Document

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 15, 2019

PANGAEA LOGISTICS SOLUTIONS LTD.

(Exact Name of Registrant as Specified in Charter)



Bermuda	001-36139	N/A
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

c/o Phoenix Bulk Carriers (US) LLC

109 Long Wharf, Newport, Rhode Island 02840

(Address of Principal Executive Offices) (Zip Code)

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):



	o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)



	o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



	o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))



	o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))



Item 2.02	Results of Operations and Financial Condition.

On May 14, 2019, Registrant issued a press release announcing financial results for the three months ended March 31, 2019 and 2018. The full text of this press release is included as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report, including the exhibit attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933.



Item 7.01	Regulation FD Disclosure.

The press release and slide presentation contain summary information regarding the Company and include financial results for the three months ended March 31, 2019 and 2018. The presentation, which may be distributed to potential shareholders, is attached as Exhibit 99.2 to this Current Report on Form 8-K. Statements in this Current Report on Form 8-K, may contain certain statements about the Company and its consolidated subsidiaries that do not directly or exclusively relate to historical facts. The statements are “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements are necessarily estimates reflecting the best judgment and current expectations, plans, assumptions and beliefs about future events (in each case subject to change) of the Company’s senior management and management of its subsidiaries and involve a number of risks, uncertainties and other factors, some of which may be beyond the Company’s control that could cause actual results to differ materially from those expressed or implied in such forward-looking statements. Without limitation, any statements preceded or followed by or that include the words “targets,” “plans,” “believes,” “expects,” “intends,” “will,” “likely,” “may,” “anticipates,” “estimates,” “projects,” “should,” “would,” “expect,” “positioned,” “strategy,” “future,” “potential,” “plan,” “forecast,” or words, phrases or terms of similar substance or the negative thereof, are forward-looking statements. Factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements are discussed under the heading “Risk Factors” and “Forward-Looking Statements” in the company’s most recent annual report on Form 10-K filed with the Securities and Exchange Commission (“SEC”), as they may be updated in any future reports filed with the SEC. If one or more of these factors materialize, or if any underlying assumptions prove incorrect, the Company’s actual results, performance, or achievements may vary materially from any future results, performance or achievements expressed or implied by these forward-looking statements. Forward-looking statements included herein are made as of the date hereof, and the Company undertakes no obligation to update publicly such statements to reflect subsequent events or circumstances. The information in this Current Report, including the exhibit attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933.



Item 9.01	Financial Statements, Pro Forma Financial Information and Exhibits.

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 hereunto duly authorized.



	PANGAEA LOGISTICS SOLUTIONS LTD.

	By:	/s/ Gianni Del Signore
		Name: Gianni Del Signore Title: Chief Financial Officer

Pangaea Logistics Solutions Ltd. Reports Financial Results for the Quarter Ended March 31, 2019

NEWPORT, RI - May 14, 2019 - Pangaea Logistics Solutions Ltd. (“Pangaea” or the “Company”) (NASDAQ: PANL), a global provider of comprehensive maritime logistics solutions, announced today its results for the three months ended March 31, 2019.

1st Quarter Highlights

Net income attributable to Pangaea Logistics Solutions Ltd. of $3.7 million as compared to $4.3 million for the three months ended March 31, 2018.

Pangaea's TCE rates were $12,029 for the three months ended March 31, 2019 and $13,849 for the three months ended March 31, 2018 while the market average for the first quarter was approximately $7,160, giving the Company an overall average premium over market rates of approximately $4,869 or 68%.

Total revenue increased slightly to $79.5 million for the three months ended March 31, 2019, up from $79.0 million for the three months ended March 31, 2018.

At the end of the quarter, Pangaea had $61.6 million in cash, restricted cash and cash equivalents.

Ed Coll, Chief Executive Officer of Pangaea Logistics Solutions, commented:

"We navigated a challenging market in the first quarter of 2019. The precipitous drop in the market late in 2018 and early 2019 surprised many of us, but we have seen some recovery in the market. Significant events that impacted the larger segments of the dry bulk market eventually had some impact on the smaller segments, which we saw in the first quarter. The average market index for our panamax and supramax fleet was down about 32% compared to the prior year, but our average TCE declined only 13%. Our ability to quickly reduce our volume is one way we use our business model to protect our bottom line during volatile markets. Our dedication to our clients' needs, long term contracts, and niche market focus all contributed to our out-performance of market rates by approximately $4,869, or a 68% premium.

"Our cash position has strengthened and has enabled us to make a commitment to build two new vessels to expand our ice fleet niche. We will continue to seek opportunities and prudently invest in ways which optimize our business and, by extension , enhance shareholder value," continued Mr. Coll. " Following the end of the quarter, we acquired a new vessel for our fleet, the m/v Bulk Independence, a 2008 Japanese built supramax, and we are expanding our reach on shore with our participation in the Brayton Point Terminal operation. We are excited about the future of our business. We are expanding thoughtfully, and are implementing plans for our future in providing more maritime capabilities. This is where we will continue to focus, as pure ship owning and operating becomes more commoditized."

Results for the three months ended March 31, 2019 and 2018

Total revenue was $79.5 million for the three months ended March 31, 2019, compared with $79.0 million for the three months ended March 31, 2018.

The average TCE rate of $12,029 per day for the three months ended March 31, 2019, was slightly lower than the average of $13,849 per day for the same period in 2018. The total number of shipping days increased 12% to 3,938 in the three months ended March 31, 2019, compared to 3,524 for the same period in 2018, predominantly due to the increase in time charter days. Net income held relatively steady at $3.7 million as compared to $4.3 million for the three months ended March 31, 2018.

Liquidity and Cash Flows

Cash, restricted cash and cash equivalents were $61.6 million as of March 31, 2019, compared with $56.1 million on December 31, 2018.

At March 31, 2019 and December 31, 2018, the Company had working capital of $39.3 million and $34.5 million, respectively. For the three months ended March 31, 2019, the Company’s net cash provided by operating activities was $12.0 million, compared to $2.8 million for the three months ended March 31, 2018.

For the three months ended March 31, 2019 and 2018, net cash used in investing activities was $11.6 million and $0.4 million, respectively. Net cash provided by financing activities was $5.1 million for the three months ended March 31, 2019 while net cash used in financing activities was $8.7 million for the three months ended March 31, 2018. These changes reflect the Company’s investment in and purchase of a new vessel in 2019, the m/v Bulk Spirit, which was financed under a finance lease arrangement.

Conference Call Details

The Company’s management team will host a conference call to discuss the Company’s financial results on May 15, 2019 at 8:00 a.m., Eastern Time (ET). To access the conference call, please dial (888) 895-3561 (domestic) or (904) 685-6494 (international) approximately ten minutes before the scheduled start time and reference ID#4273946.

A supplemental slide presentation will accompany this quarter’s conference call and can be found attached to the Current Report on Form 8-K that the Company filed concurrently with this press release. This document will be available at http://www.pangaeals.com/company-filings or at sec.gov.

A recording of the call will also be available for two weeks and can be accessed by calling (855) 859-2056 (domestic) or (404) 537-3406 (international) and referencing ID#4273946.

Pangaea Logistics Solutions Ltd.

Consolidated Statements of Income



	Three Months Ended March 31,
	2019			2018
	(unaudited)			(unaudited)
Revenues:
Voyage revenue	$	65,851,347		$	70,319,194
Charter revenue	13,692,838			8,654,099
	79,544,185			78,973,293
Expenses:
Voyage expense	32,174,107			30,168,028
Charter hire expense	24,947,369			22,695,935
Vessel operating expense	9,754,375			9,849,165
General and administrative	4,033,680			4,128,298
Depreciation and amortization	4,377,188			4,338,188
Total expenses	75,286,719			71,179,614

Income from operations	4,257,466			7,793,679

Other income (expense):
Interest expense, net	(2,207,168		)	(2,060,736		)
Interest expense on related party debt	(26,898		)	(63,459		)
Unrealized gain (loss) on derivative instruments, net	2,289,786			(562,605		)
Other income	167,820			428,332
Total other income (expense), net	223,540			(2,258,468		)

Net income	4,481,006			5,535,211
Income attributable to non-controlling interests	(778,452		)	(1,210,217		)
Net income attributable to Pangaea Logistics Solutions Ltd.	$	3,702,554		$	4,324,994

Earnings per common share:
Basic	$	0.09		$	0.10
Diluted	$	0.09		$	0.10

Weighted average shares used to compute earnings per common share:
Basic	42,601,227			42,019,779
Diluted	43,071,632			42,655,038

Pangaea Logistics Solutions Ltd.

Consolidated Balance Sheets



	March 31, 2019		December 31, 2018
	(unaudited)
Assets
Current assets
Cash and cash equivalents	$	59,123,045	$	53,614,735
Accounts receivable (net of allowance of $2,349,977 at March 31, 2019 and $2,357,130 December 31, 2018)	12,730,117		28,481,787
Bunker inventory	15,415,223		19,222,087
Advance hire, prepaid expenses and other current assets	13,188,661		12,187,551
Total current assets	100,457,046		113,506,160

Restricted cash	2,500,000		2,500,000
Fixed assets, net	289,557,019		281,355,366
Finance lease right of use assets, net	55,488,026		56,113,096
Total assets	$	448,002,091	$	453,474,622

Liabilities and stockholders' equity
Current liabilities
Accounts payable, accrued expenses and other current liabilities	$	24,260,439	$	31,897,507
Related party debt	2,039,644		2,877,746
Deferred revenue	6,408,818		14,717,072
Current portion of secured long-term debt	18,958,795		20,127,742
Current portion of finance lease liabilities	6,601,611		5,364,963
Dividend payable	2,928,598		4,063,598
Total current liabilities	61,197,905		79,048,628

Secured long-term debt, net	92,262,780		95,374,270
Finance lease liabilities	56,018,804		45,684,727

Commitments and contingencies (Note 7)

Stockholders' equity:
Preferred stock, $0.0001 par value, 1,000,000 shares authorized and no shares issued or outstanding	—		—
Common stock, $0.0001 par value, 100,000,000 shares authorized; 44,504,090 shares issued and outstanding at March 31, 2019; 43,998,560 shares issued and outstanding at December 31, 2018	4,450		4,400
Additional paid-in capital	156,621,001		155,946,452
Retained earnings	9,439,753		5,737,199
Total Pangaea Logistics Solutions Ltd. equity	166,065,204		161,688,051
Non-controlling interests	72,457,398		71,678,946
Total stockholders' equity	238,522,602		233,366,997
Total liabilities and stockholders' equity	$	448,002,091	$	453,474,622

Pangaea Logistics Solutions Ltd.

Consolidated Statements of Cash Flows



	Three Months Ended March 31,
	2019			2018
Operating activities	(unaudited)			(unaudited)
Net income	$	4,481,006		$	5,535,211
Adjustments to reconcile net income to net cash provided by operations:
Depreciation and amortization expense	4,377,188			4,338,188
Amortization of deferred financing costs	182,802			166,221
Amortization of prepaid rent	29,649			30,484
Unrealized (gain) loss on derivative instruments	(2,289,786		)	562,605
Gain from equity method investee	(128,250		)	(90,000		)
Provision for doubtful accounts	487,372			—
Drydocking costs	(381,059		)	(1,497,979		)
Recognized cost for restricted stock issued as compensation	674,599			612,665
Change in operating assets and liabilities:
Accounts receivable	15,264,298			(593,487		)
Bunker inventory	3,806,864			1,063,365
Advance hire, prepaid expenses and other current assets	(872,860		)	4,026,194
Accounts payable, accrued expenses and other current liabilities	(5,363,850		)	(7,400,141		)
Deferred revenue	(8,308,254		)	(3,962,909		)
Net cash provided by operating activities	11,959,719			2,790,417

Investing activities
Purchase of vessels and vessel improvements	(11,426,174		)	(298,418		)
Purchase of building and equipment	(159,619		)	(110,417		)
Proceeds from sale of equipment	—			31,594
Net cash used in investing activities	(11,585,793		)	(377,241		)

Financing activities
Payments of related party debt	(838,102		)	(2,541,140		)
Payments of financing fees and issuance costs	(260,225		)	(91,329		)
Payments of long-term debt	(4,203,014		)	(4,765,747		)
Proceeds from finance leases	13,000,000			—
Dividends paid to non-controlling interests	—			(904,803		)
Payments of finance lease obligations	(1,429,275		)	(436,506		)
Accrued common stock dividends paid	(1,135,000		)	—
Net cash provided by (used in) financing activities	5,134,384			(8,739,525		)

Net increase (decrease) in cash, cash equivalents and restricted cash	5,508,310			(6,326,349		)
Cash, cash equivalents and restricted cash at beginning of period	56,114,735			38,531,812
Cash, cash equivalents and restricted cash at end of period	$	61,623,045		$	32,205,463



Supplemental cash flow information and disclosure of noncash items
Cash paid for interest	$	2,237,147	$	1,758,934

Cash and cash equivalents	$	59,123,045	$	28,205,463
Restricted cash	2,500,000		4,000,000
	$	61,623,045	$	32,205,463

Pangaea Logistics Solutions Ltd.

Reconciliation of Non-GAAP Measures



	Three Months Ended March 31,
	2019		2018
	(unaudited)		(unaudited)
Net Revenue
Income from operations	$	4,257,466	$	7,793,679
General and administrative	4,033,680		4,128,298
Depreciation and amortization	4,377,188		4,338,188
Net Revenue	$	12,668,334	$	16,260,165

Adjusted EBITDA
Income from operations	$	4,257,466	$	7,793,679
Depreciation and amortization	4,377,188		4,338,188
Adjusted EBITDA	$	8,634,654	$	12,131,867

INFORMATION ABOUT NON-GAAP FINANCIAL MEASURES. As used herein, “GAAP” refers to accounting principles generally accepted in the United States of America. To supplement our consolidated financial statements prepared and presented in accordance with GAAP, this earnings release discusses non-GAAP financial measures, including non-GAAP net revenue and non-GAAP adjusted EBITDA. This is considered a non-GAAP financial measure as defined in Rule 101 of Regulation G promulgated by the Securities and Exchange Commission. Generally, a non-GAAP financial measure is a numerical measure of a company’s historical or future performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.

We use non-GAAP financial measures for internal financial and operational decision making purposes and as a means to evaluate period-to-period comparisons of the performance and results of operations of our core business. Our management believes that non-GAAP financial measures provide meaningful supplemental information regarding the performance of our core business by excluding charges that are not incurred in the normal course of business. Non-GAAP financial measures also facilitate management's internal planning and comparisons to our historical performance and liquidity. We believe certain non-GAAP financial measures are useful to investors as they allow for greater transparency with respect to key metrics used by management in its financial and operational decision making and are used by our institutional investors and the analyst community to help them analyze the performance and operational results of our core business.

Net revenue. Net revenue represents total revenue less the total direct costs of transportation and services, which includes charter hire, voyage and vessel operating expenses. Net revenue is included because it is used by management and certain investors to measure performance by comparison to other logistic service providers. Net revenue is not an item recognized by the generally accepted accounting principles in the United States of America, or U.S. GAAP, and should not be considered as an alternative to net income, operating income, or any other indicator of a company's operating performance required by U.S. GAAP. Pangaea’s definition of net revenue used here may not be comparable to an operating measure used by other companies.

Adjusted EBITDA and adjusted EPS. Adjusted EBITDA represents income or loss from operations before depreciation, amortization and, when applicable, loss on sale and leaseback of vessel, loss on impairment of vessels and certain non-recurring charges. Earnings per share represents net income divided by the weighted average number of common shares outstanding. Adjusted earnings per share represents net income attributable to Pangaea Logistics Solutions Ltd. plus, when applicable, loss on sale and leaseback of vessel, loss on impairment of vessel and certain non-recurring charges, divided by the weighted average number of shares of common stock.

There are limitations related to the use of net revenue versus income from operations, adjusted EBITDA versus income from operations, and adjusted EPS versus EPS calculated in accordance with GAAP. In particular, Pangaea’s definition of adjusted EBITDA used here are not comparable to EBITDA.

The table set forth above provides a reconciliation of the non-GAAP financial measures presented during the period to the most directly comparable financial measures prepared in accordance with GAAP.

About Pangaea Logistics Solutions Ltd.

Pangaea Logistics Solutions Ltd. (NASDAQ: PANL) provides logistics services to a broad base of industrial customers who require the transportation of a wide variety of dry bulk cargoes, including grains, pig iron, hot briquetted iron, bauxite, alumina, cement clinker, dolomite, and limestone. The Company addresses the transportation needs of its customers with a comprehensive set of services and activities, including cargo loading, cargo discharge, vessel chartering, and voyage planning. Learn more at www.pangaeals.com.

Investor Relations Contacts

Forward-Looking Statements

Certain statements in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Act of 1995. These forward-looking statements are based on our current expectations and beliefs and are subject to a number of risk factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. The Company disclaims any obligation to publicly update or revise these statements whether as a result of new information, future events or otherwise, except as required by law. Such risks and uncertainties include, without limitation, the strength of world economies and currencies, general market conditions, including fluctuations in charter rates and vessel values, changes in demand for dry bulk shipping capacity, changes in our operating expenses, including bunker prices, dry-docking and insurance costs, the market for our vessels, availability of financing and refinancing, charter counterparty performance, ability to obtain financing and comply with covenants in such financing arrangements, changes in governmental rules and regulations or actions taken by regulatory authorities, potential liability from pending or future litigation, general domestic and international political conditions, potential disruption of shipping routes due to accidents or political events, vessels breakdowns and instances of off-hires and other factors, as well as other risks that have been included in filings with the Securities and Exchange Commission, all of which are available at www.sec.gov.

FIRST QUARTER 2019 EARNINGS CONFERENCE CALL PRESENTATION 1

SAFE HARBOR This presentation includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding future financial performance, future growth and future acquisitions. These statements are based on Pangaea’s and managements’ current expectations or beliefs and are subject to uncertainty and changes in circumstances. Actual results may vary materially from those expressed or implied by the statements herein due to changes in economic, business, competitive and/or regulatory factors, and other risks and uncertainties affecting the operation of Pangaea’s business. These risks, uncertainties and contingencies include: business conditions; weather and natural disasters; changing interpretations of GAAP; outcomes of government reviews; inquiries and investigations and related litigation; continued compliance with government regulations; legislation or regulatory environments; requirements or changes adversely affecting the business in which Pangaea is engaged; fluctuations in customer demand; management of rapid growth; intensity of competition from other providers of logistics and shipping services; general economic conditions; geopolitical events and regulatory changes; and other factors set forth in Pangaea’s filings with the Securities and Exchange Commission and the filings of its predecessors. The information set forth herein should be read in light of such risks. Further, investors should keep in mind that certain of Pangaea’s financial results are unaudited and do not conform to SEC Regulation S-X and as a result such information may fluctuate materially depending on many factors. Accordingly, Pangaea’s financial results in any particular period may not be indicative of future results. Pangaea is not under any obligation to, and expressly disclaims any obligation to, update or alter its forward-looking statements, whether as a result of new information, future events, changes in assumptions or otherwise. 2

PANGAEA LOGISITICS SOLUTIONS LTD. Logistics services and integrated chartering solutions provide attractive returns 3

PANGAEA LOGISITICS SOLUTIONS LTD. Pangaea concentrates on cargo movements to: • Identify movements that require our expertise in logistics and operations • Capitalize where we can utilize our specialized fleet • Reduce ballast legs and other costs • Assist customers in unique or difficult trades Allowing Pangaea to capture additional freight margin for the valued services it provides 4

BUSINESS HIGHLIGHTS Q1-2019 Results •Adjusted EBITDA of $8.6 million Consistent •Net income of $3.7 million •$61.6 million cash, restricted cash and cash Performance equivalents Fleet Working Fleet •21 drybulk ships and one barge in owned and controlled fleet Operations Extensive and varied •Operating 44 vessels on average during Q1-2019 •6 million tons carried, 116 voyages performed for experience 73 clients 1) Adjusted EBITDA is a non-GAAP measure and represents income or loss from operations before depreciation and amortization, loss on sale and leaseback of vessel, and when applicable, loss on impairment of vessels and certain non-recurring items. 5

DRIVERS OF PERFORMANCE Customer Focus: Long-term, fixed contract employment and recurring business with new and longstanding customers Targeted Business: Specialty tonnage provides superior returns – 68% premium over average market rates in Q1 – 2019 Rate Environment: The Baltic Dry Index average declined quarter over quarter, but rates improved significantly as Q2 progressed. (1) Per reported indices 6

FINANCIAL HIGHLIGHTS • Consistent net income, even as the BDI and published market rates declined. This speaks for the value of Pangaea’s long-term, fixed rate COAs with outstanding customers. • Steady increase in working capital and significant increase in operating cash flows • Strategic use of equity in owned vessels to raise cash for investment in high quality ships 7

SELECTED INCOME STATEMENT DATA (in thousands) Three months ended March 31, 2019 2018 (unaudited) (unaudited) Revenues: Voyage revenue $ 65,851 $ 70,319 Charter revenue 13,693 8,654 79,544 78,973 Expenses: Voyage expense 32,174 30,168 Charter hire expense 24,947 22,696 Vessel operating expenses 9,754 9,849 General and administrative 4,034 4,128 Depreciation and amortization 4,377 4,338 Total expenses 75,287 71,179 Income from operations 4,257 7,794 Total other income (expense), net 224 (2,259) Net income 4,481 5,535 Income attributable to noncontrolling interests (778) (1,210) Net income attributable to Pangaea Logistics Solutions Ltd. $ 3,703 $ 4,325 Adjusted EBITDA(1) $ 8,634 $ 12,132 1) Adjusted EBITDA is a non-GAAP measure and represents income or loss from operations before depreciation and amortization, loss on sale and leaseback of vessel, and when applicable, loss on impairment of vessels and certain non-recurring items. 8

SELECTED BALANCE SHEET & CASH FLOW DATA (in thousands) March 31, 2019 December 31, 2018 (unaudited) Current Assets Cash and cash equivalents $ 59,123 $ 53,615 Accounts receivable, net 12,730 28,482 Other current assets 28,604 31,410 Total current assets 100,457 113,506 Restricted Cash 2,500 2,500 Fixed assets, including finance lease right of use assets, net 345,045 337,468 Total assets $448,002 $453,475 Current liabilities Accounts payable, accrued expenses and other current liabilities $ 24,260 $ 31,898 Related party debt 2,040 2,878 Current portion of long-term debt and finance lease liabilities 25,560 25,493 Other current liabilities 9,337 18,781 Total current liabilities 61,198 79,049 Secured long-term debt and capital lease obligations, net 148,282 141,059 Total Pangaea Logistics Solutions Ltd. equity 166,065 161,688 Non-controlling interests 72,457 71,679 Total stockholders' equity 238,522 233,367 Total liabilities and shareholders' equity $ 448,002 $ 453,475 Cash flow data March 31, 2019 March 31, 2018 (unaudited) (unaudited) Net cash provided by operations $ 11,960 $ 2,790 Net cash used in investing activities $ (11,586) $ (377) Net cash provided by (used in) financing activities $ 5,134 $ (8,739) 9

TOTAL SHIPPING DAYS Capital Efficiency: Leveraged owned fleet by chartering-in market vessels Flexibility: Short-term charters allow us to react quickly and take advantage of arbitrage opportunities 10

PANGAEA TCE v. AVERAGE MARKET TCE Consistently outperforming against average Panamax and Supramax index *Average of the published Panamax and Supramax index net of commission 11

FINANCIAL PERFORMANCE Q2-2017 THROUGH Q1-2019 1) Adjusted EBITDA is a non-GAAP measure and represents income or loss from operations before depreciation and amortization, loss on sale and leaseback of vessels, and when applicable, loss on impairment of vessels and certain non-recurring items. 2) TCE is defined as total revenues less voyage expenses divided by the number of shipping days, which is consistent with industry standards. TCE rate is a common shipping industry performance measure used primarily to compare daily earnings generated by vessels on time charters with daily earnings generated by vessels on voyage charters, because charter hire rates for vessels on voyage charters are generally not expressed in per-day amounts while charter hire rates for vessels on time charters generally are expressed in per-day amounts. 12

ADJUSTED EARNINGS PER COMMON SHARE Adjusted EPS total of $0.65 since Q1 2018 Adjusted EPS (1) 0.25 0.20 0.15 0.10 0.05 - Q1-18 Q2-18 Q3-18 Q4-18 Q1-19 (1) Adjusted earnings per share represents net income attributable to Pangaea Logistics Solutions Ltd. plus, when applicable, loss on sale and leaseback of vessel, loss on impairment of vessel, gains and losses on derivative instruments, and certain non-recurring charges, divided by the weighted average number of shares of common stock. 13


99.1	Press Release of Pangaea Logistics Solutions Ltd., dated May 14, 2019 Reporting Financial Results for the Three Months Ended March 31, 2019


99.2	Investor Presentation of Pangaea Logistics Solutions Ltd. dated May 14, 2019


(d)	Exhibits



Exhibit	Description