UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 6-K
 
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE
SECURITIES EXCHANGE ACT OF 1934

For the month of August 2020

Commission File Number: 001-36231
 

SCORPIO BULKERS INC.
(Translation of registrant's name into English)
 

9, Boulevard Charles III, Monaco 98000
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x   Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o.

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o.

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.















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INFORMATION CONTAINED IN THIS FORM 6-K REPORT
 
Attached as Exhibit 99.1 to this Report on Form 6-K is a copy of the press release of Scorpio Bulkers Inc. (the “Company”), dated August 3, 2020, announcing the Company's financial results for the second quarter of 2020.

The information contained in this Report on Form 6-K, with the exception of the comments of the Company's Chairman and Chief Executive Officer on page 3 of Exhibit 99.1 and the information contained on page 18 of Exhibit 99.1 under the heading "Conference Call on Results", is hereby incorporated by reference into the Company's registration statement on Form F-3 (File No. 333-217445), the Company's registration statement on Form F-3 (File No. 333-221441), the Company's registration statement on Form F-3 (File No. 333-222013) and the Company's registration statement on Form F-3 (File No. 333-222448).












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.

 
                    
 
 
 SCORPIO BULKERS INC.
 
 
(registrant)
 
 
 
 
 
 
Dated:
August 3, 2020
By: /s/ Hugh Baker
 
 
Hugh Baker
 
 
Chief Financial Officer
 
 
 



Exhibit
EXHIBIT 99.1


Scorpio Bulkers Inc. Announces Financial Results for the Second Quarter of 2020 and Declares a Quarterly Cash Dividend
MONACO - August 3, 2020 (GLOBE NEWSWIRE) - Scorpio Bulkers Inc. (NYSE: SALT) (“Scorpio Bulkers” or the “Company”), today reported its results for the three months ended June 30, 2020.
The Company also announced that on August 3, 2020, its Board of Directors declared a quarterly cash dividend of $0.05 per share on the Company’s common shares.
Share and per share results included herein have been retroactively adjusted to reflect the one-for-ten reverse stock split of the Company’s common shares, which took effect on April 7, 2020.
Results for the Three and Six Months Ended June 30, 2020 and 2019
For the second quarter of 2020, the Company’s GAAP net loss was $45.1 million, or $5.73 per diluted share, including:
•
a loss of approximately $13.9 million and cash dividend income of $0.2 million, or $1.74 per diluted share, from the Company’s equity investment in Scorpio Tankers Inc.; and
•
a write-off of approximately $0.4 million, or $0.05 per diluted share, of deferred financing costs on the credit facilities related to the SBI Jaguar, SBI Taurus and SBI Bolero, all of which were sold in the second quarter of 2020.
For the same period in 2019, the Company’s GAAP net income was $35.0 million, or $5.05 per diluted share. These results include a non-cash gain of approximately $52.6 million and cash dividend income of $0.5 million, or $7.67 per diluted share, from the Company’s equity investment in Scorpio Tankers Inc. and a write-down of assets held for sale and write-off of related deferred financing costs totaling approximately $5.2 million, or $0.74 per diluted share.
Total vessel revenues for the second quarter of 2020 were $26.2 million, compared to $50.7 million for the same period in 2019. Earnings before interest, taxes, depreciation and amortization (“EBITDA”) for the second quarter of 2020 was a loss of $20.6 million and EBITDA for the second quarter of 2019 was $65.2 million, respectively (see Non-GAAP Financial Measures below).
For the second quarter of 2020, the Company’s adjusted net loss was $44.7 million, or $5.68 adjusted per diluted share, which excludes the impact of the write-off of deferred financing costs of approximately $0.4 million on the credit facilities related to the three vessels sold in the quarter. Adjusted EBITDA for the second quarter of 2020 was a loss of $20.6 million (see Non-GAAP Financial Measures below).
For the second quarter of 2019, the Company’s adjusted net income was $40.1 million, or $5.79 adjusted per diluted share, which excludes the impact of a write-down of assets held for sale and write-off of related deferred financing costs totaling approximately $5.2 million. Adjusted EBITDA for the second quarter of 2019 was $70.0 million (see Non-GAAP Financial Measures below). 
For the first half of 2020, the Company’s GAAP net loss was $169.8 million, or $23.01 per diluted share, including:
•
a loss of approximately $103.0 million and cash dividend income of $0.7 million, or $13.87 per diluted share, from the Company’s equity investment in Scorpio Tankers Inc.;
•
a write-down of assets held for sale of approximately $17.0 million, or $2.31 per diluted share, related to the classification of the SBI Jaguar, SBI Taurus and SBI Bolero as held for sale in the first quarter of 2020 (the sales of all three vessels were completed in the second quarter of 2020); and
•
a write-off of approximately $0.4 million, or $0.05 per diluted share, of deferred financing costs on the credit facilities related to those three vessels.
For the first half of 2019, the Company’s GAAP net income was $31.5 million, or $4.55 per diluted share. These results include a non-cash gain of approximately $67.6 million and cash dividend income of $1.0 million, or $9.92 per diluted share, from the

1


Company’s equity investment in Scorpio Tankers Inc., a write-down of assets held for sale and write-off of related deferred financing costs totaling approximately $12.7 million, or $1.84 per diluted share, and the write-off of deferred financing costs of approximately $2.7 million, or $0.39 per diluted share.
Total vessel revenues for the first half of 2020 were $67.0 million, compared to $101.1 million for the same period in 2019. EBITDA for the first half of 2020 was a loss of $120.7 million and EBITDA for the first half of 2019 was $90.6 million (see Non-GAAP Financial Measures below).
For the first half of 2020, the Company’s adjusted net loss was $152.4 million, or $20.65 adjusted per diluted share, which excludes the impact of the write-down of assets held for sale of $17.0 million and the write-off of deferred financing costs on the related credit facilities of $0.4 million. Adjusted EBITDA for the first half of 2020 was a loss of $103.7 million (see Non-GAAP Financial Measures below).
For the first half of 2019, the Company’s adjusted net income was $44.2 million, or $6.39 adjusted per diluted share, which excludes the impact of the write-down of assets either sold or held for sale of $12.2 million and the write-off of deferred financing costs on the credit facilities relating to the SBI Electra and SBI Flamenco of $0.4 million. Adjusted EBITDA for the first half of 2019 was $102.8 million (see Non-GAAP Financial Measures below). 
TCE Revenue
TCE Revenue Earned during the Second Quarter of 2020 (see Non-GAAP Financial Measures)

•
Our Kamsarmax fleet (which includes both scrubber fitted and non-scrubber fitted vessels) earned an average of $6,401 revenue per day.
•
Our Ultramax fleet (which includes both scrubber fitted and non-scrubber fitted vessels) earned an average of $5,031 revenue per day.
Voyages Fixed thus far for the Third Quarter of 2020, as of the date hereof
•
Kamsarmax fleet (which includes both scrubber fitted and non-scrubber fitted vessels): approximately $8,655 revenue per day on average for 57% of the days.
•
Ultramax fleet (which includes both scrubber fitted and non-scrubber fitted vessels): approximately $8,585 revenue per day on average for 61% of the days.
Liquidity
As of July 31, 2020, the Company had total liquidity of approximately $132.4 million (comprised of approximately $41.6 million in cash and cash equivalents and approximately $90.8 million in available and undrawn capacity under its revolving credit facilities).
Recent Significant Events
COVID-19
The outbreak of the novel COVID-19 virus (“coronavirus”) that originated in China in December 2019 and that has spread to most developed nations of the world has resulted in the implementation of numerous restrictive actions taken by governments and governmental agencies in an attempt to control or mitigate the spread of the virus. These measures have resulted in a significant reduction in global economic activity and extreme volatility in the global financial markets. A significant reduction in manufacturing and other economic activities has and is expected to continue to have a materially adverse impact on the global demand for raw materials, coal and other bulk cargoes that our customers transport on our vessels. This significant decline in the demand for dry bulk tonnage has negatively impacted, and may continue to adversely impact, our ability to profitably charter our vessels. When these measures and the resulting economic impact will end and what the long-term impact of such measures on the global economy will be are not known at this time. As a result, the extent to which COVID-19 will materially impact the Company’s results of operations and financial condition will depend on future developments, which are highly uncertain and cannot be predicted.
Purchase of Wind Turbine Installation Vessel
On August 3, 2020, the Company signed a non-binding letter of intent (“LOI”) to purchase an NG-16000X Wind Turbine Installation Vessel (“WTIV”) and a 1500 LEC crane to be used on the WTIV from GustoMSC and Huisman Equipment B.V., respectively. The total cost of the project is expected to be between $265 and $290 million, subject to change pending design modifications and further modifications due to customer requirements. The scheduled delivery date for both the WTIV and the crane is September

2


2023. The contract is expected to be signed in the fourth quarter of 2020 and will include options to construct up to an additional three units having similar specifications.
Emanuele A. Lauro, Chairman and Chief Executive Officer, commented, “We embark on a new journey with this LOI and are pleased to be joining the legions who support renewable energy in concept, and more importantly, in practice.  We appreciate the encouragement and assistance of our common partners in bulk transportation and offshore wind - including suppliers, customers, and shipbuilders - as we take a major step in transitioning the Company to a sustainable future. 
This state of the art wind turbine installation vessel is scheduled to deliver before the end of 2023, entering a burgeoning market facing a critical shortage. This vessel will be able to install and maintain the largest turbines currently planned, in the depths of water, at the heights above sea level, and in the weather conditions that only purpose-built assets can access.  Even with options to construct up to an additional three units which can deliver within the following 18 months, the offshore fields currently planned will face a deficit of installation, operation, and maintenance assets for years to come.
Our transition has begun.”
Equity Raise

In June 2020, the Company raised net proceeds of approximately $82.3 million in an underwritten public offering of approximately 4.7 million shares of its common stock at $18.46 per share (which includes the exercise in full of the underwriters’ option to purchase additional shares). Scorpio Services Holding Limited, a related party to the Company, purchased 950,000 common shares in the offering at the public offering price, after which it beneficially owned 16.1% of the Company’s outstanding common stock, thereby increasing Scorpio Holdings Limited’s beneficial ownership of the Company’s outstanding common stock to 20.0% at that time.

Quarterly Cash Dividend

In the second quarter of 2020, the Company’s Board of Directors declared and the Company paid a quarterly cash dividend of $0.05 per share totaling approximately $0.6 million.

On August 3, 2020, the Company’s Board of Directors declared a quarterly cash dividend of $0.05 per share, payable on or about September 15, 2020, to all shareholders of record as of August 14, 2020. As of August 3, 2020, 11,992,380 shares were outstanding.
Investment in Scorpio Tankers Inc.
In May 2020, the Company sold 2.25 million common shares of Scorpio Tankers Inc. (NYSE: STNG) for aggregate net proceeds of approximately $42.7 million. Following the sales, the Company continues to own in aggregate approximately 2.16 million common shares of Scorpio Tankers Inc.
Vessel Sales
During the second quarter of 2020, the Company completed the sales of the SBI Jaguar and SBI Taurus, 2014 and 2015 built Ultramax vessels, respectively, and the SBI Bolero, a 2015 built Kamsarmax vessel, for approximately $53.5 million in aggregate.
During the second quarter of 2020, the Company’s Board of Directors resolved to retain in the Company’s fleet the four Ultramax vessels that were classified as held for sale since December 31, 2019. As such, the vessels were transferred from held for sale to held for use at current fair market value with no gain or loss recognized in the period.
Amendment of Minimum Liquidity Covenant

The Company has agreed with its lenders and a finance lessor to permanently reduce the level of the minimum liquidity covenant under the relevant debt financings from the greater of: (i) $25.0 million or (ii) $700,000 per owned vessel, to the greater of: (i) $25.0 million or (ii) $500,000 per owned vessel. As a result, on the basis of the current owned or finance leased fleet size of 49 vessels, the minimum liquidity requirement is $25.0 million (a reduction from $34.3 million).

In consideration for the above amendment, the Company has made an advance principal repayment of approximately $7.7 million in aggregate that would have fallen due in the third quarter of 2021.

Payment Holiday on Certain Future Principal Repayments
 

3


The Company has agreed with its lenders to reduce future principal repayments of approximately $29.8 million in aggregate due under six credit facilities in exchange for having made an advance principal repayment of 50% of these future principal repayments (approximately $14.9 million in aggregate). The remaining future principal repayments of $14.9 million will be added to the balloon amount for the respective credit facilities due at maturity. As a result of these agreements, the Company will not have to make certain installment payments on these facilities through the end of the second quarter of 2021 totaling $29.8 million.

In addition, the Company is currently in discussions with a specific finance lessor to add two quarterly installment payments to the balloon amount in exchange for an advance principal repayment of approximately $3.4 million. If successful, the Company would not have to make certain quarterly installment payments on this lease financing totaling $8.0 million that would have fallen due through the end of the second quarter of 2021. 

Debt Overview

The Company’s outstanding debt balances, gross of unamortized deferred financing costs as of June 30, 2020 and July 31, 2020, are as follows (dollars in thousands):

 
 
As of
June 30, 2020
 
As of July 31, 2020
 
As of July 31, 2020
Debt Financings
 
Amount Outstanding
 
Amount Committed (1)(2)
$85.5 Million Credit Facility
 
$
35,971

 
$
34,057

 
$
—

$30.0 Million Credit Facility
 
28,007

 
26,341

 
—

$60.0 Million Credit Facility
 
25,442

 
24,312

 
2,862

$184.0 Million Credit Facility
 
71,591

 
61,154

 
89,786

$34.0 Million Credit Facility
 
15,857

 
14,036

 
17,000

$90.0 Million Credit Facility
 
78,150

 
72,550

 
2,850

$19.6 Million Lease Financing - SBI Rumba
 
16,253

 
16,148

 
—

$19.0 Million Lease Financing - SBI Tango
 
16,709

 
16,610

 
—

$19.0 Million Lease Financing - SBI Echo
 
16,833

 
16,739

 
—

$20.5 Million Lease Financing - SBI Hermes
 
18,416

 
18,309

 
—

$21.4 Million Lease Financing - SBI Samba
 
19,679

 
19,561

 
—

CMBFL Lease Financing
 
107,644

 
107,644

 
11,842

$45.0 Million Lease Financing - SBI Virgo & SBI Libra
 
41,383

 
41,043

 
—

AVIC Lease Financing
 
106,703

 
105,558

 
8,200

$67.3 Million Lease Financing
 
62,615

 
62,137

 
$
3,000

Total
 
$
661,253

 
$
636,199

 
$
135,540

(1)
Includes the maximum loan amount available for the installation of scrubbers, following upsizes of certain credit facilities and lease financing arrangements that may not be drawn down in full.
(2)
Includes $73.8 million and $17.0 million of available credit under existing revolving credit facilities included in the $184.0 Million Credit Facility and the $34.0 Million Credit Facility, respectively.


4


The Company’s projected quarterly debt repayments on its credit facilities and lease financing arrangements through 2021 are as follows (dollars in thousands):
        
 
 
Principal on Credit Facilities(1)(3)
 
Principal on Lease Financing Arrangements(1)(3)
 
Total (1)(3)
Q3 2020 (2)
 
1,476

 
9,419

 
10,895

Q4 2020
 
1,639

 
7,341

 
8,980

Q1 2021
 
1,639

 
7,329

 
8,968

Q2 2021
 
1,639

 
7,364

 
9,003

Q3 2021
 
1,226

 
9,803

 
11,029

Q4 2021
 
8,974

 
10,028

 
19,002

Total
 
$
16,593

 
$
51,284

 
$
67,877

(1)
Includes estimated repayments on the upsizings of credit facilities and certain lease financing arrangements for the installation of scrubbers, for which the timing of the drawdowns and repayment schedules set forth are estimates only and may vary as the timing of the related installations finalizes.
(2)
Relates to payments expected to be made from August 1, 2020 to September 30, 2020.
(3)
Includes the agreements and discussions in regards to the payment holiday and amendment to the minimum liquidity covenant as described above.
IMO 2020
The Company’s projected schedule and estimated payments for the installation of scrubbers are as follows (dollars in thousands). Through July 31, 2020, the Company has completed the installation of scrubbers on 27 (including 10 Kamsarmax vessels and 17 Ultramax vessels) of its vessels.
 
 
Expected Scrubber Installation Completion by Vessel Type
 
Estimated Payments (1)
 
 
 
Ultramax
 
Kamsarmax
 
 
Q3 2020 (2)
 
1

 
—

 
3,290

 
Q4 2020
 
—

 
—

 
1,488

 
Q1 2021
 
—

 
—

 
—

 
Q2 2021
 
1

 
1

 
9,074

 
Q3 2021
 
1

 
1

 
8,613

 
Q4 2021
 
4

—

5

 
5,113

 
Q1 2022
 
—

 
—

 
2,184

 
Total
 
7

 
7

 
$
29,762

 
(1)
Includes estimated cash payments for scrubbers that are due in advance of the scheduled service and may be scheduled to occur in quarters prior to the actual installation. In addition to these installment payments, these amounts also include estimates of the installation costs of such systems. The timing of the payments set forth are estimates only and may vary as the timing of the related installations finalizes.
(2)
Relates to installations expected to be completed and payments expected to be made from August 1, 2020 to September 30, 2020.

Financial Results for the Three Months Ended June 30, 2020 Compared to the Three Months Ended June 30, 2019
For the second quarter of 2020, the Company’s GAAP net loss was $45.1 million, or $5.73 per diluted share, compared to net income of $35.0 million, or $5.05 per diluted share, for the same period in 2019. Results for the second quarter of 2020 include: a non-cash loss of approximately $13.9 million and cash dividend income of $0.2 million, or $1.74 per diluted share, from the Company’s equity investment in Scorpio Tankers Inc., and a write-off of approximately $0.4 million, or $0.05 per diluted share, of deferred financing costs on the credit facilities related to the SBI Jaguar, SBI Taurus and SBI Bolero, all of which were sold in the second quarter of 2020. Results for the second quarter of 2019 include non-cash gain of approximately $52.6 million and cash dividend income of $0.5 million, or $7.67 per diluted share, from the Company’s equity investment in Scorpio Tankers Inc. and a write-down of assets held for sale and write-off of related deferred financing costs totaling approximately $5.2 million, or $0.74 per diluted share.

5


EBITDA for the second quarters of 2020 and 2019 were a loss of $20.6 million and a gain of $65.2 million, respectively (see Non-GAAP Financial Measures below).
For the second quarter of 2020, the Company’s adjusted net loss was $44.7 million, or $5.68 adjusted per diluted share, which excludes the impact of the write-off of deferred financing costs of approximately $0.4 million. Adjusted EBITDA for the second quarter of 2020 was a loss of $20.6 million (see Non-GAAP Financial Measures below).
For the second quarter of 2019, the Company’s adjusted net income was $40.1 million, or $5.79 adjusted per diluted share, which excludes the impact of the write-down of assets held for sale and write-off of related deferred financing costs totaling approximately $5.2 million. Adjusted EBITDA for the second quarter of 2019 was $70.0 million (see Non-GAAP Financial Measures below).
The Company’s vessel revenues for the second quarter of 2020 were $26.2 million compared to $50.7 million in the second quarter of 2019. The Company’s TCE revenue (see Non-GAAP Financial Measures below) for the second quarter of 2020 was $24.7 million, a decrease of $25.8 million from the prior year period.
Total operating expenses for the second quarter of 2020 were $47.6 million compared to $54.1 million in the second quarter of 2019, which included a charge related to the classification of vessels as held for sale of $4.7 million.
Ultramax Operations
 
Three Months Ended June 30,
 
 
 
 
Dollars in thousands
2020
 
2019
 
Change
 
% Change
TCE Revenue:
 
 
 
 
 
 
 
Vessel revenue
$
14,112

 
$
30,696

 
$
(16,584
)
 
(54
)
Voyage expenses
493

 
138

 
355

 
257

TCE Revenue
$
13,619

 
$
30,558

 
$
(16,939
)
 
(55
)
Operating expenses:
 
 
 
 

 

Vessel operating costs
14,682

 
16,529

 
(1,847
)
 
(11
)
Charterhire expense
830

 
925

 
(95
)
 
(10
)
Vessel depreciation
8,190

 
8,911

 
(721
)
 
(8
)
General and administrative expense
940

 
1,035

 
(95
)
 
(9
)
Loss / write-down on assets held for sale
—

 
4,883

 
(4,883
)
 
NA

Total operating expenses
$
24,642

 
$
32,283

 
$
(7,641
)
 
(24
)
Operating loss
$
(11,023
)
 
$
(1,725
)
 
$
(9,298
)
 
(539
)
Vessel revenue for the Company’s Ultramax Operations was $14.1 million for the second quarter of 2020 compared to $30.7 million in the prior year period.
TCE revenue (see Non-GAAP Financial Measures below) for the Company’s Ultramax Operations was $13.6 million for the second quarter of 2020 compared to $30.6 million for the prior year period. The Company’s Ultramax fleet consisted of a day-weighted average of 33 vessels owned or finance leased and one vessel time chartered-in during the second quarter of 2020 and 37 vessels owned or finance leased and one vessel time chartered-in during the second quarter of 2019. TCE revenue per day was $5,031 and $8,993 for the second quarters of 2020 and 2019, respectively.
 
Three Months Ended June 30,
 
 
 
 
Ultramax Operations:
2020
 
2019
 
Change
 
% Change
TCE Revenue (in thousands)
$
13,619

 
$
30,558

 
$
(16,939
)
 
(55
)
TCE Revenue / Day
$
5,031

 
$
8,993

 
$
(3,962
)
 
(44
)
Revenue Days
2,707

 
3,398

 
(691
)
 
(20
)

6


The Company’s Ultramax Operations vessel operating costs were $14.7 million for the second quarter of 2020, including approximately $0.9 million of takeover costs and contingency expenses, compared with vessel operating costs of $16.5 million in the prior year period, relating to the 33 and 37 vessels owned or finance leased on average, respectively, during the periods. The year over year decrease is due to the reduction in fleet size. Daily operating costs excluding takeover costs and contingency expenses for the second quarter of 2020 decreased to $4,698 from $4,822 in the prior year period due primarily to the timing of purchases of spares and stores as well as the timing of repairs.
Charterhire expense for the Company’s Ultramax Operations was approximately $0.8 million and $0.9 million for the second quarters of 2020 and 2019, respectively and relates to the vessel the Company time chartered-in at $10,125 per day until September 2019, when the Company exercised its option to extend the time charter for one year at $10,885 per day.
Ultramax Operations depreciation decreased from $8.9 million to $8.2 million due to the decrease in fleet size and the classification of four vessels as held for sale during the first six months of 2020 (vessels classified as held for sale are not depreciated).
General and administrative expense for the Company’s Ultramax Operations, which consists primarily of administrative service fees, which are incurred on a per vessel per day basis, and bank charges, which are incurred based on the number of transactions, was approximately $0.9 million for the second quarter of 2020 and $1.0 million in the prior year period.
During the second quarter of 2019, the Company recorded a write-down on assets held for sale of $4.9 million related to the classification of two Ultramax vessels, the SBI Puma and SBI Cougar, as held for sale. These vessels were subsequently sold in the third quarter of 2019.

Kamsarmax Operations
 
Three Months Ended June 30,
 
 
 
 
Dollars in thousands
2020
 
2019
 
Change
 
% Change
TCE Revenue:
 
 
 
 
 
 
 
Vessel revenue
$
12,054

 
$
20,041

 
$
(7,987
)
 
(40
)
Voyage expenses
967

 
98

 
869

 
887

TCE Revenue
$
11,087

 
$
19,943

 
$
(8,856
)
 
(44
)
Operating expenses:
 
 
 
 

 

Vessel operating costs
7,569

 
8,697

 
(1,128
)
 
(13
)
Charterhire expense
3,646

 
1,378

 
2,268

 
165

Vessel depreciation
4,490

 
4,440

 
50

 
1

General and administrative expense
462

 
823

 
(361
)
 
(44
)
Loss / write-down on assets held for sale
—

 
(157
)
 
157

 
100

Total operating expenses
$
16,167

 
$
15,181

 
$
986

 
6

Operating loss
$
(5,080
)
 
$
4,762

 
$
(9,842
)
 
(207
)
Vessel revenue for the Company’s Kamsarmax Operations decreased to $12.1 million in the second quarter of 2020 from $20.0 million in the prior year period.
TCE revenue (see Non-GAAP Financial Measures) for the Company’s Kamsarmax Operations was $11.1 million for the second quarter of 2020 associated with a day-weighted average of 16 vessels owned or finance leased and five vessels time chartered-in, compared to $19.9 million for the prior year period associated with a day-weighted average of 19 vessels owned or finance leased and one vessel time chartered-in. TCE revenue per day was $6,401 and $11,801 for the second quarters of 2020 and 2019, respectively.

7


 
Three Months Ended June 30,
 
 
 
 
Kamsarmax Operations:
2020
 
2019
 
Change
 
% Change
TCE Revenue (in thousands)
$
11,087

 
$
19,943

 
$
(8,856
)
 
(44
)
TCE Revenue / Day
$
6,401

 
$
11,801

 
$
(5,400
)
 
(46
)
Revenue Days
1,732

 
1,690

 
42

 
2

Kamsarmax Operations vessel operating costs were $7.6 million for the second quarter of 2020, including approximately $0.5 million of takeover costs and contingency expenses, compared with vessel operating costs of $8.7 million in the prior year period, relating to 16 and 19 vessels owned or finance leased on average, respectively, during the periods. The year over year decrease is due to the reduction in fleet size. Daily operating costs excluding takeover costs and contingency expenses for the second quarter of 2020 decreased to $4,695 from $4,891 in the prior year period due primarily to the timing of purchases of spares and stores as well as the timing of repairs.
Kamsarmax Operations charterhire expense was $3.6 million in the second quarter of 2020, relating to five vessels the Company has time chartered-in.
Kamsarmax Operations depreciation was $4.5 million and $4.4 million in the second quarters of 2020 and 2019, respectively. While the number of vessels owned or finance leased on average decreased to 16 in the second quarter of 2020 from 19 in the second quarter of 2019, the SBI Electra and SBI Flamenco were classified as held for sale and sold during the second quarter of 2019 and therefore were not depreciated during the period.
General and administrative expense for the Company’s Kamsarmax Operations was $0.5 million for the second quarter of 2020 and $0.8 million in the second quarter of 2019. The expense consists primarily of administrative services fees, which are incurred on a per vessel per day basis, and bank charges, which are incurred based on the number of transactions.
In the second quarter of 2019, the Company adjusted the loss recorded in the first quarter of 2019 related to the sale of the SBI Electra and SBI Flamenco by $0.2 million.
Corporate
Certain general and administrative expenses the Company incurs, as well as all of its financial expenses and investment income or losses, are not attributable to a specific segment. Accordingly, these costs are not allocated to the Company’s segments. These general and administrative expenses, including compensation, audit, legal and other professional fees, as well as the costs of being a public company, such as director fees, were $5.4 million and $6.4 million in the second quarters of 2020 and 2019, respectively. The decrease from the prior year is due primarily to a reduction in compensation costs.
The Company recorded a loss of approximately $13.9 million for the second quarter of 2020 and received cash dividend income of $0.2 million from its equity investment in Scorpio Tankers Inc. During the second quarter of 2019, the Company recorded a non-cash gain of approximately $52.6 million as well as cash dividend income of $0.5 million also related to its equity investment in Scorpio Tankers Inc.
Financial expenses, net of interest income decreased to $9.8 million in the second quarter of 2020 from $14.8 million in the prior year period due to lower LIBOR rates and a reduction to the Company’s outstanding debt through the redemption of its 7.50% Senior Unsecured Notes during the third quarter of 2019 and managing our revolving credit facility.
Financial Results for the Six Months Ended June 30, 2020 Compared to the Six Months Ended June 30, 2019
For the first half of 2020, the Company’s GAAP net loss was $169.8 million, or $23.01 per diluted share, compared to GAAP net income of $31.5 million, or $4.55 per diluted share, for the same period in 2019. Results for the first half of 2020 include: a loss of approximately $103.0 million and cash dividend income of $0.7 million, or $13.87 per diluted share, from the Company’s equity investment in Scorpio Tankers Inc., a write-down of assets held for sale of approximately $17.0 million, or $2.31 per diluted share, related to the classification of the SBI Jaguar, SBI Taurus and SBI Bolero as held for sale (the sales of all three vessels were completed in the second quarter of 2020), and a write-off of approximately $0.4 million, or $0.05 per diluted share, of deferred financing costs on the credit facilities related to those three vessels. Results for the first half of 2019 include non-cash gain of approximately $67.6 million and cash dividend income of $1.0 million, or $9.92 per diluted share, from the Company’s equity investment in Scorpio Tankers Inc., a write-down of assets held for sale and write-off of related deferred financing costs totaling approximately $12.7 million, or $1.84 per diluted share, and a write-off of deferred financing costs of approximately $2.7 million, or $0.39 per diluted share.

8


EBITDA for the first halves of 2020 and 2019 were a loss of $120.7 million and a gain of $90.6 million, respectively (see Non-GAAP Financial Measures below).
For the first half of 2020, the Company’s adjusted net loss was $152.4 million, or $20.65 adjusted per diluted share, which excludes the impact of the write-down of assets held for sale of approximately $17.0 million and the write-off of deferred financing costs on the related credit facilities of $0.4 million. Adjusted EBITDA for the first half of 2020 was a loss of $103.7 million (see Non-GAAP Financial Measures below).
For the first half of 2019, the Company’s adjusted net income was $44.2 million, or $6.39 adjusted per diluted share, which excludes the impact of the write-down of assets either sold or held for sale of $12.2 million and the write-off of deferred financing costs on the related credit facilities of $0.4 million. Adjusted EBITDA for the first half of 2019 was $102.8 million (see Non-GAAP Financial Measures below).
The Company’s revenues for the first half of 2020 were $67.0 million compared to $101.1 million in the first half of 2019. The Company’s TCE revenue (see Non-GAAP Financial Measures below) for the first half of 2020 was $64.2 million, a decrease of $36.6 million from the prior year period.
Total operating expenses for the first half of 2020 were $114.3 million, including the charge related to the classification of vessels as held for sale of approximately $17.0 million, compared to $110.7 million in the first half of 2019, which also included a charge related to the classification of vessels as sold or held for sale of $12.2 million.
Ultramax Operations
 
Six Months Ended June 30,
 
 
 
 
Dollars in thousands
2020
 
2019
 
Change
 
% Change
TCE Revenue:
 
 
 
 
 
 
 
Vessel revenue
$
39,044

 
$
61,977

 
$
(22,933
)
 
(37
)
Voyage expenses
1,367

 
199

 
1,168

 
587

TCE Revenue
$
37,677

 
$
61,778

 
$
(24,101
)
 
(39
)
Operating expenses:
 
 
 
 

 

Vessel operating costs
31,306

 
34,165

 
(2,859
)
 
(8
)
Charterhire expense
1,967

 
1,795

 
172

 
10

Vessel depreciation
16,130

 
18,107

 
(1,977
)
 
(11
)
General and administrative expense
2,056

 
2,062

 
(6
)
 
—

Loss / write-down on assets held for sale
7,615

 
4,883

 
2,732

 
56

Total operating expenses
$
59,074

 
$
61,012

 
$
(1,938
)
 
(3
)
Operating (loss) income
$
(21,397
)
 
$
766

 
$
(22,163
)
 
NA

Vessel revenue for the Company’s Ultramax Operations decreased to $39.0 million for the first half of 2020 from $62.0 million in the prior year period.
TCE revenue (see Non-GAAP Financial Measures below) for the Company’s Ultramax Operations was $37.7 million for the first half of 2020 compared to $61.8 million for the prior year period. The Company’s Ultramax fleet consisted of a day-weighted average of 34 vessels owned or finance leased and one vessel time chartered-in during the first half of 2020 and 37 vessels owned or finance leased and one vessel time chartered-in during the first half of 2019. TCE revenue per day was $6,890 and $9,086 for the first half of 2020 and 2019, respectively.

9


 
Six Months Ended June 30,
 
 
 
 
Ultramax Operations:
2020
 
2019
 
Change
 
% Change
TCE Revenue (in thousands)
$
37,677

 
$
61,778

 
$
(24,101
)
 
(39
)
TCE Revenue / Day
$
6,890

 
$
9,086

 
$
(2,196
)
 
(24
)
Revenue Days
5,468

 
6,799

 
(1,331
)
 
(20
)
The Company’s Ultramax Operations vessel operating costs were $31.3 million for the first half of 2020, including approximately $1.7 million of takeover costs and contingency expenses, compared with vessel operating costs of $34.2 million in the prior year period, relating to the 34 and 37 vessels owned or finance leased on average, respectively, during the periods. The year over year decrease is due to the reduction in fleet size. Daily operating costs excluding takeover costs and contingency expenses for the first half of 2020 decreased to $4,832 from $4,913 in the prior year period due primarily to the timing of purchases of spares and stores as well as the timing of repairs.
Charterhire expense for the Company’s Ultramax Operations was approximately $2.0 million and $1.8 million for the first halves of 2020 and 2019, respectively and relates to the vessel the Company time chartered-in at $10,125 per day until September 2019, when the Company exercised its option to extend the time charter for one year at $10,885 per day.
Ultramax Operations depreciation decreased from $18.1 million for the first half of 2019 to $16.1 million for the first half of 2020 due to the decrease in fleet size and the classification of four vessels as held for sale during the first six months of 2020 (vessels classified as held for sale are not depreciated).
General and administrative expense for the Company’s Ultramax Operations, which consists primarily of administrative service fees, which are incurred on a per vessel per day basis, and bank charges, which are incurred based on the number of transactions, was approximately $2.1 million for the first halves of both 2020 and 2019.
During the first half of 2020, the Company recorded a write-down on assets held for sale of $7.6 million related to the classification of two Ultramax vessels, the SBI Jaguar and SBI Taurus, as held for sale. The sales were completed in April 2020. During the first half of 2019, the Company recorded a similar write-down on the SBI Puma and SBI Cougar which were sold in the fourth quarter of 2019.

Kamsarmax Operations
 
Six Months Ended June 30,
 
 
 
 
Dollars in thousands
2020
 
2019
 
Change
 
% Change
TCE Revenue:
 
 
 
 
 
 
 
Vessel revenue
$
27,946

 
$
39,111

 
$
(11,165
)
 
(29
)
Voyage expenses
1,453

 
146

 
1,307

 
895

TCE Revenue
$
26,493

 
$
38,965

 
$
(12,472
)
 
(32
)
Operating expenses:
 
 
 
 

 

Vessel operating costs
15,629

 
17,331

 
(1,702
)
 
(10
)
Charterhire expense
7,207

 
1,487

 
5,720

 
385

Vessel depreciation
8,893

 
9,163

 
(270
)
 
(3
)
General and administrative expense
1,011

 
1,112

 
(101
)
 
(9
)
Loss / write-down on assets held for sale
9,394

 
7,352

 
2,042

 
28

Total operating expenses
$
42,134

 
$
36,445

 
$
5,689

 
16

Operating (loss) income
$
(15,641
)
 
$
2,520

 
$
(18,161
)
 
(721
)
Vessel revenue for the Company’s Kamsarmax Operations decreased to $27.9 million in the first half of 2020 from $39.1 million in the prior year period.

10


TCE revenue (see Non-GAAP Financial Measures) for the Company’s Kamsarmax Operations was $26.5 million for the first half of 2020 associated with a day-weighted average of 17 vessels owned or finance leased and five vessels time chartered-in, compared to $39.0 million for the prior year period associated with a day-weighted average of 19 vessels owned or finance leased and one vessel time chartered-in. TCE revenue per day was $7,822 and $11,484 for the first halves of 2020 and 2019, respectively.
 
Six Months Ended June 30,
 
 
 
 
Kamsarmax Operations:
2020
 
2019
 
Change
 
% Change
TCE Revenue (in thousands)
$
26,493

 
$
38,965

 
$
(12,472
)
 
(32
)
TCE Revenue / Day
$
7,822

 
$
11,484

 
$
(3,662
)
 
(32
)
Revenue Days
3,387

 
3,393

 
(6
)
 
—

Kamsarmax Operations vessel operating costs were $15.6 million for the first half of 2020, including approximately $0.8 million of takeover costs and contingency expenses, compared with vessel operating costs of $17.3 million in the prior year period, relating to 17 and 19 vessels owned or finance leased on average, respectively, during the periods. The year over year decrease is due to the reduction in fleet size. Daily operating costs excluding takeover costs and contingency expenses for the first half of 2020 decreased to $4,874 from $5,001 in the prior year period due primarily to the timing of purchases of spares and stores as well as the timing of repairs.
Kamsarmax Operations charterhire expense was $7.2 million in the first half of 2020, relating to five vessels the Company has time chartered-in, the first of which was time chartered-in during 2019.
Kamsarmax Operations depreciation was $8.9 million and $9.2 million in the first halves of 2020 and 2019, respectively, as the number of vessels owned or finance leased on average decreased to 17 in the first half of 2020 from 19 in the first half of 2019.
General and administrative expense for the Company’s Kamsarmax Operations was $1.0 million for the first half of 2020 and $1.1 million in the first half of 2019. The expense consists primarily of administrative services fees, which are incurred on a per vessel per day basis, and bank charges, which are incurred based on the number of transactions.
During the first half of 2020, the Company recorded a write down on assets held for sale of $9.4 million related to the classification of the SBI Bolero as held for sale. In the first half of 2019, $7.4 million was written down related to the sale of the SBI Electra and SBI Flamenco.
Corporate
Certain general and administrative expenses the Company incurs, as well as all of its financial expenses and investment income or losses, are not attributable to a specific segment. Accordingly, these costs are not allocated to the Company’s segments. These general and administrative expenses, including compensation, audit, legal and other professional fees, as well as the costs of being a public company, such as director fees, were $10.2 million and $12.9 million in the first halves of 2020 and 2019, respectively. The decrease from the prior year is due primarily to a reduction in compensation costs.
The Company recorded a loss of approximately $103.0 million for the first half of 2020 and received cash dividend income of $0.7 million from its equity investment in Scorpio Tankers Inc. During the first half of 2019, the Company recorded a non-cash gain of approximately $67.6 million as well as cash dividend income of $1.0 million also related to its equity investment in Scorpio Tankers Inc.
Financial expenses, net of interest income decreased to $20.0 million in the first half of 2020 from $27.5 million in the prior year period due to lower LIBOR rates and a reduction in the Company’s outstanding debt through the redemption of its 7.50% Senior Unsecured Notes during the third quarter of 2019 and managing our revolving credit facility.


11
Scorpio Bulkers Inc. and Subsidiaries
Consolidated Statements of Operations
(Amounts in thousands, except per share data)


 
 
Unaudited
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
 
2020
 
2019
 
2020
 
2019
Revenue:
 
 
 
 
 
 
 
 
Vessel revenue
 
$
26,166

 
$
50,737

 
$
66,990

 
$
101,088

Operating expenses:
 


 


 


 


Voyage expenses
 
1,460

 
236

 
2,820

 
345

Vessel operating costs
 
22,251

 
25,226

 
46,935

 
51,496

Charterhire expense
 
4,476

 
2,303

 
9,174

 
3,282

Vessel depreciation
 
12,680

 
13,351

 
25,023

 
27,270

General and administrative expenses
 
6,777

 
8,232

 
13,305

 
16,060

Loss / write-down on assets sold or held for sale
 
—

 
4,726

 
17,009

 
12,235

Total operating expenses
 
47,644

 
54,074

 
114,266

 
110,688

Operating loss
 
(21,478
)
 
(3,337
)
 
(47,276
)
 
(9,600
)
Other income (expense):
 
 

 
 
 
 

 
 

Interest income
 
49

 
330

 
172

 
674

Income from equity investments
 
(13,693
)
 
53,143

 
(102,324
)
 
68,646

Foreign exchange loss
 
(76
)
 
(47
)
 
(130
)
 
(51
)
Financial expense, net
 
(9,853
)
 
(15,120
)
 
(20,196
)
 
(28,170
)
Total other (expense) income
 
(23,573
)
 
38,306

 
(122,478
)
 
41,099

Net loss
 
$
(45,051
)
 
$
34,969

 
$
(169,754
)
 
$
31,499

 
 
 
 
 
 
 
 
 
Loss per share:
 
 
 
 
 
 
 
 
Basic
 
$
(5.73
)
 
$
5.16

 
$
(23.01
)
 
$
4.66

Diluted
 
$
(5.73
)
 
$
5.05

 
$
(23.01
)
 
$
4.55

 
 
 
 
 
 
 
 
 
Basic weighted average number of common shares outstanding
 
7,868

 
6,773

 
7,379

 
6,760

Diluted weighted average number of common shares outstanding
 
7,868

 
6,930

 
7,379

 
6,917



12
Scorpio Bulkers Inc. and Subsidiaries
Consolidated Balance Sheets
(Dollars in thousands)

 
 
Unaudited
 
 
 
 
June 30, 2020
 
December 31, 2019
Assets
 
 
 
 
Current assets
 
 
 
 
Cash and cash equivalents
 
$
68,307

 
$
42,530

Accounts receivable
 
14,478

 
13,209

Prepaid expenses and other current assets
 
6,847

 
9,547

Total current assets
 
89,632

 
65,286

Non-current assets
 
 

 
 

Vessels, net
 
1,319,518

 
1,271,993

Assets held for sale
 
—

 
77,536

Equity investments
 
27,607

 
173,298

Deferred financing costs, net
 
2,541

 
2,982

Other assets
 
48,415

 
74,464

Total non-current assets
 
1,398,081

 
1,600,273

Total assets
 
$
1,487,713

 
$
1,665,559

 
 
 
 
 
Liabilities and shareholders’ equity
 
 

 
 

Current liabilities
 
 

 
 

Bank loans, net
 
$
34,090

 
$
44,956

Capital lease obligations
 
69,096

 
29,159

Accounts payable and accrued expenses
 
44,712

 
49,718

Total current liabilities
 
147,898

 
123,833

Non-current liabilities
 
 

 
 

Bank loans, net
 
216,706

 
332,613

Capital lease obligations
 
332,312

 
321,646

Other liabilities
 
1,323

 
12,500

Total non-current liabilities
 
550,341

 
666,759

Total liabilities
 
698,239

 
790,592

Shareholders’ equity
 
 

 
 

Preferred shares, $0.01 par value per share; 50,000,000 shares authorized; no shares issued or outstanding
 
—

 
—

Common shares, $0.01 par value per share; authorized 31,875,000 and 21,250,000 shares as of June 30, 2020 and December 31, 2019; outstanding 11,992,580 shares as of June 30, 2020 and 7,248,180 as of December 31, 2019
 
854

 
809

Paid-in capital
 
1,801,360

 
1,717,144

Common shares held in treasury, at cost; 856,785 shares at June 30, 2020 and December 31, 2019
 
(56,720
)
 
(56,720
)
Accumulated deficit
 
(956,020
)
 
(786,266
)
Total shareholders’ equity
 
789,474

 
874,967

Total liabilities and shareholders’ equity
 
$
1,487,713

 
$
1,665,559



13
Scorpio Bulkers Inc. and Subsidiaries
Consolidated Statements of Cash Flows (unaudited)
(Amounts in thousands)

 
 
Six Months Ended June 30,
 
 
2020
 
2019
Operating activities
 
 
 
 
Net loss
 
$
(169,754
)
 
$
31,499

Adjustment to reconcile net income (loss) to net cash provided by
 
 
 
 

operating activities:
 
 
 
 

Restricted share amortization
 
4,019

 
4,297

Vessel depreciation
 
25,023

 
27,270

Amortization of deferred financing costs
 
2,022

 
4,429

Write-off of deferred financing costs
 
366

 
446

Loss / write-down on assets held for sale
 
15,420

 
10,385

Net unrealized (gains) losses on investments
 
102,980

 
(67,565
)
Dividend income on equity investment
 
(656
)
 
(1,082
)
Drydocking expenditure
 
(10,775
)
 
(1,362
)
Changes in operating assets and liabilities:
 
 

 
 

(Decrease) increase in accounts receivable
 
(1,269
)
 
353

Decrease in prepaid expenses and other assets
 
12,774

 
(6,167
)
Decrease in accounts payable and accrued expenses
 
(15,251
)
 
1,315

Net cash (used in) provided by operating activities
 
(35,101
)
 
3,818

Investing activities
 
 

 
 

Equity investment
 


 
(1,500
)
Sale of equity investment
 
42,711

 
—

Dividend income on equity investment
 
656

 
1,082

Proceeds from sale of assets held for sale
 
52,518

 
47,302

Scrubber payments
 
(37,805
)
 
(5,746
)
Net cash provided by investing activities
 
58,080

 
41,138

Financing activities
 
 

 
 

Proceeds from issuance of common stock
 
82,254

 
—

Proceeds from issuance of long-term debt
 
110,179

 
242,260

Repayments of long-term debt
 
(187,624
)
 
(212,560
)
Dividends paid
 
(2,011
)
 
(2,849
)
Net cash provided by financing activities
 
2,798

 
26,851

Increase in cash and cash equivalents
 
25,777

 
71,807

Cash and cash equivalents, beginning of period
 
42,530

 
67,495

Cash and cash equivalents, end of period
 
$
68,307

 
$
139,302



14
Scorpio Bulkers Inc. and Subsidiaries
Other Operating Data (unaudited)


 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
 
2020
 
2019
 
2020
 
2019
Time charter equivalent revenue ($000’s) (1):
 
 
 
 
 
 
 
 
Vessel revenue
 
$
26,166

 
$
50,737

 
$
66,990

 
$
101,088

Voyage expenses
 
(1,460
)
 
(236
)
 
(2,820
)
 
(345
)
Time charter equivalent revenue
 
$
24,706

 
$
50,501

 
$
64,170

 
$
100,743

Time charter equivalent revenue attributable to:
 
 

 
 

 
 

 
 

Kamsarmax
 
$
11,087

 
$
19,943

 
$
26,493

 
$
38,965

Ultramax
 
13,619

 
30,558

 
37,677

 
61,778

 
 
$
24,706

 
$
50,501

 
$
64,170

 
$
100,743

Revenue days:
 
 

 
 

 
 

 
 

Kamsarmax
 
1,732

 
1,690

 
3,387

 
3,393

Ultramax
 
2,707

 
3,398

 
5,468

 
6,799

    Combined
 
4,439

 
5,088

 
8,855

 
10,192

TCE per revenue day (1):
 
 

 
 

 
 

 
 

Kamsarmax
 
$
6,401

 
$
11,801

 
$
7,822

 
$
11,484

Ultramax
 
$
5,031

 
$
8,993

 
$
6,890

 
$
9,086

Combined
 
$
5,566

 
$
9,926

 
$
7,247

 
$
9,885

(1)
The Company defines Time Charter Equivalent (TCE) revenue as vessel revenues less voyage expenses. Such TCE revenue, divided by the number of the Company’s available days during the period, or revenue days, is TCE per revenue day, which is consistent with industry standards. TCE per revenue day 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 such amounts.
The Company reports TCE revenue, a non-GAAP financial measure, because (i) the Company believes it provides additional meaningful information in conjunction with vessel revenues and voyage expenses, the most directly comparable U.S. GAAP measures, (ii) it assists the Company’s management in making decisions regarding the deployment and use of its vessels and in evaluating their financial performance, (iii) it is a standard shipping industry performance measure used primarily to compare period-to-period changes in a shipping company’s performance irrespective of changes in the mix of charter types (i.e., spot charters, time charters and bareboat charters) under which the vessels may be employed between the periods, and (iv) the Company believes that it presents useful information to investors. See Non-GAAP Financial Measures below.


15



Fleet List as of July 31, 2020
Vessel Name
 
Year Built
 
 DWT
 
 Vessel Type
 
Scrubber Installed ?
SBI Samba
 
2015
 
84,000

 
Kamsarmax
 
Yes
SBI Rumba
 
2015
 
84,000

 
Kamsarmax
 
Yes
SBI Capoeira
 
2015
 
82,000

 
Kamsarmax
 
No
SBI Carioca
 
2015
 
82,000

 
Kamsarmax
 
Yes
SBI Conga
 
2015
 
82,000

 
Kamsarmax
 
No
SBI Sousta
 
2016
 
82,000

 
Kamsarmax
 
No
SBI Rock
 
2016
 
82,000

 
Kamsarmax
 
No
SBI Lambada
 
2016
 
82,000

 
Kamsarmax
 
No
SBI Reggae
 
2016
 
82,000

 
Kamsarmax
 
No
SBI Zumba
 
2016
 
82,000

 
Kamsarmax
 
Yes
SBI Macarena
 
2016
 
82,000

 
Kamsarmax
 
Yes
SBI Parapara
 
2017
 
82,000

 
Kamsarmax
 
Yes
SBI Mazurka
 
2017
 
82,000

 
Kamsarmax
 
Yes
SBI Swing
 
2017
 
82,000

 
Kamsarmax
 
Yes
SBI Jive
 
2017
 
82,000

 
Kamsarmax
 
Yes
SBI Lynx
 
2018
 
82,000

 
Kamsarmax
 
Yes
Total Kamsarmax
 
 
 
1,316,000

 
 
 
 
 
 
 
 
 
 
 
 
 
SBI Antares
 
2015
 
61,000

 
Ultramax
 
Yes
SBI Athena
 
2015
 
64,000

 
Ultramax
 
Yes
SBI Bravo
 
2015
 
61,000

 
Ultramax
 
Yes
SBI Leo
 
2015
 
61,000

 
Ultramax
 
Yes
SBI Echo
 
2015
 
61,000

 
Ultramax
 
Yes
SBI Lyra
 
2015
 
61,000

 
Ultramax
 
Yes
SBI Tango
 
2015
 
61,000

 
Ultramax
 
No
SBI Maia
 
2015
 
61,000

 
Ultramax
 
Yes
SBI Hydra
 
2015
 
61,000

 
Ultramax
 
Yes
SBI Subaru
 
2015
 
61,000

 
Ultramax
 
Yes
SBI Pegasus
 
2015
 
64,000

 
Ultramax
 
No
SBI Ursa
 
2015
 
61,000

 
Ultramax
 
No
SBI Thalia
 
2015
 
64,000

 
Ultramax
 
No
SBI Cronos
 
2015
 
61,000

 
Ultramax
 
No
SBI Orion
 
2015
 
64,000

 
Ultramax
 
No
SBI Achilles
 
2016
 
61,000

 
Ultramax
 
No
SBI Hercules
 
2016
 
64,000

 
Ultramax
 
No
SBI Perseus
 
2016
 
64,000

 
Ultramax
 
No
SBI Hermes
 
2016
 
61,000

 
Ultramax
 
No
SBI Zeus
 
2016
 
60,200

 
Ultramax
 
No
SBI Hera
 
2016
 
60,200

 
Ultramax
 
No
SBI Hyperion
 
2016
 
61,000

 
Ultramax
 
No
SBI Tethys
 
2016
 
61,000

 
Ultramax
 
Yes
SBI Phoebe
 
2016
 
64,000

 
Ultramax
 
Yes
SBI Poseidon
 
2016
 
60,200

 
Ultramax
 
Yes
SBI Apollo
 
2016
 
60,200

 
Ultramax
 
Yes
SBI Samson
 
2017
 
64,000

 
Ultramax
 
No
SBI Phoenix
 
2017
 
64,000

 
Ultramax
 
No
SBI Gemini
 
2015
 
64,000

 
Ultramax
 
Yes
SBI Libra
 
2017
 
64,000

 
Ultramax
 
Yes
SBI Aries
 
2015
 
64,000

 
Ultramax
 
Yes
SBI Pisces
 
2016
 
64,000

 
Ultramax
 
No

16


Vessel Name
 
Year Built
 
 DWT
 
 Vessel Type
 
Scrubber Installed ?
SBI Virgo
 
2017
 
64,000

 
Ultramax
 
Yes
Total Ultramax
 
 
 
2,051,800

 
 
 
 
Total Owned or Finance Leased Vessels DWT
 
3,367,800

 
 
 
 
Time chartered-in vessels
The Company currently time charters-in one Ultramax vessel and five Kamsarmax vessels. The terms of the contracts are summarized as follows:
Vessel Type
 
Year Built
 
DWT
 
Country of Build
 
Daily Base Rate
 
Earliest Expiry
Ultramax
 
2017
 
62,100

 
Japan
 
$
10,885

 
30-Sep-20
 
(1) 
Kamsarmax
 
2019
 
81,100

 
China
 
Variable

 
10-Mar-21
 
(2) 
Kamsarmax
 
2019
 
81,100

 
China
 
Variable

 
7-Apr-21
 
(3) 
Kamsarmax
 
2018
 
82,000

 
China
 
$
12,500

 
25-June-21
 
(4) 
Kamsarmax
 
2018
 
81,100

 
China
 
Variable

 
13-Jul-21
 
(5) 
Kamsarmax
 
2015
 
81,100

 
China
 
Variable

 
22-Jul-21
 
(6) 
Total TC DWT
 
 
 
468,500

 
 
 
 

 
 
 
 
(1)
This vessel was originally time chartered-in for 22 to 24 months at the Company’s option at $10,125 per day. In September 2019, the Company exercised its option to extend the time charter for one year at $10,885 per day. The vessel was delivered to the Company in September 2017.
(2)
This vessel has been time chartered-in for 24 to 27 months at the Company’s option at 118% of the Baltic Exchange’s 74,000 DWT Panamax Index, or the BPI. The vessel was delivered to the Company in March 2019.
(3)
This vessel has been time chartered-in for 24 to 27 months at the Company’s option at 118% of the BPI. The vessel was delivered to the Company in May 2019.
(4)
This vessel has been time chartered-in for 24 months at $12,000 per day for the first 12 months and at $12,500 per day for the second 12 months. The Company has the option to extend this time charter for 12 months at $13,000 per day and an additional 12 months at $14,500 per day. The vessel was delivered to the Company in July 2019.
(5)
This vessel has been time chartered-in for 24 to 27 months at the Company’s option at 118% of the BPI. The vessel was delivered to the Company in July 2019.
(6)
This vessel has been time chartered-in for 24 to 27 months at the Company’s option at 118% of the BPI. The vessel was delivered to the Company in August 2019.




17


Conference Call on Results:
A conference call to discuss the Company’s results will be held Tuesday, August 4, 2020, at 9:00 AM Eastern Daylight Time / 3:00 PM Central European Summer Time. Those wishing to listen to the call should dial 1 (866) 219-5268 (U.S.) or 1 (703) 736-7424 (International) at least 10 minutes prior to the start of the call to ensure connection. The conference participant passcode is 7794355. The information provided on the teleconference is only accurate at the time of the conference call, and the Company will take no responsibility for providing updated information.

There will also be a simultaneous live webcast over the internet, through the Scorpio Bulkers Inc. website www.scorpiobulkers.com. Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.

Webcast URL: https://edge.media-server.com/mmc/p/tg4ckw6t

About Scorpio Bulkers Inc.

Scorpio Bulkers Inc. is a provider of marine transportation of dry bulk commodities, and is investing in the next generation of wind turbine installation vessels. Scorpio Bulkers Inc. has an operating fleet of 55 vessels consisting of 49 wholly-owned or finance leased drybulk vessels (including 16 Kamsarmax vessels and 33 Ultramax vessels), and six time chartered-in vessels (including five Kamsarmax vessels and one Ultramax vessel). In addition to its dry bulk fleet, the Company has signed a letter of intent to enter into a shipbuilding contract with Daewoo Shipbuilding and Marine Engineering Inc. to build a wind turbine installation vessel to be delivered in 2023, with options to build three further similar vessels. The Company’s owned and finance leased fleet has a total carrying capacity of approximately 3.4 million dwt and all of the Company’s owned and financed leased vessels will have carrying capacities of greater than 60,000 dwt. Additional information about the Company is available on the Company’s website www.scorpiobulkers.com, which is not a part of this press release.





18


Non-GAAP Financial Measures
To supplement the Company’s financial information presented in accordance with accounting principles generally accepted in the U.S. (“GAAP”) management uses certain “non-GAAP financial measures” as such term is defined in Regulation G promulgated by the U.S. Securities and Exchange Commission (the “SEC”). Generally, a non-GAAP financial measure is a numerical measure of a company’s operating performance, financial position or cash flows that excludes or includes amounts that are included in, or excluded from, the most directly comparable measure calculated and presented in accordance with GAAP. Management believes the presentation of these measures provides investors with greater transparency and supplemental data relating to the Company’s financial condition and results of operations, and therefore a more complete understanding of factors affecting its business than GAAP measures alone. In addition, management believes the presentation of these matters is useful to investors for period-to-period comparison of results as the items may reflect certain unique and/or non-operating items such as asset sales, write-offs, contract termination costs or items outside of management’s control.
Earnings before interest, taxes, depreciation and amortization (“EBITDA”), adjusted net income (loss) and related per share amounts, as well as adjusted EBITDA and TCE Revenue are non-GAAP financial measures that the Company believes provide investors with a means of evaluating and understanding how the Company’s management evaluates the Company’s operating performance. These non-GAAP financial measures should not be considered in isolation from, as substitutes for, nor superior to financial measures prepared in accordance with GAAP. Please see below for reconciliations of EBITDA, adjusted net income (loss) and related per share amounts, and adjusted EBITDA. Please see “Other Operating Data” for a reconciliation of TCE revenue.
EBITDA (unaudited)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
In thousands
2020
 
2019
 
2020
 
2019
Net (loss) income
$
(45,051
)
 
34,969

 
$
(169,754
)
 
$
31,499

Add Back:
 
 
 
 
 
 
 
Net interest expense
8,430

 
11,185

 
17,637

 
22,620

Depreciation and amortization (1)
15,992

 
19,079

 
31,430

 
36,443

EBITDA
$
(20,629
)
 
65,233

 
$
(120,687
)
 
$
90,562

(1) Includes depreciation, amortization of deferred financing costs and restricted share amortization.
Adjusted net (loss) income (unaudited)
 
 
Three Months Ended June 30,
In thousands, except per share data
 
2020
 
2019
 
 
Amount
 
Per share
 
Amount
 
Per share
Net (loss) income
 
$
(45,051
)
 
$
(5.73
)
 
$
34,969

 
$
5.05

Adjustments:
 
 
 
 
 
 
 
 
Loss / write-down on assets sold or held for sale
 
—

 
—

 
4,726

 
0.68

Write-off of deferred financing cost
 
366

 
0.05

 
446

 
0.06

Total adjustments
 
$
366

 
$
0.05

 
$
5,172

 
$
0.74

Adjusted net loss (income)
 
$
(44,685
)
 
$
(5.68
)
 
$
40,141

 
$
5.79



19


 
 
Six Months Ended June 30,
 
Six Months Ended June 30,
In thousands, except per share data
 
2020
 
2019
 
 
Amount
 
Per share
 
Amount
 
Per share
Net (loss) income
 
$
(169,754
)
 
$
(23.01
)
 
$
31,499

 
$
4.55

Adjustments:
 
 
 
 
 
 
 
 
Loss / write-down on assets sold or held for sale
 
17,009

 
2.31

 
12,235

 
1.77

Write-off of deferred financing cost
 
366

 
0.05

 
446

 
0.07

Total adjustments
 
$
17,375

 
$
2.36

 
$
12,681

 
$
1.84

Adjusted net (loss) income
 
$
(152,379
)
 
$
(20.65
)
 
$
44,180

 
$
6.39


Adjusted EBITDA (unaudited)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
In thousands
2020
 
2019
 
2020
 
2019
Net (loss) income
$
(45,051
)
 
$
34,969

 
$
(169,754
)
 
$
31,499

Impact of adjustments
366

 
5,172

 
17,375

 
12,681

Adjusted net (loss) income
(44,685
)
 
40,141

 
(152,379
)
 
44,180

Add Back:
 
 
 
 
 
 
 
Net interest expense
8,430

 
11,185

 
17,637

 
22,620

Depreciation and amortization (1)
15,626

 
18,633

 
31,064

 
35,997

Adjusted EBITDA
$
(20,629
)
 
$
69,959

 
$
(103,678
)
 
$
102,797

(1) Includes depreciation, amortization of deferred financing costs and restricted share amortization.


20


Forward-Looking Statements 
Matters discussed in this press release may constitute forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides safe harbor protections for forward-looking statements in order to encourage companies to provide prospective information about their business. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts. The Company desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbor legislation. The words “believe,” “anticipate,” “intend,” “estimate,” “forecast,” “project,” “plan,” “potential,” “may,” “should,” “expect,” “pending” and similar expressions identify forward-looking statements.
The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, our management’s examination of historical operating trends, data contained in our records and other data available from third parties. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, we cannot assure you that we will achieve or accomplish these expectations, beliefs or projections.
In addition to these important factors, other important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the failure of counterparties to fully perform their contracts with us, the strength of world economies and currencies, general market conditions, including fluctuations in charter rates and vessel values, changes in demand for dry bulk vessel capacity, the length and severity of the recent novel coronavirus (COVID-19) outbreak, including its effect on demand for dry bulk products and the transportation thereof, changes in our operating expenses, including bunker prices, drydocking and insurance costs, the market for our vessels, availability of financing and refinancing, counterparty performance, ability to obtain financing and the availability of capital resources (including for capital expenditures) and comply with covenants in such financing arrangements, planned capital expenditures, our ability to successfully identify, consummate, integrate amd realize the expected benefits from acquisitions and changes to our business strategy, fluctuations in the value of our investments, 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. Please see our filings with the SEC for a more complete discussion of these and other risks and uncertainties.

Contact:

Scorpio Bulkers Inc.
+377-9798-5715 (Monaco)
+1-646-432-1675 (New York)


21