FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of July, 1999 CENARGO INTERNATIONAL PLC (Translation of registrant's name into English) Puttenham Priory Puttenham Surrey GU3 1AR United Kingdom (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F X Form 40-F Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes No X INFORMATION CONTAINED IN THIS FORM 6-K REPORT Set forth herein is a copy of the report to shareholders for the quarter ended March 31, 1999 containing certain unaudited financial information and a Management's Discussion and Analysis of Financial Condition and Results. 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS General Cenargo, an English company, is a diversified international transportation group specialising in European freight and passenger ferry services and deep sea dry cargo shipping, as well as the movement of surface and air freight and the management of freight logistics. Results of Operations Three months ended March 31, 1999 compared to three months ended March 31, 1998. Operating Revenues Operating revenues decreased in the second quarter ended March 31, 1999 (the '1999 quarter') by $2.4 million to $26.0 million compared to $28.4 million in the second quarter ended March 31, 1998 (the '1998 quarter'). The decrease comprises a $7.9 million decrease in charter hire revenues, a $3.2 million increase in ferry service revenues and a $2.3 million increase in logistics and other revenues. The increase in ferry service revenues was due to the inclusion of Merchant Ferries new Liverpool - Dublin RoPax service which commenced operation in February 1999. The decrease in charter hire revenue represents the loss of charter hire previously generated by seven of the Companies deep sea vessels disposed of in the second quarter of 1998 and the first quarter of 1999. The increase in logistics and other revenue was due to the inclusion of revenue from Duncan International acquired in May 1998 and Freightwatch Limited acquired on 2 March 1999. Operating Expenses Vessel and other operating costs decreased in the 1999 quarter by $0.6 million to $19.3 million compared to $19.9 million in the 1998 quarter, primarily as a result of the inclusion of Duncan and Freightwatch results and the operating costs of the Liverpool - - Dublin RoPax service in the 1999 quarter off set by decreased deep sea operating costs as a result of the seven vessels sold. Depreciation for the 1999 quarter has decreased by $0.4 million to $2.1 million compared to $2.5 million in the 1998 quarter, which represents a reduction of depreciation on vessels sold off set by the inclusion of depreciation on the two RoPax vessels delivered to the company in September 1998 and January 1999. Amortisation of dry docking and special survey costs for the 1999 3 quarter decreased by $0.1 million to $0.3 million compared to $0.4 million in the 1998 quarter due to the vessels sold. General administrative expenses for the 1999 quarter decreased by $0.3 million to $3.3 million compared to $3.6 million in the 1998 quarter due to the inclusion of non recurring costs on the acquisition of Scruttons Plc in the 1998 quarter, reductions in Head Offices costs in the 1999 quarter partially off set by the inclusion of Duncan's results in the 1999 quarter. Foreign exchange loss for the 1999 quarter has increased by $0.2 million to $0.3 million compared to $0.1 million in the 1998 quarter. The increase represents unrealised losses on re- translation of monetary sterling based assets and liabilities within US Dollar reporting subsidiary companies. Primarily as a result of these developments total operating expenses decreased by $1.1 million to $25.5 million for the 1999 quarter compared to $26.6 million for the 1998 quarter. Net Operating Income As a result of the foregoing factors, net operating income decreased by $1.4 million to $0.5 million for the 1999 quarter compared to operating income of $1.9 million for the 1998 quarter. Other Income/Expenses Interest income increased by $0.6 million to $0.9 million for the 1999 quarter compared to $0.3 million for the 1998 quarter due to increased interest income from cash deposits from the proceeds of the disposal of vessels. Interest expense increased by $2.2 million to $4.8 million for the 1999 quarter compared to $2.6 million for the 1998 quarter. The increase was due to the increased interest costs as a result of the issue of the Ship Mortgage Notes. The gain on disposal of assets of $4.5 million in the 1998 quarter represented the profit on sale of three of the company's Panamax vessels in the 1998 quarter. Net Income As a result of the foregoing net income decreased by $4.8 million to a net loss of $2.2 million for the 1999 quarter compared to net income of $2.6 million for the 1998 quarter. EBITDA generated was $3.0 million for the 1999 quarter compared to $9.4 million for the 1998 quarter. 4 Six months ended March 31, 1999 Compared to six months ended March 31, 1998 Operating Revenues Operating revenues increased in the six months ended March 31, 1999 (the '1999 period') by $1.0 million to $52.4 million compared to $51.4 million in the six month ended March 31, 1998 (the '1998 period'). The increase comprises a $14.9 million decrease in charter hire revenues, a $12.5 million increase in ferry service revenues and $3.4 million increase in logistics and other revenues. The increase in ferry service revenues was due the inclusion of Belfast Freight Ferries ('BFF') results (acquired as part of the Scruttons Plc Group in the second quarter of 1998), the inclusion of charter hire from the Dawn Merchant (RoPax vessel) employed under a short term time charter during the first quarter of 1999 and income from Merchant Ferries Liverpool - Dublin RoPax service which commenced operations in February 1999. The decrease in charter hire revenue represents the loss of charter hire previously generated by nine of the Company's deep sea vessels disposed of in the first and second quarters of 1998 and the first quarter of 1999 and the inclusion of $1.3 million liquidated damages received from the shipyard for the late delivery of the Brave Merchant. The increase in logistics and other revenue was due to the inclusion of the results of Duncan International acquired in May 1998 and Freightwatch Limited acquired on 2 March 1999. Operating Expenses Vessel and other operating costs increased in the 1999 period by $3.9 million to $38.5 million compared to $34.6 million in the 1998 period, primarily as a result of the inclusion of BFF and Duncan results in the 1999 period off set by decreased deep sea operating costs as a result of the nine vessels sold. Depreciation for the 1999 period has decreased by $1.6 million to $4.0 million compared to $5.6 million in the 1998 period, which represents a reduction of depreciation on vessels sold off set by the inclusion of depreciation on BFF vessels for the whole of the 1999 period. Amortisation of dry docking and special survey costs has decreased by $ 0.1 million to $0.7 million for the 1999 period compared to $0.8 million for the 1998 period, reflecting an increase due to the inclusion of BFF vessels off set by a decrease due to the vessels sold. General and administrative expenses for the 1999 period increased by $0.6 million to $6.7 million compared to $6.1 million in the 1998 period representing the inclusion of BFF and Duncan costs for the whole of the 1999 period and the inclusion of non 5 recurring costs on the acquisition of Scruttons Plc in the 1998 period. Foreign exchange loss increased by $0.8 million to a loss of $0.5 million in the 1999 period compared to a gain of $0.3 million in the 1998 period, primarily reflecting the unrealised losses in the 1999 period on re-translation of sterling monetary assets and liabilities within US Dollar reporting subsidiary companies. Primarily as a result of these developments total operating expenses increased by $3.5 million to $50.4 million for the 1999 period compared to $46.9 million for the 1998 period. Net Operating Result As a result of the foregoing factors, net operating income decreased by $2.5 million to $2.0 million for the 1999 period compared to $4.5 million for the 1998 period. Other Income/Expenses Interest income increased by $1.9 million to $2.2. million for the 1999 period compared to $0.3 million for the 1998 period due to increased interest income from cash deposits from the proceeds of the disposal of vessels. Interest expense increased by $4.4 million to $9.8 million for the 1999 period compared to $5.4 million for the 1998 period. The increase was due to the increased interest cost as a result of the issue of the Ship Mortgage Notes and the inclusion of interest on BFF vessels' capital leases for the whole of the 1999 period. The gain on disposal of assets was $2.0 million in the 1999 period compared to $14.1 million in the 1998 period. The gain in the 1999 period represents the profit on sale of the Merchant Prince and the Moon Dance and the gain in the 1998 period represents the profit on disposal of nine of the company's deep sea vessels. Net Income As a result of the foregoing net income decreased by $11.6 million to a net loss of $2.4 million for the 1999 period compared to net income of $9.2 million for the 1998 period. EBITDA generated was $8.7 million for the 1999 period compared to $25.1 million for the 1998 period. 6 Liquidity and Capital Resources Total shareholders equity at March 31, 1999 was $50.8 million compared to $66.7 million at March 31, 1998. The decrease of $15.9 million is represented by a net loss of $15.4 million and a cumulative translation adjustment of $0.5 million on translation of sterling based subsidiary companies. Long term debt at March 31, 1999 consists of $172.5 million of 9.75% First Priority Ship Mortgage Notes and $51.2 million currently drawn down from an $85 million facility to finance building contracts for two further RoPax vessel new buildings together with other secured debt and obligations under capital leases. At March 31, 1999 the company had cash and cash equivalents of $87.3 million compared with $16.2 million at March 31, 1998. Cash and cash equivalents increased by $71.1 million primarily as a result of the disposition of vessels and proceeds from the offering of the Ship Mortgage Notes. At March 31, 1999 $55.0 million is held in escrow and blocked deposit accounts. $53.8 million to secure the Ship Mortgage Notes on the sale of mortgaged vessels and $1.2 million to secure other guarantees. Free cash balances total $32.3 million at March 31, 1999. SEGMENT ANALYSIS Irish Sea The results for the second quarter include the start up of the new Liverpool/Dublin service on 15 February 1999. As reported in the press release relating to the First Quarter's results, there was a minor technical problem which meant that one of the new vessels had to be immediately withdrawn for 10 days for repairs to be effected. Although the cost of the repairs is recoverable from the yard, the loss of earnings adversely affected results and also customer confidence. We are pursuing an action against the engine manufacturers for losses. We have not taken any potential recovery into the results for the Quarter. We continue to pursue the outstanding penalties of approximately US$800,000 due from the shipyard as a result of the delay to the delivery of the Brave Merchant. No credit has been taken in the results to date in relation to this outstanding amount. There have been no further incidents on either vessel. Operationally the service has performed well and is succeeding in attracting an increasing amount of cargo. Up to the end of May 1999 the service has carried approximately 16500 units (and is currently carrying at an annualised volume of 66000 units) at rates in excess of those which we budgeted. Support has been 7 especially strong on the night-time sailings particularly from Liverpool to Dublin. Support has been less strong on sailings from Dublin, where there appears to be a fall in export volumes. We have also not attracted the level of cargo that we expected on the daytime sailing's although this is gradually increasing as the regularity and reliability of the service becomes known. The Heysham/Belfast service performed very well during the Quarter carrying approximately 32000 units at budgeted rates. The Heysham/Dublin service was adversely affected by the scarcity of berthing slots in Dublin. We had received assurances that additional berthing facilities would be made available to us in the port following the start up of the new Liverpool/Dublin service. In effect these did not materialise. This meant that the two vessels on this service had to be rescheduled away from the prime slot times to make way for the two new vessels operating on the Liverpool/Dublin service. As a result trailer units carried in April 1999 were 4387, compared to a budgeted volume of 5248 units. Rates, as a result of not being able to offer a prime time service, were also marginally less than we had budgeted. Urgent action is being taken to correct this Dublin berthing problem although we do not now expect any real improvement in the short term. Duty free is expected to be cancelled within Europe with effect from end June 1999. This will be beneficial to the Company, as it should lead to increases in rates to compensate other shipping lines for the loss of revenue and profitability from duty free sales. Logistics The purchase of the Eaglescliffe site continues to be delayed by Government bureaucracy. This delay in acquiring the site continues to inhibit the commercial development of the site, and the resultant profitability. We are assured that completion of the purchase will take place by end July 1999. Deep Sea The company's two remaining deep-sea vessels, the Merchant Premier and the Merchant Principal, remain on charter to BHP. The charters expire end August 1999. The company is proposing to sell the two vessels on expiration of the charters. The proceeds for the two ships are expected to be approximately US$3 million. The company has no plans to move back into the deep sea markets in the foreseeable future. 8 Ferrimaroc The results for the Quarter are above budget, with both volumes and rates being higher than those budgeted, particularly for freight. Bookings for the summer season are also much higher than last year. The service is currently being operated with one vessel, the Scirocco. A second vessel, Mistral, will enter the service at the end of June 1999, to capitalise on the summer season volumes. Year 2000 Computer Problem The Year 2000 computer problem arises because many computer hardware and software systems use only two digits to represent the year. As a result, these systems and programs many not process dates beyond 1999, which may cause errors in information or systems failures resulting in widespread commercial disruption. The operations of the Company depend on the computer systems and other equipment, with embedded computer chips, of the Company as well as systems and equipment of key suppliers, customers, banks, advisors and other dependencies. This exposes the Company to the risk of business interruption in the event that there is a failure of the Company's computer systems or equipment or failure by other parties to remedy their own Year 2000 issues. The Company has formed a Year 2000 project team. The team comprises Senior Management representatives from each business within the company and is co-ordinated by an appointed Year 2000 Project Manager. The team meets on a regular basis to assess progress of the project against a project timetable and the Project Manager reports regularly to the Company Board. The Company has developed an action plan to minimise the threat of business disruption from Year 2000 non-compliance related issues. The Company has largely completed the inventory and assessment phases of the project and remediation, testing and implementation phases of the project remain on schedule to meet an August 31, 1999 target date. The Company believes that the costs of preparations for the Year 2000 from calendar year 1998 through to 2000 is approximately $0.75 million of which an estimated $0.5 million has been spent as of March 31, 1999. The technical managers of the Company's vessels have identified the Year 2000 issues in regard to their own systems and the onboard systems of those of the Company's vessels that each manager maintains and expect to resolve any relevant issues prior to January 1 2000. The company continues to believe it is taking the necessary steps to resolve the Year 2000 issues. However, the Year 2000 also presents a number of other risks and uncertainties that could 9 affect the company including utilities and telecommunications failures, the lack of personnel skilled in the resolution of Year 2000 issues, and the nature of government responses to the issues, amongst others. Given the possible consequences of failure to resolve such Year 2000 issues, there can be no assurances that any such failures would not have a material adverse effect on the company's business, financial conditional and results of operations. European Monetary Union - Euro On January 1 1999, eleven member countries of the European Union established fixed conversion rates between their existing sovereign currencies, and adopted the Euro as their new common currency. The Euro is currently trading on currency exchanges and the legacy currencies will remain legal tender in participating countries for a transition period between January 1, 1999 and January 1, 2002. During the transition period, non cash payments can be made in the Euro and parties can elect to pay for goods and services and transact business using either Euro or a legacy currency. Between January 1, 2002 and July 1, 2002 the participating countries will introduce Euro notes and coins and will withdraw all legacy currencies so that they will no longer be available. Although the United Kingdom is currently not participating in the Euro the Company's businesses trade extensively within the Euro Zone. The Company will continue to evaluate all pricing, currency risk, accounting, tax, governmental, legal and regulatory issues as guidance becomes available. Based on current information the Company does not expect that Euro conversion will have a material adverse affect on its business or financial condition. FORWARD LOOKING STATEMENTS This release contains forward looking statements (as defined in Section 21E of the Securities Exchange Act of 1934, as amended) which reflect management's current views with respect to certain future events and performance, including statements relating to multi purpose vessel charters and Irish sea freight ferry volumes and rates. The following factors are among those that could cause actual results to differ materially from the forward looking statements, which involve risks and uncertainties, and that should be considered in evaluating any such statements: changes in the political environment in Northern Ireland and Eire, Spain and Morocco, changes in the level of competition in the Irish Sea and Mediterranean, changes in the ability to provide a regular scheduled service on the Irish sea and the company's Mediterranean service. 10 Unaudited Consolidated Statements of Income Three Months Ended March 31, 1999, 1998 (Expressed in US $000) 1999 1998 Operating revenues Charterhire income 2,951 11,189 Ferry service income 18,103 14,906 Logistics and other income 5,070 2,811 Brokers' commission (112) (478) ------- -------- 26,012 28,428 ------- -------- Operating expenses Vessel and other operating costs 19,359 19,946 Depreciation 2,147 2,545 Amortisation of drydocking 331 394 Goodwill amortisation 30 23 General and administrative exps 3,293 3,554 Foreign exchange (gain) loss 304 93 ------- -------- 25,464 26,555 ------- -------- Operating income 548 1,873 Other income (expense) Interest income 916 254 Interest expense (4,804) (2,571) Gain on disposal of assets (12) 4,530 ------- -------- (3,900) 2,213 ------- -------- Income before income taxes (3,352) 4,086 Income taxes 1,130 (1,387) Minority Interests (20) (47) ------- -------- Net income (loss) (2,242) 2,652 ------- -------- 11 Additional financial information EBITDA (note 4) 3,044 9,365 EBITDA to interest expense, net 0.8x 4.0x See accompanying notes to unaudited consolidated financial statements 12 Unaudited Consolidated Statements of Income Six Months Ended March 31, 1999, 1998 (Expressed in US $000) 1999 1998 Operating revenues Charterhire income 5,896 21,524 Ferry service income 37,227 24,675 Logistics and other income 9,521 6,111 Brokers' commission (245) (874) ------- -------- 52,399 51,436 ------- -------- Operating expenses Vessel and other operating costs 38,504 34,590 Depreciation 3,969 5,639 Amortisation of drydocking 651 782 Goodwill amortisation 53 46 General and administrative exps 6,692 6,142 Foreign exchange (gain) loss 499 (285) ------- -------- 50,368 46,914 ------- -------- Operating income 2,031 4,522 Other income (expense) Interest income 2,176 283 Interest expense (9,835) (5,395) Gain on disposal of assets 1,992 14,123 ------- -------- (5,667) 9,011 ------- -------- Income before income taxes (3,636) 13,533 Income taxes 1,325 (4,258) Minority Interests (59) (115) Net income (loss) (2,370) 9,160 ------- -------- Additional financial information EBITDA (note 4) 8,696 25,112 EBITDA to interest expense, net 1.1x 4.9x See accompanying notes to unaudited consolidated financial statements. 13 Unaudited Consolidated Balance Sheets As of March 31, 1999, 1998 (Expressed in US$000) 1999 1998 Assets Current assets Cash and cash equivalents 32,317 16,196 Cash held in escrow and blocked deposits 54,972 - Trade accounts receivable 20,189 18,870 Other receivables 3,330 15,018 Due from joint ventures 122 - Inventories 1,137 2,134 Prepaid expenses and accrued income 1,938 1,443 ------- ------- 114,005 53,661 Land and buildings 14,245 11,419 Vessels and equipment 138,621 139,535 Vessels under construction 53,440 70,884 Loans to joint ventures 4,083 4,255 Other investments 567 15,772 Goodwill, net 2,102 889 Deferred charges, net 7,625 2,187 Pension fund debtor 4,960 - ------- ------- Total assets 339,648 298,602 ------- ------- Liabilities and shareholders' equity Current liabilities Current maturities of long-term debt 1,685 33,641 Capital lease obligations 3,303 3,040 Trade accounts payable 12,927 14,710 Accrued expenses 3,521 3,480 Accrued interest - Ship Mortgage Notes 4,977 - Other creditors 2,370 7,023 ------- ------- 28,783 61,894 Long-term liabilities Long-term debt 57,325 123,273 Ship mortgage notes 172,483 - Capital lease obligations 14,168 15,858 Other creditors 1,833 1,748 Deferred taxation 14,250 29,138 ------- ------- Total liabilities 288,842 231,911 ------- ------- 14 Shareholders' equity Share capital 21 - Cumulative translation adjustment 223 733 Retained earnings 50,562 65,958 ------- ------- Total shareholders' equity 50,806 66,691 ------- ------- Total liabilities and shareholders' equity 339,648 298,602 ------- ------- See accompanying notes to unaudited consolidated financial statements. 15 Unaudited Consolidated Statements of Cash Flows Six Months Ended March 31, 1999, 1998 (Expressed in US$000) 1999 1998 Operating Activities Net income (loss) (2,370) 9,160 Amortisation of drydocking and deferred charges 788 672 Amortisiation of ship mortgage notes discount 137 - Depreciation 3,969 5,639 (Gain) loss on disposition of fixed assets (1,992) (14,123) Foreign exchange (gain) loss (383) 2,130 Goodwill amortisation 53 46 (Increase) decrease in pension debtor (10) - (Increase) decrease in trade debtors (2,942) (4,578) (Increase) decrease in other debtors 2,562 (11,066) (Increase) decrease in stock 667 161 (Increase) decrease in prepayments and accrued income 1,964 525 Increase (decrease) in trade creditors 1,772 3,497 Increase (decrease) in other creditors (9,536) 266 Increase (decrease) in accrued expenses (3,551) (883) Increase (decrease) in deferred tax liability (1,325) 4,435 -------- -------- Net cash (used) in operating activities (10,197) ( 4,119) -------- -------- Investing activities Additions to vessels and equipment (2,744) (2,489) Additions to vessels under construction (26,204) (28,810) Additions to land and buildings - (92) Purchase of subsidiary companies (1,035) (20,760) Proceeds from sale of capital assets 66,550 71,890 -------- -------- 36,567 19,739 -------- -------- Financing activities Proceeds from long-term debt 8,550 38,145 Repayment of long-term debt (1,056) (46,024) Due to joint ventures 1,876 (566) Repayments of capital leases (1,925) (221) Proceeds from capital leases 1,305 797 Deferred charges paid (770) (627) -------- -------- 7,980 (8,496) -------- -------- 16 Net increase (decrease) in cash and cash equivalents 34,350 7,124 Cash and cash equivalents at beginning of period 52,939 9,072 -------- ------- Cash and cash equivalents at end of period 87,289 16,196 -------- ------- See accompanying notes to unaudited consolidated financial statements. 17 Notes to Unaudited Consolidated Financial Statements March 31, 1999, 1998 1. Interim accounting policy In the opinion of management of Cenargo International Plc (the "Company") the accompanying unaudited consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary to present fairly in accordance with accounting principles generally accepted in the U.S. the financial position of the Company and the results of operations and cash flows for the six months ended March 31, 1999 and 1998. Although the Company believes that the disclosure in these financial statements is adequate to make the information presented not misleading, certain information and footnote information normally included in interim financial statements prepared in accordance with generally accepted accounting principles has been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. Results of operations for the six months ended March 31, 1999 and 1998 are not necessarily indicative of what operating results may be for the full year. 2. Changes in shareholder's equity Cumulative Ordinary translation share Retained adjustment capital earnings ----------- -------- -------- Balance at September 30, 1997 $ (47) $ - $ 56,798 Net income (loss) 686 - 9,160 -------- --------- --------- Balance at March 31, 1998 $ 733 $ - $ 65,958 ======== ========= ========= Balance at September 30, 1998 $ 384 $ 21 $ 52,932 Net income (loss) (161) - (2,370) -------- --------- --------- Balance at March 31, 1999 $ 223 $ 21 $ 50,562 ======== ========= ========= 18 3. Contingent liability The company insures the legal liability risks for its shipping activities with the Steamship Mutual, UK Mutual and North of England mutual protection and indemnity associations. As a member of mutual associations, the company is subject to calls payable to the associations based on the company's claims record in addition to the claims record of all other members of the associations. A contingent liability exists to the extent that the claims records of the members of the associations in the aggregate show significant deterioration which result in additional calls on the members. 19 Notes to Unaudited Consolidated Financial Statements March 31, 1999, 1998 4. EBITDA EBITDA is defined as net income before taxes, interest expense, interest income, depreciation, amortisation of dry docking and special survey costs, amortisation of goodwill and minority interest. EBITDA includes profits and losses on disposition of vessels which management believes to be a significant part of the Company's operating activities and thus included within the EBITDA calculation. 20 FLEET LIST AT MARCH 31, 1998 Year Vessel Name Vessel Type Capacity Built Flag MERCHANT PRINCIPAL Multipurpose 17,944 dwt Container 504 TEU 1977 Hong Kong MERCHANT PREMIER Multipurpose 17,944 dwt Container 504 TEU 1977 Hong Kong MERCHANT BRAVERY C RoRo 40 cars 1978 Bahamas 100 trailer units MERCHANT BRILLIANT C RoRo 40 cars 1979 Bahamas 100 trailer units MERCHANT VENTURE C RoRo 55 trailer units 1979 British (Isle of Man) RIVER LUNE RoRo 49 cars 1983 Bahamas 93 trailer units SAGA MOON RoRo 50 cars 1984 British (Gibraltar) 72 trailer units SPHEROID RoRo 53 trailer units 1971 British (Isle of Man) MISTRAL * Passenger/Car 2,386 passengers 1981 Bahamas Ferry 700 cars SCIROCCO C Passenger/Car 1,315 passengers 1974 Bahamas Ferry 296 cars 30 trailer units DAWN MERCHANT C RoPax 250 passengers 1998 British (Isle 164 trailer units of Man) BRAVE MERCHANT C RoPax 250 passengers 1999 British (Isle 164 trailer units of Man) HULL 289 RoPax 250 passengers expected Bahamas 164 trailer units 2000 HULL 290 RoPax 250 passengers expected Bahamas 164 trailer units 2000 21 C Collateral vessel securing 9% Ship Mortgage Notes * Operated under an operating lease. CENARGO INTERNATIONAL PLC HEAD OFFICE Puttenham Priory Puttenham Surrey GU3 1AR Telephone + 44 1483 241000 Facsimile + 44 1483 241010 22 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CENARGO INTERNATIONAL PLC (registrant) Dated: June 10, 1999 By: /s/ Michael Hendry ___________________ Michael Hendry Chairman 23 02442003.AA3