,233,162 |
Commitments and contingencies | ||
Shareholders' equity | ||
Preferred stock, $0.01 par value, 50,000,000 shares authorized, none issued nor outstanding | ||
Common stock, $0.01 par value, 450,000,000 shares authorized, 58,620,727 and 58,342,201 shares issued, 55,115,380 and 54,974,526 shares outstanding (net of treasury stock), as of September 30, 2017 and March 31, 2017, respectively | 586,207 | 583,422 |
Additional paid-in-capital | 855,671,376 | 852,974,373 |
Treasury stock, at cost; 3,505,347 and 3,367,675 shares as of September 30, 2017 and March 31, 2017, respectively | (34,982,171) | (33,897,269) |
Retained earnings | 137,736,086 | 156,341,192 |
Total shareholders' equity | 959,011,498 | 976,001,718 |
Total liabilities and shareholders' equity | $ 1,698,062,144 | $ 1,746,234,880 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2017 | Mar. 31, 2017 |
Condensed Consolidated Balance Sheets | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 450,000,000 | 450,000,000 |
Common stock, shares issued | 58,620,727 | 58,342,201 |
Common stock, shares outstanding | 55,115,380 | 54,974,526 |
Treasury stock, shares at cost | 3,505,347 | 3,367,675 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues. | ||||
Net pool revenues—related party | $ 20,468,380 | $ 20,837,311 | $ 48,943,739 | $ 58,496,696 |
Time charter revenues | 12,507,394 | 12,465,684 | 25,072,049 | 24,998,035 |
Voyage charter revenues | 1,733,247 | 1,733,247 | ||
Other revenues, net | 20,000 | 308,238 | 5,458 | 632,278 |
Total revenues | 34,729,021 | 33,611,233 | 75,754,493 | 84,127,009 |
Expenses | ||||
Voyage expenses | 1,275,521 | 466,218 | 1,514,966 | 1,222,022 |
Vessel operating expenses | 15,740,438 | 16,339,345 | 32,625,727 | 32,434,897 |
Depreciation and amortization | 16,464,707 | 16,365,517 | 32,757,865 | 32,558,262 |
General and administrative expenses | 5,421,145 | 5,203,915 | 13,956,054 | 10,815,225 |
Total expenses | 38,901,811 | 38,374,995 | 80,854,612 | 77,030,406 |
Other income—related parties | 638,070 | 552,922 | 1,271,953 | 1,105,823 |
Operating income/(loss) | (3,534,720) | (4,210,840) | (3,828,166) | 8,202,426 |
Other income/(expenses) | ||||
Interest and finance costs | (8,602,430) | (7,160,119) | (16,080,164) | (14,198,328) |
Interest income | 28,226 | 30,317 | 44,042 | 53,495 |
Unrealized gain/(loss) on derivatives | 652,160 | 6,528,203 | (1,718,031) | 2,158,344 |
Realized loss on derivatives | (435,920) | (2,333,915) | (1,048,783) | (4,590,703) |
Gain on early extinguishment of debt | 4,117,364 | |||
Foreign currency (gain)/loss, net | (22,452) | 766 | (91,368) | (61,943) |
Total other income/(expenses), net | (8,380,416) | (2,934,748) | (14,776,940) | (16,639,135) |
Net loss | $ (11,915,136) | $ (7,145,588) | $ (18,605,106) | $ (8,436,709) |
Loss per common share – basic (in dollars per share) | $ (0.22) | $ (0.13) | $ (0.34) | $ (0.16) |
Loss per common share – diluted (in dollars per share) | $ (0.22) | $ (0.13) | $ (0.34) | $ (0.16) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Shareholders' Equity - USD ($) | Common stock | Treasury stock | Additional paid-in capital | Retained earnings/(Accumulated deficit) | Total |
Balance at Mar. 31, 2016 | $ 580,575 | $ (20,943,816) | $ 848,179,471 | $ 157,783,007 | $ 985,599,237 |
Balance (in shares) at Mar. 31, 2016 | 58,057,493 | ||||
Increase (Decrease) in Shareholders' Equity | |||||
Net loss | (8,436,709) | (8,436,709) | |||
Restricted share award issuances | $ 2,671 | (2,671) | |||
Restricted share award issuances (in shares) | 267,080 | ||||
Stock-based compensation | 2,489,642 | 2,489,642 | |||
Purchase of treasury stock | (12,853,465) | (12,853,465) | |||
Balance at Sep. 30, 2016 | $ 583,246 | (33,797,281) | 850,666,442 | 149,346,298 | 966,798,705 |
Balance (in shares) at Sep. 30, 2016 | 58,324,573 | ||||
Balance at Mar. 31, 2017 | $ 583,422 | (33,897,269) | 852,974,373 | 156,341,192 | 976,001,718 |
Balance (in shares) at Mar. 31, 2017 | 58,342,201 | ||||
Increase (Decrease) in Shareholders' Equity | |||||
Net loss | (18,605,106) | (18,605,106) | |||
Restricted share award issuances | $ 2,785 | (2,785) | |||
Restricted share award issuances (in shares) | 278,526 | ||||
Stock-based compensation | 2,699,788 | 2,699,788 | |||
Purchase of treasury stock | (1,084,902) | (1,084,902) | |||
Balance at Sep. 30, 2017 | $ 586,207 | $ (34,982,171) | $ 855,671,376 | $ 137,736,086 | $ 959,011,498 |
Balance (in shares) at Sep. 30, 2017 | 58,620,727 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) | 6 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (18,605,106) | $ (8,436,709) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 32,757,865 | 32,558,262 |
Amortization of financing costs | 2,898,375 | 1,893,141 |
Unrealized (gain)/loss on derivatives | 1,718,031 | (2,158,344) |
Stock-based compensation expense | 2,699,788 | 2,077,804 |
Gain on early extinguishment of debt | (4,117,364) | |
Unrealized foreign currency (gain)/loss, net | (201,649) | 3,557 |
Other non-cash items | 31,920 | 237,005 |
Changes in operating assets and liabilities | ||
Trade receivables, net and accrued revenue | (195,912) | 81,737 |
Prepaid expenses and other receivables | (117,328) | (300,917) |
Due from related parties | 15,654,791 | 20,993,789 |
Inventories | 38,252 | 217,435 |
Other non-current assets | (6,147) | (13) |
Trade accounts payable | (1,011,069) | (1,075,286) |
Accrued expenses and other liabilities | 384,106 | (1,166,187) |
Due to related parties | 812,324 | (175,422) |
Payments for drydocking costs | (419,958) | |
Net cash provided by operating activities | 32,320,919 | 44,749,852 |
Cash flows from investing activities: | ||
Capital expenditures | (297,534) | (1,351,731) |
Restricted cash deposits | (7,690) | |
Restricted cash released | 32,800,000 | |
Payments to acquire other fixed assets | (88,447) | (3,095) |
Net cash provided by (used in) investing activities | 32,406,329 | (1,354,826) |
Cash flows from financing activities: | ||
Proceeds from long-term debt borrowings | 97,000,000 | |
Repayment of long-term debt borrowings | (124,121,733) | (33,276,251) |
Purchase of treasury stock | (1,084,902) | (12,853,465) |
Financing costs paid | (2,832,856) | (99,785) |
Payments relating to issuance costs | (10,710) | |
Net cash used in financing activities | (31,050,201) | (46,229,501) |
Effects of exchange rates on cash and cash equivalents | 149,322 | 4,413 |
Net increase/(decrease) in cash and cash equivalents | 33,826,369 | (2,830,062) |
Cash and cash equivalents at the beginning of the period | 17,018,552 | 46,411,962 |
Cash and cash equivalents at the end of the period | $ 50,844,921 | $ 43,581,900 |
Basis of Presentation and Gener
Basis of Presentation and General Information | 6 Months Ended |
Sep. 30, 2017 | |
Basis of Presentation and General Information | |
Basis of Presentation and General Information | Dorian LPG Ltd. Notes to Unaudited Condensed Consolidated Financial Statement (Expressed in United States Dollars) 1. Basis of Presentation and General Information Dorian LPG Ltd. (“Dorian”) was incorporated on July 1, 2013 under the laws of the Republic of the Marshall Islands, is headquartered in the United States and is engaged in the transportation of liquefied petroleum gas ("LPG") worldwide. Specifically, Dorian and its subsidiaries (together "we", "us", "our", or the "Company") are focused on owning and operating very large gas carriers ("VLGCs"), each with a cargo carrying capacity of greater than 80,000 cbm, in the LPG shipping industry. Our fleet currently consists of twenty-two VLGCs, including nineteen fuel-efficient 84,000 cbm ECO-design VLGCs (“ECO VLGCs”) and three 82,000 cbm VLGCs. On April 1, 2015, Dorian and Phoenix Tankers Pte. Ltd. (“Phoenix”) began operations of Helios LPG Pool LLC (the “Helios Pool”), which entered into pool participation agreements for the purpose of establishing and operating, as charterer, under variable rate time charters to be entered into with owners or disponent owners of VLGCs, a commercial pool of VLGCs whereby revenues and expenses are shared. Refer to Note 4 below for further description of the Helios Pool. The accompanying unaudited interim condensed consolidated financial statements and related notes have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") for interim financial information and related Securities and Exchange Commission (“SEC”) rules for interim financial reporting. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, all adjustments, consisting of normal recurring items, necessary for a fair presentation of financial position, operating results and cash flows have been included in the accompanying unaudited interim condensed consolidated financial statements and related notes. The accompanying unaudited interim condensed consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements and related notes for the year ended March 31, 2017 included in our Annual Report on Form 10-K filed with the SEC on June 14, 2017. Our interim results are subject to seasonal and other fluctuations, and the operating results for any quarter are therefore not necessarily indicative of results that may be otherwise expected for the entire year. Our subsidiaries as of September 30, 2017, which are all wholly-owned and are incorporated in Republic of the Marshall Islands (unless otherwise noted), are listed below. Vessel Owning Subsidiaries Type of Subsidiary vessel Vessel’s name Built CBM (1) CMNL LPG Transport LLC VLGC Captain Markos NL 2006 82,000 CJNP LPG Transport LLC VLGC Captain John NP 2007 82,000 CNML LPG Transport LLC VLGC Captain Nicholas ML 2008 82,000 Comet LPG Transport LLC VLGC Comet 2014 84,000 Corsair LPG Transport LLC VLGC Corsair 2014 84,000 Corvette LPG Transport LLC VLGC Corvette 2015 84,000 Dorian Shanghai LPG Transport LLC VLGC Cougar 2015 84,000 Concorde LPG Transport LLC VLGC Concorde 2015 84,000 Dorian Houston LPG Transport LLC VLGC Cobra 2015 84,000 Dorian Sao Paulo LPG Transport LLC VLGC Continental 2015 84,000 Dorian Ulsan LPG Transport LLC VLGC Constitution 2015 84,000 Dorian Amsterdam LPG Transport LLC VLGC Commodore 2015 84,000 Dorian Dubai LPG Transport LLC VLGC Cresques 2015 84,000 Constellation LPG Transport LLC VLGC Constellation 2015 84,000 Dorian Monaco LPG Transport LLC VLGC Cheyenne 2015 84,000 Dorian Barcelona LPG Transport LLC VLGC Clermont 2015 84,000 Dorian Geneva LPG Transport LLC VLGC Cratis 2015 84,000 Dorian Cape Town LPG Transport LLC VLGC Chaparral 2015 84,000 Dorian Tokyo LPG Transport LLC VLGC Copernicus 2015 84,000 Commander LPG Transport LLC VLGC Commander 2015 84,000 Dorian Explorer LPG Transport LLC VLGC Challenger 2015 84,000 Dorian Exporter LPG Transport LLC VLGC Caravelle 2016 84,000 Management Subsidiaries Subsidiary Dorian LPG Management Corp. Dorian LPG (USA) LLC (incorporated in USA) Dorian LPG (UK) Ltd. (incorporated in UK) Dorian LPG Finance LLC Occident River Trading Limited (incorporated in UK) Dormant Subsidiaries Subsidiary SeaCor LPG I LLC SeaCor LPG II LLC Capricorn LPG Transport LLC Constitution LPG Transport LLC Grendon Tanker LLC (1) CBM: Cubic meters, a standard measure for LPG tanker capacity |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Sep. 30, 2017 | |
Significant Accounting Policies | |
Significant Accounting Policies | 2. Significant Accounting Policies The same accounting policies have been followed in these unaudited interim condensed consolidated financial statements as were applied in the preparation of our audited financial statements for the year ended March 31, 2017 (refer to Note 2 to our consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2017). In November 2016, the Financial Accounting Standards Board (the “FASB”) issued accounting guidance to require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. The pronouncement is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The implementation of this guidance is anticipated to result in restricted cash transfers not reported as cash flow activities in the consolidated statements of cash flows, and, upon adoption, is not anticipated to have an impact on our consolidated balance sheets and statements of operations. In August 2016, the FASB issued accounting guidance addressing specific cash flow issues with the objective of reducing the existing diversity in practice. The pronouncement is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. We do not believe that the impact of the adoption of this amended guidance will have a material effect on our financial statements. In February 2016, the FASB issued accounting guidance to update the requirements of financial accounting and reporting for lessees and lessors. The updated guidance, for lease terms of more than 12 months, will require a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use asset and a corresponding lease liability. For finance leases, the lessee would recognize interest expense and amortization of the right-of-use asset, and for operating leases, the lessee would recognize a straight-line total lease expense. Lessor accounting remains largely unchanged. The new standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. The pronouncement is effective prospectively for public business entities for annual periods beginning after December 15, 2018, and interim periods within that reporting period. Early adoption is permitted for all entities. We are currently assessing the impact the amended guidance will have on our financial statements. In July 2015, the FASB issued accounting guidance requiring entities to measure most inventory at the lower of cost and net realizable value. The pronouncement is effective prospectively for annual periods beginning after December 15, 2016, and interim periods within that reporting period. The impact of the adoption of this amended guidance did not have a material effect on our financial statements. In August 2014, the FASB issued accounting guidance for disclosure of uncertainties about an entity's ability to continue as a going concern, which provides guidance on determining when and how to disclose going-concern uncertainties in the financial statements. The new standard requires management to perform interim and annual assessments of an entity's ability to continue as a going concern within one year of the date that the financial statements are issued. The pronouncement applies to all entities and became effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. The implementation of this guidance resulted in additional disclosure of our going-concern uncertainties (refer to Note 3 below). In May 2014, the FASB amended its accounting guidance for revenue recognition. The fundamental principles of the new guidance are that companies should recognize revenue in a manner that reflects the timing of the transfer of services to customers and consideration that a company expects to receive for the services provided. It also requires additional disclosures necessary for the financial statement users to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. In August 2015, the FASB voted to defer the effective date by one year for fiscal years beginning on or after December 15, 2017 and interim periods within that reporting period and permit early adoption of the standard, but not before the beginning of 2017. We intend to adopt the amended guidance in fiscal year 2019 using the modified retrospective transition method applied to those contracts which were not completed as of March 31, 2018. Upon adoption, we will recognize the cumulative effect of adopting the amended guidance as an adjustment to our opening balance of retained earnings. Prior periods will not be retrospectively adjusted. Further, the adoption of the amended guidance may impact the timing with which revenue will be recognized. We are currently assessing the impact the amended guidance will have on our financial statements. |
Going Concern
Going Concern | 6 Months Ended |
Sep. 30, 2017 | |
Going Concern | |
Going Concern | 3. Going Concern As reflected in the accompanying unaudited interim condensed consolidated financial statements and related notes, as of September 30, 2017, our current liabilities exceeded our current assets by $63.5 million, mainly as a result of the 2017 Bridge Loan, of which $66.9 million of principal is due on August 8, 2018, and for which we have not yet secured refinancing. As we have not yet implemented a refinancing of the remaining portion of the 2017 Bridge Loan, we are required under U.S. GAAP to state that the absence of such refinancing raises substantial doubt about the Company’s ability to continue as a going concern, before consideration of our plans. On November 7, 2017, we refinanced one of the four VLGCs that was secured under the 2017 Bridge Loan (defined below) pursuant to a memorandum of agreement and a bareboat charter agreement (refer to Note 14 below). We used a portion of the proceeds from this transaction to repay $30.1 million of the remaining principal on the 2017 Bridge Loan. We believe it is probable that we will raise additional funds in the short-term through alternative sources of debt financings and/or through equity financings by way of a private or public offering, which, together with free cash on hand and cash generated from operations, will be sufficient to pay our short-term obligations, including the remaining $66.9 million outstanding under the 2017 Bridge Loan. Therefore, our accompanying unaudited interim condensed consolidated financial statements and related notes have been prepared assuming that we will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. Accordingly, the accompanying unaudited interim condensed consolidated financial statements and related notes do not include any adjustments related to the recoverability of assets and classification of assets and liabilities that might be necessary should we be unable to continue as a going concern. |
Transactions with Related Parti
Transactions with Related Parties | 6 Months Ended |
Sep. 30, 2017 | |
Transactions with Related Parties | |
Transactions with Related Parties | 4. Transactions with Related Parties Dorian (Hellas), S.A. Pursuant to management agreements entered into by each of our then vessel owning subsidiaries on July 26, 2013, as amended, with Dorian (Hellas) S.A. (“DHSA”), the technical, crew and commercial management as well as insurance and accounting services of our vessels was outsourced to DHSA. In addition, under these management agreements, strategic and financial services had also been outsourced to DHSA. DHSA had entered into agreements with each of Eagle Ocean Transport Inc. (“Eagle Ocean Transport”) and Highbury Shipping Services Limited (“HSSL”) to provide certain of these services on behalf of our then vessel owning companies. Mr. John Hadjipateras, our Chairman, President and Chief Executive Officer, owns 100% of Eagle Ocean Transport, and our Vice President of Chartering, Insurance and Legal, Nigel Grey ‑ Turner, owns 100% of HSSL. As of July 1, 2014, vessel management services and the associated agreements for our fleet were transferred from DHSA and are now provided through our wholly-owned subsidiaries Dorian LPG (USA) LLC, Dorian LPG (UK) Ltd. and Dorian LPG Management Corp. Subsequent to the transition agreements, Eagle Ocean Transport continues to incur related travel costs for certain transitioned employees as well as office-related costs, for which we reimbursed Eagle Ocean Transport less than $0.1 million for the three months ended September 30, 2017 and $0.1 million for the three months ended September 30, 2016, and $0.1 million and $0.2 million for the six months ended September 30, 2017 and 2016, respectively. Such expenses are reimbursed based on their actual cost. Dorian LPG (USA) LLC and its subsidiaries entered into an agreement with DHSA, retroactive to July 2014 and superseding an agreement between Dorian LPG (UK) Ltd. and DHSA, for the provision by Dorian LPG (USA) LLC and its subsidiaries of certain chartering and marine operation services to DHSA, for which income was earned and included in “Other income-related parties” totaling $0.1 million for both the three months ended September 30, 2017 and 2016 and $0.2 for both the six months ended September 30, 2017 and 2016. As of September 30, 2017, $0.8 million was due from DHSA and included in “Due from related parties” in the unaudited interim condensed consolidated balance sheets included herein. As of March 31, 2017, $0.8 million was due from DHSA and included in “Due from related parties” in the audited consolidated balance sheets. Helios LPG Pool LLC On April 1, 2015, Dorian and Phoenix began operations of the Helios Pool, which entered into pool participation agreements for the purpose of establishing and operating, as charterer, under variable rate time charters to be entered into with owners or disponent owners of VLGCs, a commercial pool of VLGCs whereby revenues and expenses are shared. We hold a 50% interest in the Helios Pool as a joint venture with Phoenix and all significant rights and obligations are equally shared by both parties. All profits of the Helios Pool are distributed to the pool participants based on pool points assigned to each vessel as variable charter hire and, as a result, there are no profits available to the equity investors as a share of equity. We have determined that the Helios Pool is a variable interest entity as it does not have sufficient equity at risk. We do not consolidate the Helios Pool because we are not the primary beneficiary and do not have a controlling financial interest. In consideration of Accounting Standards Codification (“ASC”) 810-10-50-4e, the significant factors considered and judgments made in determining that the power to direct the activities of the Helios Pool that most significantly impact the entity’s economic performance are shared, in that all significant performance activities which relate to approval of pool policies and strategies related to pool customers and the marketing of the pool for the procurement of customers for pool vessels, addition of new pool vessels and the pool cost management, require unanimous board consent from a board consisting of two members from each joint venture investor. Further, in accordance with the guidance in ASC 810-10-25-38D, the Company and Phoenix are not related parties as defined in ASC 850 nor are they de facto agents pursuant to ASC 810-10, the power over the significant activities of the Helios Pool is shared, and no party is the primary beneficiary in the Helios Pool, or has a controlling financial interest. In March 2016, the Helios Pool reached an agreement with Oriental Energy Company Ltd. ("Oriental Energy") whereby Oriental Energy would contribute certain vessels to the Helios Pool, have certain of its vessels time chartered by the Helios Pool and simultaneously enter into a multi-year contract of affreightment covering Oriental Energy’s shipments from the United States Gulf. The agreement with Oriental Energy had no impact on the ownership structure or the power to direct significant activities of the Helios Pool. As of September 30, 2017, the Helios Pool operated twenty-eight VLGCs, including seventeen of our vessels, six Oriental Energy vessels and five Phoenix vessels. As of September 30, 2017, we had receivables from the Helios Pool of $45.0 million, including $19.8 million of working capital contributed for the operation of our vessels in the pool. As of March 31, 2017, we had receivables from the Helios Pool of $61.4 million, including $19.8 million of working capital contributed for the operation of our vessels in the pool. Our maximum exposure to losses from the pool as of September 30, 2017 is limited to the receivables from the pool. The Helios Pool does not have any third-party debt obligations. The Helios Pool has entered into commercial management agreements with each of Dorian LPG (UK) Ltd. and Phoenix as commercial managers and has appointed both commercial managers as the exclusive commercial managers of pool vessels. Fees for commercial management services provided by Dorian LPG (UK) Ltd. are included in “Other income-related parties” in the unaudited interim condensed consolidated statement of operations and were $0.5 million for both the three months ended September 30, 2017 and 2016 and $1.1 million and $0.9 million for the six months ended September 30, 2017 and 2016, respectively. Additionally, we receive a fixed reimbursement of expenses such as costs for security guards and war risk insurance for vessels operating in high risk areas from the Helios Pool, for which we earned less than $0.1 million for both the three months ended and six months ended September 30, 2017, and $0.3 million and $0.5 million for the three and six months ended September 30, 2016, respectively, and are included in “Other revenues, net” in the unaudited interim condensed consolidated statement of operations. Through our vessel owning subsidiaries, we have chartered vessels to the Helios Pool during the three and six months ended September 30, 2017. The time charter revenue from the Helios Pool is variable depending upon the net results of the pool, operating days and pool points for each vessel. The Helios Pool enters into voyage and time charters with external parties and receives freight and related revenue and, where applicable, incurs voyage costs such as bunkers, port costs and commissions. At the end of each month, the Helios Pool calculates net pool revenues using gross revenues, less voyage expenses of all pool vessels, less fixed time charter hire for any chartered-in vessels, less the general and administrative expenses of the pool. Net pool revenues, less any amounts required for working capital of the Helios Pool, are distributed as variable rate time charter hire for the relevant vessel to participants based on pool points (vessel attributes such as cargo carrying capacity, fuel consumption, and speed are taken into consideration) and number of days the vessel participated in the pool in the period. We recognize net pool revenues on a monthly basis, when each relevant vessel has participated in the pool during the period and the amount of net pool revenues for the month can be estimated reliably. Revenue earned from the Helios Pool is presented in Note 9. |
Deferred Charges, Net
Deferred Charges, Net | 6 Months Ended |
Sep. 30, 2017 | |
Deferred Charges, Net. | |
Deferred Charges, Net | 5. Deferred Charges, Net The analysis and movement of deferred charges is presented in the table below: Drydocking Equity Total deferred costs offering costs charges, net Balance, April 1, 2017 $ 1,884,174 $ — $ 1,884,174 Additions 183,876 52,546 236,422 Amortization (245,422) — (245,422) Balance, September 30, 2017 $ 1,822,628 $ 52,546 $ 1,875,174 |
Vessels, Net
Vessels, Net | 6 Months Ended |
Sep. 30, 2017 | |
Vessels, Net | |
Vessels, Net | 6. Vessels, Net Accumulated Cost depreciation Net book Value Balance, April 1, 2017 $ 1,728,769,295 $ (125,300,048) $ 1,603,469,247 Other additions 218,685 — 218,685 Depreciation — (32,376,512) (32,376,512) Balance, September 30, 2017 $ 1,728,987,980 $ (157,676,560) $ 1,571,311,420 Additions to vessels, net were largely due to capital improvements made to one of our VLGCs during the six months ended September 30, 2017. Vessels, with a total carrying value of $1,571.3 million and $1,603.5 million as of September 30, 2017 and March 31, 2017, respectively, are first‑priority mortgaged as collateral for our long-term debt facilities (refer to Note 7 below). No impairment loss was recorded for the periods presented. |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Sep. 30, 2017 | |
Long-Term Debt | |
Long-Term Debt | 7. Long-term Debt RBS Loan Facility Refer to Note 10 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2017 for information on our former term loans with the Royal Bank of Scotland (the “RBS Loan Facility”). We repaid in full the RBS Loan Facility at 96% of the then outstanding principal amount using proceeds from a bridge loan agreement entered into on June 8, 2017. Refer to “2017 Bridge Loan” below for further details. 2017 Bridge Loan On June 8, 2017, we entered into a $97.0 million bridge loan agreement (the “2017 Bridge Loan”) with DNB Capital LLC. The principal amount of the 2017 Bridge Loan is due on or before August 8, 2018 (the “Maturity Date”) and accrues interest on the outstanding principal amount at a rate of LIBOR plus 2.50% for the period ending December 7, 2017; LIBOR plus 4.50% for the period from December 8 until March 7, 2018; LIBOR plus 6.50% for the period March 8, 2018 until June 7, 2018, and 8.50% from June 8, 2018 until the Maturity Date. The proceeds of the 2017 Bridge Loan were used to repay in full the RBS Loan Facility at 96% of the then outstanding principal amount. The remaining proceeds were used to pay accrued interest, legal, arrangement and advisory fees related to the 2017 Bridge Loan. As part of this transaction, $6.0 million of cash previously restricted under the RBS Loan Facility was released as unrestricted cash for use in operations. The 2017 Bridge Loan provides that it be secured by, among other things, (i) first priority mortgages on the four VLGCs that were financed under the RBS Loan Facility, (ii) first assignments of all freights, earnings and insurances relating to these four VLGCs, and (iii) pledges of membership interests of the borrowers. The 2017 Bridge Loan also contains customary covenants that require us to maintain adequate insurance coverage, properly maintain the vessels and to obtain the lender’s prior consent before changes are made to the flag, class or management of the vessels. The 2017 Bridge Loan includes customary events of default, including those relating to a failure to pay principal or interest, breaches of covenants, representations and warranties, a cross-default to other indebtedness and non-compliance with security documents, and customary restrictions on the borrowers from paying dividends if an event of default has occurred and is continuing, or if an event of default would result therefrom. The following financial covenants are the most restrictive from the 2017 Bridge Loan with which the Company is required to comply, calculated on a consolidated basis, determined and defined according to the provisions of the loan agreement: · Consolidated liquidity shall be at least $50.0 million, of which an amount at least equal to $10.0 million shall be held by the Parent Guarantor (as defined in the 2017 Bridge Loan agreement) on a freely available and unencumbered basis, and shall mean, on a consolidated basis, the sum of (a) cash and (b) cash equivalents, in each case held by the Parent Guarantor on a freely available and unencumbered basis, provided, that (1) cash and cash equivalents shall at all times be deemed to include cash held in the Earnings Accounts (as defined in the 2015 Debt Facility agreement), (2) cash and cash equivalents shall at all times be deemed to include all cash amounts on the balance sheet of the Parent Guarantor, and (3) at all times prior to and through May 31, 2018 only, all cash held in accounts by Helios LPG Pool LLC attributable to the vessels owned directly or indirectly by the Parent Guarantor or its subsidiaries; · The ratio of consolidated net debt to consolidated total capitalization shall not exceed 0.60 to 1.00; · Minimum interest coverage ratio of consolidated EBITDA to consolidated net interest expense must be maintained greater than or equal to (i) 1.25 until and including the quarter ended March 31, 2018, and (ii) 1.50 thereafter; · Minimum shareholders' equity must be equal to the aggregate of (i) $400.0 million, (ii) 50% of new equity raised after June 8, 2017, and (iii) 25% of the positive net income for the immediately preceding fiscal year; · The ratio of current assets and long-term restricted cash divided by current liabilities less the current portion of long-term debt shall always be greater than 1.00; and · The ratio of the aggregate market value of the vessels securing the loan to the principal amount outstanding under such loan at all times shall be in excess of 150%. 2015 Debt Facility Refer to Notes 10 and 24 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2017 for information on our $758 million debt financing facility that we entered into in March 2015 with a group of banks and financial institutions (the “2015 Debt Facility”). We entered into an agreement to amend the 2015 Debt Facility on May 31, 2017. Refer to “Amendment to the 2015 Debt Facility” below for more information. Amendment to the 2015 Debt Facility On May 31, 2017, we entered into an agreement to amend the 2015 Debt Facility (the “Amendment”). The Amendment includes the relaxation of certain covenants under the 2015 Debt Facility; the release of $26.8 million of restricted cash as of the date of the Amendment to be applied towards the next two debt principal payments, interest and certain fees; and certain other modifications, including an expanded definition of the components of consolidated liquidity to include all cash held in accounts by Helios LPG Pool LLC attributable to the vessels owned directly or indirectly by us. The Amendment also includes a provision for the reduction of the minimum balance held as restricted cash. The minimum balance of the restricted cash deposited under the Amendment is: · the lesser of $18.0 million and $1.0 million per mortgaged vessel under the 2015 Debt Facility at all times from the date of the Amendment (“Amendment Date”) through six months from the Amendment Date; · the lesser of $29.0 million and $1.6 million per mortgaged vessel under the 2015 Debt Facility at all times from six months from the Amendment Date through the first anniversary of the Amendment Date; · the lesser of $40.0 million and $2.2 million per mortgaged vessel under the 2015 Debt Facility at all times thereafter; and · if we complete a common stock offering of at least $50 million, including fees (an “Approved Equity Offering”), the restricted cash shall be calculated as an amount at least equal to 5% of the total principal of the 2015 Debt Facility outstanding, but at no time less than the lesser of $20.0 million and $1.1 million per mortgaged vessel under the 2015 Debt Facility. The following covenants were relaxed under the Amendment: · Minimum interest coverage ratio of consolidated EBITDA to consolidated net interest expense must be maintained greater than or equal to (i) 1.25 at all times prior to and through March 31, 2018, (ii) 1.50 at all times from April 1, 2018 through March 31, 2019, and (iii) 2.50 at all times thereafter; and · Fair market value of the mortgaged ships plus any additional security over the outstanding loan balance shall be at least (i) 125% at all times prior to and through March 31, 2018, (ii) 130% at all times from April 1, 2018 through March 31, 2019, (iii) 135% at all times thereafter. The following negative covenants were added under the Amendment: · Restrictions on dividends and stock repurchases until the earlier of (i) an Approved Equity Offering and (ii) the second anniversary of the Amendment Date; and · Restrictions on voluntary payments of the RBS Loan Facility, excluding refinancing, until the earlier of (i) an Approved Equity Offering and (ii) the second anniversary of the Amendment Date. Fees related to the Amendment totaled approximately $1.1 million. Debt Obligations The table below presents our debt obligations: RBS Loan Facility September 30, 2017 March 31, 2017 Tranche A $ — $ 34,000,000 Tranche B — 25,570,000 Tranche C — 40,312,500 Total RBS Loan Facility $ — $ 99,882,500 2017 Bridge Loan $ 97,000,000 $ — 2015 Debt Facility Commercial Financing $ 218,234,703 $ 227,512,277 KEXIM Direct Financing 166,785,582 177,680,534 KEXIM Guaranteed 171,570,650 175,773,718 K-sure Insured 85,445,900 89,253,699 Total 2015 Debt Facility $ 642,036,835 $ 670,220,228 Total debt obligations $ 739,036,835 $ 770,102,728 Less: deferred financing fees 20,252,692 20,138,480 Debt obligations—net of deferred financing fees $ 718,784,143 $ 749,964,248 Presented as follows: Current portion of long-term debt $ 126,286,358 $ 65,978,785 Long-term debt—net of current portion and deferred financing fees 592,497,785 683,985,463 Total $ 718,784,143 $ 749,964,248 Pursuant to the refinancing agreement discussed in Note 14, we reclassified $27.1 million of current debt (comprising of $30.1 million of repayments under the 2017 Bridge loan, net of $3.0 million of scheduled principal repayments under the financing), into long-term debt, following accounting guidance included in ASC 470-10-45-12 through 14, as this amount was refinanced on a long-term basis. Deferred Financing Fees The analysis and movement of deferred financing fees is presented in the table below: Financing costs Balance, April 1, 2017 $ 20,138,480 Additions 2,839,383 Amortization (2,898,375) Gain on early extinguishment of debt 173,204 Balance, September 30, 2017 $ 20,252,692 |
Stock-Based Compensation Plans
Stock-Based Compensation Plans | 6 Months Ended |
Sep. 30, 2017 | |
Stock-Based Compensation Plans | |
Stock-Based Compensation Plans | 8. Stock-Based Compensation Plans Our stock-based compensation expense is included within general and administrative expenses in the unaudited interim condensed consolidated statements of operations included herein and was $1.2 million and $1.1 million for the three months ended September 30, 2017 and 2016, respectively, and $2.7 million and $2.1 million for the six months ended September 30, 2017 and 2016, respectively. Unrecognized compensation cost was $8.8 million as of September 30, 2017 and will be recognized over the remaining weighted average life of 1.38 years. For more information on our equity incentive plan, refer to Note 12 to our consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2017. In June 2017, we granted 259,800 shares of restricted stock to certain of our officers and employees. One-fourth of these restricted shares vested immediately on the grant date, one-fourth will vest one year after grant date, one-fourth will vest two years after grant date, and one-fourth will vest three years after grant date. The restricted shares were valued at their grant date fair market value and are expensed on a straight-line basis over the vesting periods. In June and September 2017, we granted 7,220 and 8,385 shares of stock, respectively, to our non-executive directors, which were valued and expensed at their grant date fair market value. In June and September 2017, we granted 1,444 and 1,677 shares of stock, respectively, to a non-employee consultant, which were valued and expensed at their grant date fair market value. A summary of the activity of restricted shares awarded under our equity incentive plan as of September 30, 2017 and changes during the six months ended September 30, 2017, is as follows: Weighted-Average Grant-Date Incentive Share Awards Numbers of Shares Fair Value Unvested as of April 1, 2017 1,114,625 $ 17.72 Granted 278,526 7.33 Vested (363,885) 16.81 Unvested as of September 30, 2017 1,029,266 $ 15.23 |
Revenues
Revenues | 6 Months Ended |
Sep. 30, 2017 | |
Revenues. | |
Revenues | 9. Revenues Revenues comprise the following: Three months ended Six months ended September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Net pool revenues—related party $ 20,468,380 $ 20,837,311 $ 48,943,739 $ 58,496,696 Time charter revenues 12,507,394 12,465,684 25,072,049 24,998,035 Voyage charter revenues 1,733,247 — 1,733,247 — Other revenues, net 20,000 308,238 5,458 632,278 Total revenues $ 34,729,021 $ 33,611,233 $ 75,754,493 $ 84,127,009 Net pool revenues—related party depend upon the net results of the Helios Pool, and the operating days and pool points for each vessel. Refer to Note 2 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2017. Other revenues, net represent income from charterers relating to reimbursement of voyage expenses such as costs for security guards and war risk insurance. |
Financial Instruments and Fair
Financial Instruments and Fair Value Disclosures | 6 Months Ended |
Sep. 30, 2017 | |
Financial Instruments and Fair Value Disclosures | |
Financial Instruments and Fair Value Disclosures | 10. Financial Instruments and Fair Value Disclosures Our principal financial assets consist of cash and cash equivalents, amounts due from related parties, trade accounts receivable and derivative instruments. Our principal financial liabilities consist of long‑term debt, derivative instruments, accounts payable, amounts due to related parties and accrued liabilities. (a) Concentration of credit risk: Financial instruments, which may subject us to significant concentrations of credit risk, consist principally of amounts due from our charterers, including the receivables from Helios Pool, and cash and cash equivalents. We limit our credit risk with amounts due from our charterers, including those through the Helios Pool, by performing ongoing credit evaluations of our charterers’ financial condition and generally do not require collateral from our charterers. We limit our credit risk with our cash and cash equivalents by placing it with highly-rated financial institutions. (b) Interest rate risk: Our long‑term bank loans are based on LIBOR and hence we are exposed to movements thereto. We entered into interest rate swap agreements in order to hedge a majority of our variable interest rate exposure related to our 2015 Debt Facility. In September 2015, we entered into interest rate swaps with Citibank N.A. (“Citibank”) and ING Bank N.V. (“ING”) to effectively convert a notional amount of $200 million and $50 million, respectively, of debt related to our 2015 Debt Facility from a floating rate to a fixed rate of 1.93% and 2.00%, respectively, each with a termination date of March 23, 2022. In October 2015, we entered into interest rate swaps with the Commonwealth Bank of Australia (“CBA”) and Citibank to effectively convert amortizing notional amounts of $85.7 million and $128.6 million, respectively, of debt related to our 2015 Debt Facility from a floating rate to a fixed rate of 1.43% and 1.38%, respectively, each with a termination date of March 23, 2022. In June 2016, we entered into two interest rate swaps with Citibank to effectively convert amortizing notional amounts of $73.0 million and $30.0 million, respectively, of debt related to our 2015 Debt Facility from a floating rate to a fixed rate of 1.21% and 1.16%, respectively, each with a termination date of March 23, 2022. (c) Fair value measurements: Interest rate swaps are stated at fair value, which is determined using a discounted cash flow approach based on market ‑ based LIBOR swap yield rates. LIBOR swap rates are observable at commonly quoted intervals for the full terms of the swaps and, therefore, are considered Level 2 items in accordance with the fair value hierarchy. The fair value of the interest rate swap agreements approximates the amount that we would have to pay for the early termination of the agreements. The following table summarizes the location on the balance sheet of the financial assets and liabilities that are carried at fair value on a recurring basis, which comprise our financial derivatives all of which are considered Level 2 items in accordance with the fair value hierarchy: September 30, 2017 March 31, 2017 Other non-current assets Long-term liabilities Other non-current assets Long-term liabilities Derivatives not designated as hedging instruments Derivative instruments Derivative instruments Derivative instruments Derivative instruments Interest rate swap agreements $ 4,224,541 $ 99,204 $ 5,843,368 $ — The effect of derivative instruments within the unaudited interim condensed consolidated statements of operations included herein for the periods presented is as follows: Three months ended Derivatives not designated as hedging instruments Location of gain/(loss) recognized September 30, 2017 September 30, 2016 Interest Rate Swap—Change in fair value Unrealized gain/(loss) on derivatives $ 652,160 $ 6,528,203 Interest Rate Swap—Realized loss Realized loss on derivatives (435,920) (2,333,915) Gain/(loss) on derivatives, net $ 216,240 $ 4,194,288 Six months ended Derivatives not designated as hedging instruments Location of gain/(loss) recognized September 30, 2017 September 30, 2016 Interest Rate Swap—Change in fair value Unrealized gain/(loss) on derivatives $ (1,718,031) $ 2,158,344 Interest Rate Swap—Realized loss Realized loss on derivatives (1,048,783) (4,590,703) Gain/(loss) on derivatives, net $ (2,766,814) $ (2,432,359) As of September 30, 2017 and March 31, 2017, no fair value measurements for assets or liabilities under Level 1 or Level 3 were recognized in the accompanying consolidated balance sheets. We did not have any other assets or liabilities measured at fair value on a non-recurring basis during the three and six months ended September 30, 2017 and 2016. (d) Book values and fair values of financial instruments: In addition to the derivatives that we are required to record at fair value on our balance sheet (see (c) above), we have other financial instruments that are carried at historical cost. These financial instruments include trade accounts receivable, amounts due from related parties, cash and cash equivalents, accounts payable, amounts due to related parties and accrued liabilities for which the historical carrying value approximates the fair value due to the short‑term nature of these financial instruments. We also have long-term bank debt for which we believe the historical carrying value approximates their fair value as the loans bear interest at variable interest rates, being LIBOR, which is observable at commonly quoted intervals for the full terms of the loans, and hence are considered as Level 2 items in accordance with the fair value hierarchy. Cash and cash equivalents and restricted cash are considered Level 1 items. |
Earnings_(Loss) Per Share (EPS)
Earnings/(Loss) Per Share (EPS) | 6 Months Ended |
Sep. 30, 2017 | |
Earnings/(Loss) Per Share ("EPS") | |
Earnings/(Loss) Per Share ("EPS") | 11. Earnings/(Loss) Per Share (“EPS”) Basic EPS represents net income/(loss) attributable to common shareholders divided by the weighted average number of common shares outstanding during the measurement period. Our restricted stock shares include rights to receive dividends that are subject to the risk of forfeiture if service requirements are not satisfied, and as a result, these shares are not considered participating securities and are excluded from the basic weighted-average shares outstanding calculation. Diluted EPS represent net income/(loss) attributable to common shareholders divided by the weighted average number of common shares outstanding during the measurement period while also giving effect to all potentially dilutive common shares that were outstanding during the period. The calculations of basic and diluted EPS for the periods presented are as follows: Three months ended Six months ended (In U.S. dollars except share data) September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Numerator: Net loss $ (11,915,136) $ (7,145,588) $ (18,605,106) $ (8,436,709) Denominator: Basic and diluted weighted average number of common shares outstanding 54,076,271 53,879,282 53,976,330 54,307,779 EPS: Basic and diluted $ (0.22) $ (0.13) $ (0.34) $ (0.16) For the three months ended September 30, 2017 and 2016, there were 1,029,266 and 1,115,000 shares of unvested restricted stock, respectively, and for the six months ended September 30, 2017 and 2016, there were 1,029,266 and 1,115,000 shares of unvested restricted stock, respectively, which were excluded from the calculation of diluted EPS because the effect of their inclusion would be anti-dilutive. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies | |
Commitments and Contingencies | 12. Commitments and Contingencies Operating Leases Operating lease rent expense was as follows: Three months ended Six months ended September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Operating lease rent expense $ 108,358 $ 90,992 $ 214,550 $ 206,022 We had the following commitments as a lessee under operating leases relating to our United States, Greece and United Kingdom offices: September 30, 2017 Less than one year $ 247,648 One to three years 95,284 Total $ 342,932 Fixed Time Charter Contracts We had the following future minimum fixed time charter hire receipts based on non-cancelable long-term fixed time charter contracts: September 30, 2017 Less than one year $ 43,783,113 One to three years 40,951,227 Three to five years 1,058,252 Total $ 85,792,592 Other From time to time we expect to be subject to legal proceedings and claims in the ordinary course of business, principally personal injury and property casualty claims. Such claims, even if lacking in merit, could result in the expenditure of significant financial and managerial resources. We are not aware of any claim that is reasonably possible and should be disclosed or probable and for which a provision should be established in the accompanying unaudited interim condensed consolidated financial statements. |
Shareholder Rights Plan
Shareholder Rights Plan | 6 Months Ended |
Sep. 30, 2017 | |
Shareholder Rights Plan | |
Shareholder Rights Plan | 13. Shareholder Rights Plan On December 16, 2016, our Board of Directors declared a dividend of one preferred share purchase right (a "Right") for each share of our common stock outstanding on December 27, 2016. Each Right is attached to and trades with the associated share of common stock. The Rights will become exercisable only if a person or group has acquired 15% or more of our outstanding common stock or announces a tender offer or exchange offer which, if consummated, would result in ownership by a person or group of 15% or more of our outstanding common stock (an "Acquiring Person"). If a person becomes an Acquiring Person, each Right will entitle its holder (other than an Acquiring Person and certain related parties) to purchase for $60 a number of shares of our common stock having a market value of twice such price. In addition, at any time after a person or group acquires 15% or more of our outstanding common stock (unless such person or group acquires 50% or more), our Board of Directors may exchange one share of our common stock for each outstanding Right (other than Rights owned by the Acquiring Person and certain related parties, which would have become void). Any person who, prior to the time of public announcement of the existence of the Rights, publicly disclosed in a Schedule 13D or Schedule 13G (or an amendment thereto) on file with the Securities and Exchange Commission that they beneficially owned 15% or more of our outstanding common stock is not considered to be an Acquiring Person so long as such person does not acquire additional shares in excess of certain limitations. The Rights will expire on August 31, 2018. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Sep. 30, 2017 | |
Subsequent Events. | |
Subsequent Events | 14. Subsequent Events Refinancing of Corsair On November 7, 2017, we refinanced a three-year-old VLGC, the Corsair , pursuant to a memorandum of agreement and a bareboat charter agreement. The structure provides for the transfer of the VLGC to the buyer for $65 million and, as part of the agreement, Corsair LPG Transport LLC, our wholly-owned subsidiary, will bareboat charter the vessel back for a period of 12 years, with purchase options from the end of year 2 onwards. We will continue to technically manage, commercially charter, and operate the VLGC. We received $52.0 million in cash as part of the transaction with $13.0 million to be retained by the buyer as a deposit (the “Deposit”), which can be used by us towards the repurchase of the vessel either pursuant to an early buyout option or at the end of the 12-year bareboat charter term. The refinancing proceeds of $52.0 million were used to repay $30.1 million of the 2017 Bridge Loan’s then outstanding principal amount. The remaining proceeds were, or will be, used to pay legal fees associated with this transaction and for general corporate purposes. This transaction will be treated as a financing transaction and the VLGC will continue to be recorded as an asset on our balance sheet. This debt financing has a fixed interest rate of 4.9%, not including estimated financing costs of $0.1 million, monthly broker commission fees of 1.25% over the 12-year term on interest and principal payments made, broker commission fees of 1% of an exercised purchase option excluding the Deposit, and a monthly fixed straight-line principal obligation of approximately $0.3 million over the 12-year term with a balloon payment of $13.0 million. |
Basis of Presentation and Gen21
Basis of Presentation and General Information (Tables) | 6 Months Ended |
Sep. 30, 2017 | |
Basis of Presentation and General Information | |
Schedule of wholly-owned subsidiaries | Our subsidiaries as of September 30, 2017, which are all wholly-owned and are incorporated in Republic of the Marshall Islands (unless otherwise noted), are listed below. Vessel Owning Subsidiaries Type of Subsidiary vessel Vessel’s name Built CBM (1) CMNL LPG Transport LLC VLGC Captain Markos NL 2006 82,000 CJNP LPG Transport LLC VLGC Captain John NP 2007 82,000 CNML LPG Transport LLC VLGC Captain Nicholas ML 2008 82,000 Comet LPG Transport LLC VLGC Comet 2014 84,000 Corsair LPG Transport LLC VLGC Corsair 2014 84,000 Corvette LPG Transport LLC VLGC Corvette 2015 84,000 Dorian Shanghai LPG Transport LLC VLGC Cougar 2015 84,000 Concorde LPG Transport LLC VLGC Concorde 2015 84,000 Dorian Houston LPG Transport LLC VLGC Cobra 2015 84,000 Dorian Sao Paulo LPG Transport LLC VLGC Continental 2015 84,000 Dorian Ulsan LPG Transport LLC VLGC Constitution 2015 84,000 Dorian Amsterdam LPG Transport LLC VLGC Commodore 2015 84,000 Dorian Dubai LPG Transport LLC VLGC Cresques 2015 84,000 Constellation LPG Transport LLC VLGC Constellation 2015 84,000 Dorian Monaco LPG Transport LLC VLGC Cheyenne 2015 84,000 Dorian Barcelona LPG Transport LLC VLGC Clermont 2015 84,000 Dorian Geneva LPG Transport LLC VLGC Cratis 2015 84,000 Dorian Cape Town LPG Transport LLC VLGC Chaparral 2015 84,000 Dorian Tokyo LPG Transport LLC VLGC Copernicus 2015 84,000 Commander LPG Transport LLC VLGC Commander 2015 84,000 Dorian Explorer LPG Transport LLC VLGC Challenger 2015 84,000 Dorian Exporter LPG Transport LLC VLGC Caravelle 2016 84,000 Management Subsidiaries Subsidiary Dorian LPG Management Corp. Dorian LPG (USA) LLC (incorporated in USA) Dorian LPG (UK) Ltd. (incorporated in UK) Dorian LPG Finance LLC Occident River Trading Limited (incorporated in UK) Dormant Subsidiaries Subsidiary SeaCor LPG I LLC SeaCor LPG II LLC Capricorn LPG Transport LLC Constitution LPG Transport LLC Grendon Tanker LLC (1) CBM: Cubic meters, a standard measure for LPG tanker capacity |
Deferred Charges, Net (Tables)
Deferred Charges, Net (Tables) | 6 Months Ended |
Sep. 30, 2017 | |
Deferred Charges, Net. | |
Schedule of movement of deferred charges | Drydocking Equity Total deferred costs offering costs charges, net Balance, April 1, 2017 $ 1,884,174 $ — $ 1,884,174 Additions 183,876 52,546 236,422 Amortization (245,422) — (245,422) Balance, September 30, 2017 $ 1,822,628 $ 52,546 $ 1,875,174 |
Vessels, Net (Tables)
Vessels, Net (Tables) | 6 Months Ended |
Sep. 30, 2017 | |
Vessels, Net | |
Schedule of vessels, net | Accumulated Cost depreciation Net book Value Balance, April 1, 2017 $ 1,728,769,295 $ (125,300,048) $ 1,603,469,247 Other additions 218,685 — 218,685 Depreciation — (32,376,512) (32,376,512) Balance, September 30, 2017 $ 1,728,987,980 $ (157,676,560) $ 1,571,311,420 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Sep. 30, 2017 | |
Long-Term Debt | |
Schedule of loans outstanding | RBS Loan Facility September 30, 2017 March 31, 2017 Tranche A $ — $ 34,000,000 Tranche B — 25,570,000 Tranche C — 40,312,500 Total RBS Loan Facility $ — $ 99,882,500 2017 Bridge Loan $ 97,000,000 $ — 2015 Debt Facility Commercial Financing $ 218,234,703 $ 227,512,277 KEXIM Direct Financing 166,785,582 177,680,534 KEXIM Guaranteed 171,570,650 175,773,718 K-sure Insured 85,445,900 89,253,699 Total 2015 Debt Facility $ 642,036,835 $ 670,220,228 Total debt obligations $ 739,036,835 $ 770,102,728 Less: deferred financing fees 20,252,692 20,138,480 Debt obligations—net of deferred financing fees $ 718,784,143 $ 749,964,248 Presented as follows: Current portion of long-term debt $ 126,286,358 $ 65,978,785 Long-term debt—net of current portion and deferred financing fees 592,497,785 683,985,463 Total $ 718,784,143 $ 749,964,248 |
Schedule of deferred financing fees | Financing costs Balance, April 1, 2017 $ 20,138,480 Additions 2,839,383 Amortization (2,898,375) Gain on early extinguishment of debt 173,204 Balance, September 30, 2017 $ 20,252,692 |
Stock-Based Compensation Plans
Stock-Based Compensation Plans (Tables) | 6 Months Ended |
Sep. 30, 2017 | |
Stock-Based Compensation Plans | |
Summary of the activity of restricted shares | Weighted-Average Grant-Date Incentive Share Awards Numbers of Shares Fair Value Unvested as of April 1, 2017 1,114,625 $ 17.72 Granted 278,526 7.33 Vested (363,885) 16.81 Unvested as of September 30, 2017 1,029,266 $ 15.23 |
Revenues (Tables)
Revenues (Tables) | 6 Months Ended |
Sep. 30, 2017 | |
Revenues. | |
Schedule of revenues | Three months ended Six months ended September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Net pool revenues—related party $ 20,468,380 $ 20,837,311 $ 48,943,739 $ 58,496,696 Time charter revenues 12,507,394 12,465,684 25,072,049 24,998,035 Voyage charter revenues 1,733,247 — 1,733,247 — Other revenues, net 20,000 308,238 5,458 632,278 Total revenues $ 34,729,021 $ 33,611,233 $ 75,754,493 $ 84,127,009 |
Financial Instruments and Fai27
Financial Instruments and Fair Value Disclosures (Tables) | 6 Months Ended |
Sep. 30, 2017 | |
Financial Instruments and Fair Value Disclosures | |
Schedule of financial derivatives | September 30, 2017 March 31, 2017 Other non-current assets Long-term liabilities Other non-current assets Long-term liabilities Derivatives not designated as hedging instruments Derivative instruments Derivative instruments Derivative instruments Derivative instruments Interest rate swap agreements $ 4,224,541 $ 99,204 $ 5,843,368 $ — |
Schedule of effect of derivative instruments on the consolidated statement of operations | Three months ended Derivatives not designated as hedging instruments Location of gain/(loss) recognized September 30, 2017 September 30, 2016 Interest Rate Swap—Change in fair value Unrealized gain/(loss) on derivatives $ 652,160 $ 6,528,203 Interest Rate Swap—Realized loss Realized loss on derivatives (435,920) (2,333,915) Gain/(loss) on derivatives, net $ 216,240 $ 4,194,288 Six months ended Derivatives not designated as hedging instruments Location of gain/(loss) recognized September 30, 2017 September 30, 2016 Interest Rate Swap—Change in fair value Unrealized gain/(loss) on derivatives $ (1,718,031) $ 2,158,344 Interest Rate Swap—Realized loss Realized loss on derivatives (1,048,783) (4,590,703) Gain/(loss) on derivatives, net $ (2,766,814) $ (2,432,359) |
Earnings_(Loss) Per Share (EP28
Earnings/(Loss) Per Share (EPS) (Tables) | 6 Months Ended |
Sep. 30, 2017 | |
Earnings/(Loss) Per Share ("EPS") | |
Schedule of calculations of basic and diluted EPS | Three months ended Six months ended (In U.S. dollars except share data) September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Numerator: Net loss $ (11,915,136) $ (7,145,588) $ (18,605,106) $ (8,436,709) Denominator: Basic and diluted weighted average number of common shares outstanding 54,076,271 53,879,282 53,976,330 54,307,779 EPS: Basic and diluted $ (0.22) $ (0.13) $ (0.34) $ (0.16) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies | |
Schedule of operating lease rent expense | Three months ended Six months ended September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Operating lease rent expense $ 108,358 $ 90,992 $ 214,550 $ 206,022 |
Schedule of operating leases | September 30, 2017 Less than one year $ 247,648 One to three years 95,284 Total $ 342,932 |
Schedule of future minimum fixed time charter contracts | September 30, 2017 Less than one year $ 43,783,113 One to three years 40,951,227 Three to five years 1,058,252 Total $ 85,792,592 |
Basis of Presentation and Gen30
Basis of Presentation and General Information (General) (Details) | 6 Months Ended |
Sep. 30, 2017item | |
Basis of Presentation and General Information | |
Total number of vessels | 22 |
Number of fuel-efficient ECO-design VLGCs having 84,000 cbm | 19 |
Number of VLGCs having 82,000 cbm | 3 |
Basis of Presentation and Gen31
Basis of Presentation and General Information (Capacity) (Details) | Sep. 30, 2017m³ |
CMNL LPG Transport LLC | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 82,000 |
CJNP LPG Transport LLC | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 82,000 |
CNML LPG Transport LLC | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 82,000 |
Comet LPG Transport LLC | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Corsair LPG Transport LLC | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Corvette LPG Transport LLC | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Dorian Shanghai LPG Transport LLC (Cougar) | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Concorde LPG Transport LLC | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Dorian Houston LPG Transport LLC (Cobra) | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Dorian Sao Paulo LPG Transport LLC (Continental) | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Dorian Ulsan LPG Transport LLC (Constitution) | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Dorian Amsterdam LPG Transport LLC (Commodore) | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Dorian Dubai LPG Transport LLC (Cresques) | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Constellation LPG Transport LLC | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Dorian Monaco LPG Transport LLC (Cheyenne) | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Dorian Barcelona LPG Transport LLC (Clermont) | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Dorian Geneva LPG Transport LLC (Cratis) | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Dorian Cape Town LPG Transport LLC (Chaparral) | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Dorian Tokyo LPG Transport LLC (Copernicus) | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Commander LPG Transport LLC | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Dorian Explorer LPG Transport LLC (Challenger) | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Dorian Exporter LPG Transport LLC (Caravelle) | |
Vessel Owning Subsidiaries | |
Capacity of vessel (in cubic meters) | 84,000 |
Going Concern (Details)
Going Concern (Details) | Nov. 07, 2017USD ($)item | Sep. 30, 2017USD ($) | Jun. 08, 2017item | Mar. 31, 2017USD ($) |
Going Concern | ||||
Amount of current liabilities in excess of current assets | $ 63,500,000 | |||
Current portion of long-term debt | 126,286,358 | $ 65,978,785 | ||
Repayment of debt | $ 30,100,000 | |||
2017 Bridge Loan | ||||
Going Concern | ||||
Current portion of long-term debt | $ 66,900,000 | $ 66,900,000 | ||
Number of vessels refinanced | item | 1 | |||
Number of VLGC secured by loan agreement | item | 4 | 4 | ||
Repayment of debt | $ 30,100,000 |
Transactions with Related Par33
Transactions with Related Parties (Details) | 3 Months Ended | 6 Months Ended | ||||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)item | Sep. 30, 2016USD ($) | Mar. 31, 2017USD ($) | Jul. 26, 2013 | |
Transactions with Related Parties | ||||||
Fees for chartering and operational services | $ 638,070 | $ 552,922 | $ 1,271,953 | $ 1,105,823 | ||
Due from related parties | 26,802,209 | 26,802,209 | $ 42,457,000 | |||
Eagle Ocean Transport | Maximum | ||||||
Transactions with Related Parties | ||||||
Reimbursed travel and office-related costs | 100,000 | 100,000 | 100,000 | 200,000 | ||
Manager | ||||||
Transactions with Related Parties | ||||||
Due from related parties | 800,000 | 800,000 | 800,000 | |||
Mr. John Hadjipateras | Eagle Ocean Transport | ||||||
Transactions with Related Parties | ||||||
Ownership interest (as a percent) | 100.00% | |||||
Vice President of Chartering, Insurance and Legal, Nigel Grey-Turner | HSSL | ||||||
Transactions with Related Parties | ||||||
Ownership interest (as a percent) | 100.00% | |||||
Helios LPG Pool LLC | ||||||
Transactions with Related Parties | ||||||
Due from related parties | 45,000,000 | $ 45,000,000 | 61,400,000 | |||
Number of vessels that are operating under pooling agreement | item | 28 | |||||
Number of Company vessels that are operating under pooling agreement | item | 17 | |||||
Working capital contributed | 19,800,000 | $ 19,800,000 | $ 19,800,000 | |||
Helios LPG Pool LLC | Phoenix | ||||||
Transactions with Related Parties | ||||||
Number of third party vessels that are operating under pooling agreement | item | 5 | |||||
Helios LPG Pool LLC | Oriental Energy | ||||||
Transactions with Related Parties | ||||||
Number of third party vessels that are operating under pooling agreement | item | 6 | |||||
Other income-related party | Helios LPG Pool LLC | ||||||
Transactions with Related Parties | ||||||
Fees for chartering and operational services | 500,000 | 500,000 | $ 1,100,000 | 900,000 | ||
Other income | ||||||
Transactions with Related Parties | ||||||
Fixed reimbursement of expense from Helios | 300,000 | 500,000 | ||||
Other income | Maximum | ||||||
Transactions with Related Parties | ||||||
Fixed reimbursement of expense from Helios | 100,000 | 100,000 | ||||
Other income | Manager | ||||||
Transactions with Related Parties | ||||||
Fees for chartering and operational services | $ 100,000 | $ 100,000 | $ 200,000 | $ 200,000 |
Deferred Charges, Net (Details)
Deferred Charges, Net (Details) | 6 Months Ended |
Sep. 30, 2017USD ($) | |
Movement in deferred charges, net | |
Balance at the beginning of the period - drydocking costs | $ 1,884,174 |
Additions - drydocking costs | 183,876 |
Amortization - drydocking costs | (245,422) |
Balance at the end of the period - drydocking costs | 1,822,628 |
Additions - equity offering costs | 52,546 |
Balance at the end of the period - equity offering costs | 52,546 |
Balance at the beginning of the period | 1,884,174 |
Additions | 236,422 |
Amortization | 245,422 |
Balance at the end of the period | $ 1,875,174 |
Vessels, Net (Details)
Vessels, Net (Details) - USD ($) | 6 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Mar. 31, 2017 | |
Accumulated depreciation | |||
Vessels, net | $ 1,571,311,420 | $ 1,603,469,247 | |
Vessels | |||
Cost | |||
Balance at the beginning of the period | 1,728,769,295 | ||
Other additions | 218,685 | ||
Balance at the end of the period | 1,728,987,980 | ||
Accumulated depreciation | |||
Balance at the beginning of the period | (125,300,048) | ||
Impairment | 0 | $ 0 | |
Depreciation | (32,376,512) | ||
Balance at the end of the period | (157,676,560) | ||
Mortgaged VLGC vessels, carrying value | $ 1,571,300,000 | $ 1,603,500,000 |
Long-Term Debt (Covenants) (Det
Long-Term Debt (Covenants) (Details) $ in Millions | Jun. 08, 2017USD ($)item | Nov. 07, 2017item | May 31, 2017USD ($)item | Mar. 31, 2015USD ($) |
2015 Debt Facility | ||||
Long-Term Debt | ||||
Number of debt principal payments with relaxed covenants | item | 2 | |||
Minimum cash balance requirement through six months from the Amendment Date | $ 18 | |||
Minimum cash per mortgaged vessel through six months from the Amendment Date | 1 | |||
Minimum cash balance requirement from six months from the amendment date through first anniversary | 29 | |||
Minimum cash per mortgaged vessel from six months from the Amendment Date through first anniversary | 1.6 | |||
Minimum cash balance requirement from first anniversary through thereafter | 40 | |||
Minimum cash per mortgaged vessel from first anniversary through thereafter | 2.2 | |||
Minimum stock offering for recalculation of restricted cash covenants | $ 50 | |||
Percent of principal debt outstanding for recalculation of restricted cash covenants (as a percent) | 5.00% | |||
Minimum cash balance required to be maintained if common stock offering met required threshold | $ 20 | |||
Minimum cash per mortgaged vessel if common stock offering met threshold | $ 1.1 | |||
Minimum interest coverage ratio for following 12 month period (as a percent) | 125.00% | |||
Minimum interest coverage ratio for following subsequent year (as a percent) | 150.00% | |||
Minimum interest coverage ratio for thereafter (as a percent) | 250.00% | |||
Minimum fair market value of mortgaged ships plus any additional security over the outstanding loan balance through March 31, 2018 | 125.00% | |||
Minimum fair market value of mortgaged ships plus any additional security over the outstanding loan balance from April 1, 2018 through March 31, 2019 | 130.00% | |||
Minimum fair market value of mortgaged ships plus any additional security over the outstanding loan balance thereafter | 135.00% | |||
Amendment fees | $ 1.1 | |||
Original loan amount | $ 758 | |||
The amount of restricted cash released | $ 26.8 | |||
2017 Bridge Loan | ||||
Long-Term Debt | ||||
Minimum interest coverage ratio for following 12 month period (as a percent) | 125.00% | |||
Minimum interest coverage ratio for following subsequent year (as a percent) | 150.00% | |||
Original loan amount | $ 97 | |||
The amount of restricted cash released | $ 6 | |||
Number of VLGC secured by loan agreement | item | 4 | 4 | ||
Minimum consolidated liquidity | $ 50 | |||
Minimum cash and cash equivalents, including restricted cash freely available and unencumbered basis | $ 10 | |||
Maximum consolidated net debt to consolidated total capitalization ratio (as a percent) | 60.00% | |||
Minimum stockholder's equity balance | $ 400 | |||
Percent of any new equity raised after closing date (as a percent) | 50.00% | |||
Percent of positive net income for the immediately preceding financial year (as a percent) | 25.00% | |||
Current assets and long-term restricted cash divided by current liabilities ratio (as a percent) | 100.00% | |||
Minimum aggregate market value to principal amount outstanding ratio (as a percent) | 150.00% | |||
2017 Bridge Loan | LIBOR | Period Ending December 7, 2017 | ||||
Long-Term Debt | ||||
Margin added to LIBOR for interest rate on loan facility (as a percent) | 2.50% | |||
2017 Bridge Loan | LIBOR | December 8, 2017 until March 7, 2018 | ||||
Long-Term Debt | ||||
Margin added to LIBOR for interest rate on loan facility (as a percent) | 4.50% | |||
2017 Bridge Loan | LIBOR | March 8, 2018 until June 7, 2018 | ||||
Long-Term Debt | ||||
Margin added to LIBOR for interest rate on loan facility (as a percent) | 6.50% | |||
2017 Bridge Loan | LIBOR | June 8, 2018 until Maturity Date | ||||
Long-Term Debt | ||||
Margin added to LIBOR for interest rate on loan facility (as a percent) | 8.50% | |||
Royal Bank of Scotland plc (RBS) | ||||
Long-Term Debt | ||||
Debt redemption price (as a percent) | 96.00% |
Long-Term Debt (Condensed) (Det
Long-Term Debt (Condensed) (Details) - USD ($) | 6 Months Ended | ||||||
Sep. 30, 2017 | Sep. 30, 2016 | Nov. 07, 2017 | Sep. 30, 2017 | Jun. 08, 2017 | Mar. 31, 2017 | Mar. 31, 2015 | |
Debt obligations | |||||||
Total debt obligations | $ 739,036,835 | $ 770,102,728 | |||||
Less: deferred financing fees | $ 20,138,480 | 20,252,692 | 20,138,480 | ||||
Total | 718,784,143 | 749,964,248 | |||||
Presented as follows: | |||||||
Current portion of long-term debt | 126,286,358 | 65,978,785 | |||||
Long-term debt—net of current portion and deferred financing fees | 592,497,785 | 683,985,463 | |||||
Total | 718,784,143 | 749,964,248 | |||||
Deferred financing fees | |||||||
Deferred finance fees, beginning | 20,138,480 | ||||||
Additions | 2,839,383 | ||||||
Amortization | (2,898,375) | $ (1,893,141) | |||||
Gain on early extinguishment of debt | 173,204 | ||||||
Deferred finance fees, end | $ 20,252,692 | ||||||
Royal Bank of Scotland plc (RBS) | |||||||
Debt obligations | |||||||
Total debt obligations | 99,882,500 | ||||||
Tranche A | |||||||
Debt obligations | |||||||
Total debt obligations | 34,000,000 | ||||||
Tranche B | |||||||
Debt obligations | |||||||
Total debt obligations | 25,570,000 | ||||||
Tranche C | |||||||
Debt obligations | |||||||
Total debt obligations | 40,312,500 | ||||||
2017 Bridge Loan | |||||||
Debt obligations | |||||||
Original 2015 Debt Facility | $ 97,000,000 | ||||||
Total debt obligations | 97,000,000 | ||||||
Presented as follows: | |||||||
Current portion of long-term debt | $ 66,900,000 | 66,900,000 | |||||
2015 Debt Facility | |||||||
Debt obligations | |||||||
Original 2015 Debt Facility | $ 758,000,000 | ||||||
Total debt obligations | 642,036,835 | 670,220,228 | |||||
Commercial Financing | |||||||
Debt obligations | |||||||
Total debt obligations | 218,234,703 | 227,512,277 | |||||
KEXIM Direct Financing | |||||||
Debt obligations | |||||||
Total debt obligations | 166,785,582 | 177,680,534 | |||||
KEXIM Guaranteed | |||||||
Debt obligations | |||||||
Total debt obligations | 171,570,650 | 175,773,718 | |||||
K-sure Insured | |||||||
Debt obligations | |||||||
Total debt obligations | $ 85,445,900 | $ 89,253,699 |
Long-Term Debt (Reclassificatio
Long-Term Debt (Reclassification) (Details) - USD ($) | Nov. 07, 2017 | Sep. 30, 2017 | Mar. 31, 2017 |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Current portion of long-term debt | $ 126,286,358 | $ 65,978,785 | |
Long-term debt | $ 592,497,785 | $ 683,985,463 | |
Repayment of debt | $ 30,100,000 | ||
Scheduled principal repayments | 3,000,000 | ||
Reclassification | |||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Current portion of long-term debt | (27,100,000) | ||
Long-term debt | $ 27,100,000 |
Stock-Based Compensation Plan39
Stock-Based Compensation Plans (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2017 | Jun. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Stock-Based Compensation Plans | ||||||
Unrecognized compensation cost | $ 8.8 | $ 8.8 | $ 8.8 | |||
Weighted average life over which unrecognized compensation is expected to be recognized | 1 year 4 months 17 days | |||||
General and administrative expenses | ||||||
Stock-Based Compensation Plans | ||||||
Stock-based compensation expense | $ 1.2 | $ 1.1 | $ 2.7 | $ 2.1 | ||
Restricted stock awards | ||||||
Number of Shares | ||||||
Unvested at the beginning of the period (in shares) | 1,114,625 | |||||
Granted (in shares) | 259,800 | 278,526 | ||||
Vested (in shares) | (363,885) | |||||
Unvested at the end of the period (in shares) | 1,029,266 | 1,029,266 | 1,029,266 | |||
Weighted-Average Grant-Date Fair Value | ||||||
Unvested at the beginning of the period (in dollars per share) | $ 17.72 | |||||
Granted (in dollars per share) | 7.33 | |||||
Vested (in dollars per share) | 16.81 | |||||
Unvested at the end of the period (in dollars per share) | $ 15.23 | $ 15.23 | $ 15.23 | |||
Restricted stock awards | Vest immediately | ||||||
Stock-Based Compensation Plans | ||||||
Vesting (as a percent) | 25.00% | |||||
Restricted stock awards | Vest one year after grant | ||||||
Stock-Based Compensation Plans | ||||||
Vesting (as a percent) | 25.00% | |||||
Restricted stock awards | Vest two years after grant | ||||||
Stock-Based Compensation Plans | ||||||
Vesting (as a percent) | 25.00% | |||||
Restricted stock awards | Vest three years after grant | ||||||
Stock-Based Compensation Plans | ||||||
Vesting (as a percent) | 25.00% | |||||
Non-executive director | Restricted stock awards | ||||||
Number of Shares | ||||||
Granted (in shares) | 8,385 | 7,220 | ||||
Non-employee consultant | Restricted stock awards | ||||||
Number of Shares | ||||||
Granted (in shares) | 1,677 | 1,444 |
Revenues (Details)
Revenues (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues. | ||||
Net pool revenues—related party | $ 20,468,380 | $ 20,837,311 | $ 48,943,739 | $ 58,496,696 |
Time charter revenues | 12,507,394 | 12,465,684 | 25,072,049 | 24,998,035 |
Voyage charter revenues | 1,733,247 | 1,733,247 | ||
Other revenues, net | 20,000 | 308,238 | 5,458 | 632,278 |
Total revenues | $ 34,729,021 | $ 33,611,233 | $ 75,754,493 | $ 84,127,009 |
Financial Instruments and Fai41
Financial Instruments and Fair Value Disclosures (Swaps) (Details) $ in Millions | 1 Months Ended | ||
Jun. 30, 2016USD ($)item | Oct. 31, 2015USD ($) | Sep. 30, 2015USD ($) | |
Interest rate swaps | Citibank N.A. | |||
Derivative Instruments | |||
Number of interest rate swaps entered into | item | 2 | ||
Fixed interest rate (as a percent) | 1.38% | 1.93% | |
Nominal value | $ 128.6 | $ 200 | |
Interest rate swaps | ING Bank N. V. Member | |||
Derivative Instruments | |||
Fixed interest rate (as a percent) | 2.00% | ||
Nominal value | $ 50 | ||
Interest rate swaps | CBA | |||
Derivative Instruments | |||
Fixed interest rate (as a percent) | 1.43% | ||
Nominal value | $ 85.7 | ||
1.21% interest rate swap due March 2022 | Citibank N.A. | |||
Derivative Instruments | |||
Fixed interest rate (as a percent) | 1.21% | ||
Nominal value | $ 73 | ||
1.16% interest rate swap due March 2022 | Citibank N.A. | |||
Derivative Instruments | |||
Fixed interest rate (as a percent) | 1.16% | ||
Nominal value | $ 30 |
Financial Instruments and Fai42
Financial Instruments and Fair Value Disclosures (FV) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Mar. 31, 2017 | |
Derivative Instruments | |||||
Change in fair value | $ 652,160 | $ 6,528,203 | $ (1,718,031) | $ 2,158,344 | |
Realized loss on derivatives | (435,920) | (2,333,915) | (1,048,783) | (4,590,703) | |
Interest rate swaps | Derivatives not designated as hedging instruments | |||||
Derivative Instruments | |||||
Gain/(loss) on derivatives, net | 216,240 | 4,194,288 | (2,766,814) | (2,432,359) | |
Interest rate swaps | Derivatives not designated as hedging instruments | Unrealized loss on derivatives | |||||
Derivative Instruments | |||||
Change in fair value | 652,160 | 6,528,203 | (1,718,031) | 2,158,344 | |
Interest rate swaps | Derivatives not designated as hedging instruments | Realized loss on derivatives | |||||
Derivative Instruments | |||||
Realized loss on derivatives | (435,920) | $ (2,333,915) | (1,048,783) | $ (4,590,703) | |
Interest rate swaps | Derivatives not designated as hedging instruments | Other non-current assets-Derivative instruments | |||||
Derivative Instruments | |||||
Derivative Asset | 4,224,541 | 4,224,541 | $ 5,843,368 | ||
Interest rate swaps | Derivatives not designated as hedging instruments | Long-term liabilities-Derivatives instruments | |||||
Derivative Instruments | |||||
Liability derivatives | $ 99,204 | $ 99,204 |
Earnings_(Loss) Per Share (EP43
Earnings/(Loss) Per Share (EPS) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Numerator: | ||||
Net loss | $ (11,915,136) | $ (7,145,588) | $ (18,605,106) | $ (8,436,709) |
Denominator: | ||||
Basic weighted average number of common shares outstanding (in shares) | 54,076,271 | 53,879,282 | 53,976,330 | 54,307,779 |
EPS: | ||||
Loss per common share – basic (in dollars per share) | $ (0.22) | $ (0.13) | $ (0.34) | $ (0.16) |
Loss per common share – diluted (in dollars per share) | $ (0.22) | $ (0.13) | $ (0.34) | $ (0.16) |
Restricted stock awards | ||||
EPS: | ||||
Number of shares excluded from the calculation of diluted EPS | 1,029,266 | 1,115,000 | 1,029,266 | 1,115,000 |
Commitments and Contingencies44
Commitments and Contingencies (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Operating Leases | ||||
Operating lease rent expense | $ 108,358 | $ 90,992 | $ 214,550 | $ 206,022 |
Commitments under Operating Leases | ||||
Less than one year | 247,648 | 247,648 | ||
One to three years | 95,284 | 95,284 | ||
Total | 342,932 | 342,932 | ||
Fixed time charter | ||||
Fixed Time Charter Contracts | ||||
Less than one year | 43,783,113 | 43,783,113 | ||
One to three years | 40,951,227 | 40,951,227 | ||
Three to five years | 1,058,252 | 1,058,252 | ||
Total | $ 85,792,592 | $ 85,792,592 |
Shareholder Rights Plan (Detail
Shareholder Rights Plan (Details) | Dec. 16, 2016$ / sharesshares |
Shareholder Rights Plan | |
Dividend issued for each share of common stock (in shares) | 1 |
Exercise price of rights (in dollars per share) | $ / shares | $ 60 |
Shares entitled to purchase with rights (in shares) | 1 |
Minimum | |
Shareholder Rights Plan | |
Ownership to trigger rights exercisable (as a percent) | 15.00% |
Maximum | |
Shareholder Rights Plan | |
Ownership to trigger rights exercisable (as a percent) | 50.00% |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | Nov. 07, 2017USD ($) |
Subsequent Events | |
Repayment of debt | $ 30.1 |
2017 Bridge Loan | |
Subsequent Events | |
Repayment of debt | 30.1 |
2017 Bridge Loan | Subsequent events | |
Subsequent Events | |
Repayment of debt | $ 30.1 |
Refinanced Corsair Loan | Subsequent events | |
Subsequent Events | |
Stated rate (as a percent) | 4.90% |
Estimated financing cost to be incurred | $ 0.1 |
Monthly brokerage commission (as a percent) | 1.25% |
Brokerage commission fee on exercised purchase option excluding buyer deposit (as a percent) | 1.00% |
Periodic principal payment amount | $ 0.3 |
Principal payment frequency | monthly |
Balloon payment amount | $ 13 |
Corsair LPG Transport LLC | Subsequent events | |
Subsequent Events | |
Number of years of vessel | 3 years |
Value of vessel transferred | $ 65 |
Term of Charter Agreement | 12 years |
Period until purchase option exercisable | 2 years |
Proceeds from sale of vessel | $ 52 |
Deposit held by purchaser | $ 13 |