Item 2. Management’s Discussion and Analysis
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with the Condensed Consolidated Financial Statements and related notes, and other financial information appearing elsewhere in this Quarterly Report on Form 10-Q.
FORWARD-LOOKING STATEMENTS
Except for historical information, the statements made in this Quarterly Report on Form 10-Q are forward-looking statements made pursuant to the safe-harbor provisions of the Private Security Litigation Reform Act of 1995. Such forward-looking statements may be contained in, among other things, SEC filings, such as reports on Forms 10-K, 10-Q and 8-K, the Annual Report to Shareholders, press releases made by the Company, the Company’s Internet Websites (including Websites of its subsidiaries), and oral statements made by officers of the Company.
This report, and other statements that the Company may make, may contain forward-looking statements with respect to the Company’s future financial, business or environmental, social and governance performance, strategies or expectations. Forward-looking statements are typically identified by words or phrases such as “trend,” “potential,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” “design,” “goal,” “plan,” or similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may” or similar expressions.
The Company cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time, including, but not limited to, the risk factors that are described in Part I, Item 1A, “Risk Factors” of Matson’s Annual Report on Form 10-K for the year ended December 31, 2022. Forward-looking statements speak only as of the date they are made, and the Company assumes no duty to and does not undertake any obligation to update forward-looking statements. Actual results could differ materially from those anticipated in forward-looking statements and future results could differ materially from historical performance.
OVERVIEW
Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is designed to provide a discussion of the Company’s financial condition, results of operations, liquidity and certain other factors that may affect its future results from the perspective of management. The discussion that follows is intended to provide information that will assist in understanding the changes in the Company’s Condensed Consolidated Financial Statements from period to period, the primary factors that accounted for those changes, and how certain accounting principles, policies and estimates affect the Company’s Condensed Consolidated Financial Statements. MD&A is provided as a supplement to the Condensed Consolidated Financial Statements and notes herein, and should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 , the Company’s reports on Forms 10-Q and 8-K, and other publicly available information.
FIRST QUARTER 2023 DISCUSSION AND UPDATE ON BUSINESS CONDITIONS
Ocean Transportation: The Company’s container volume in the Hawaii service in the first quarter 2023 was 0.8 percent lower year-over-year. The decrease was primarily due to lower eastbound volume . During the quarter, the Company saw retail customers continue to manage inventories to weaker consumer demand levels despite continued improvement in the Hawaii economy supported by a low unemployment rate and relatively strong tourist arrivals, including a modest improvement in international tourist trends. In the near-term, Matson expects muted freight demand in Hawaii despite continued improvement in the Hawaii economy supported by strength in tourism and a low unemployment rate. There are also negative trends as a result of higher inflation and higher interest rates that create uncertainty in the economic growth trajectory.
In China, the Company’s container volume in the first quarter 2023 decreased 35.4 percent year-over-year. The decrease was primarily due to (i) CCX volume in the first quarter 2022 (CCX service was discontinued in the third quarter 2022) and (ii) lower demand for the CLX and CLX+ services. Matson continued to realize a significant rate premium over the Shanghai Containerized Freight Index (“SCFI”) in the first quarter 2023 but achieved average freight rates that were
15
Table of Contents
lower than in the year ago period. Currently in the Transpacific marketplace, business conditions are mixed with general improvement in tradelane capacity and retailer inventories, but we continue to see retail customers conservatively manage inventories in light of continued economic uncertainty. As such, the Company expects its CLX and CLX+ services in the second quarter to reflect freight demand levels below normalized conditions with lower year-over-year volumes and rates. Absent an economic “hard landing” in the U.S., the Company continues to expect improved trade dynamics in the second half of 2023 as the Transpacific marketplace transitions to a more normalized level of demand. Regardless of the economic environment, the Company expects to continue to earn a significant rate premium to the SCFI reflecting our fast and reliable ocean services and unmatched destination services.
In Guam, the Company’s container volume in the first quarter 2023 decreased 10.9 percent year-over-year primarily due to lower retail-related demand. In the near-term, the Company expects muted freight demand despite continued improvement in the Guam economy with increasing tourism and a low unemployment rate. There are also negative trends as a result of higher inflation and higher interest rates that create uncertainty in the economic growth trajectory.
In Alaska, the Company’s container volume for the first quarter 2023 decreased 4.8 percent year-over-year due to (i) lower export seafood volume from the Alaska-Asia Express service (“AAX”) primarily due to three less sailings and (ii) lower southbound volume primarily due to lower domestic seafood and household goods volume, partially offset by higher northbound volume primarily due to two additional sailings. In the near-term, the Company expects the Alaska economy to benefit from low unemployment and increased energy-related exploration and production activity as a result of elevated oil prices, but there are negative trends as a result of higher inflation and higher interest rates that create uncertainty in the economic growth trajectory.
The contribution in the first quarter 2023 from the Company’s SSAT joint venture investment was $(1.8) million, or $35.8 million lower than the first quarter 2022. The decrease was primarily driven by lower other terminal revenue and lower lift volume.
Logistics: In the first quarter 2023, operating income for the Company’s Logistics segment was $10.9 million, or $5.5 million lower compared to the level achieved in the first quarter 2022. The decrease was primarily due to lower contributions from supply chain management, consistent with lower demand in the Transpacific tradelane, and transportation brokerage.
CONSOLIDATED RESULTS OF OPERATIONS
Consolidated Results – Three months ended March 31, 2023 compared with 2022:
Three Months Ended March 31,
(Dollars in millions, except per share amounts)
2023
2022
Change
Operating revenue
$
704.8
$
1,165.5
$
(460.7)
(39.5)
%
Operating costs and expenses
(666.1)
(732.9)
66.8
(9.1)
%
Operating income
38.7
432.6
(393.9)
(91.1)
%
Interest income
8.2
—
8.2
100.0
%
Interest expense
(4.5)
(4.8)
0.3
(6.3)
%
Other income (expense), net
1.8
2.0
(0.2)
(10.0)
%
Income before taxes
44.2
429.8
(385.6)
(89.7)
%
Income taxes
(10.2)
(90.6)
80.4
(88.7)
%
Net income
$
34.0
$
339.2
$
(305.2)
(90.0)
%
Basic earnings per share
$
0.94
$
8.29
$
(7.35)
(88.7)
%
Diluted earnings per share
$
0.94
$
8.23
$
(7.29)
(88.6)
%
Changes in operating revenue, and operating costs and expenses are further described below in the Analysis of Operating Revenue and Income by Segment.
The increase in interest income for the three months ended March 31, 2023, compared to the three months ended March 31, 2022, was due to increased cash on deposit in interest bearing accounts including the CCF, and higher interest rates during the period.
16
Table of Contents
The decrease in interest expense for the three months ended March 31, 2023, compared to the three months ended March 31, 2022, was due to lower outstanding debt during the period.
Other income (expense) relates to the amortization of certain components of net periodic benefit costs or gains related to the Company’s pension and post-retirement plans.
Income tax expense was $10.2 million or 23.1 percent of income before taxes for the three months ended March 31, 2023, compared to $90.6 million or 21.1 percent of income before taxes for the three months ended March 31, 2022. The effective tax rate for the three months ended March 31, 2023 benefited from a 0.8 percent deduction related to foreign-derived intangible income (“FDII”) under Section 250 of the Internal Revenue Code that lowered the effective tax rate for the current period, compared to a 2.6 percent deduction related to FDII for the three months ended March 31, 2022. The reduction in the FDII for the three months ended March 31, 2023 was primarily due to lower income generated from the Company’s China service.
ANALYSIS OF OPERATING REVENUE AND INCOME BY SEGMENT
Ocean Transportation Operating Results – Three months ended March 31, 2023 compared with 2022:
Three Months Ended March 31,
(Dollars in millions)
2023
2022
Change
Ocean Transportation revenue
$
551.0
$
943.9
$
(392.9)
(41.6)
%
Operating costs and expenses
(523.2)
(527.7)
4.5
(0.9)
%
Operating income
$
27.8
$
416.2
$
(388.4)
(93.3)
%
Operating income margin
5.0
%
44.1
%
Volume (Forty-foot equivalent units (FEU), except for automobiles) (1)
Hawaii containers
35,200
35,500
(300)
(0.8)
%
Hawaii automobiles
9,400
8,600
800
9.3
%
Alaska containers
19,800
20,800
(1,000)
(4.8)
%
China containers
30,100
46,600
(16,500)
(35.4)
%
Guam containers
4,900
5,500
(600)
(10.9)
%
Other containers (2)
4,100
5,300
(1,200)
(22.6)
%
(1) Approximate volumes included for the period are based on the voyage departure date, but revenue and operating income are adjusted to reflect the percentage of revenue and operating income earned during the reporting period for voyages in transit at the end of each reporting period.
(2) Includes containers from services in various islands in Micronesia and the South Pacific, and Okinawa, Japan.
Ocean Transportation revenue decreased $392.9 million, or 41.6 percent, during the three months ended March 31, 2023, compared with the three months ended March 31, 2022. The decrease was primarily due to lower average freight rates and volume in China, partially offset by higher fuel-related surcharge revenue.
On a year-over-year FEU basis, Hawaii container volume decreased 0.8 percent primarily due to lower eastbound volume; Alaska volume decreased 4.8 percent due to (i) lower export seafood volume from the AAX primarily due to three less sailings and (ii) lower southbound volume primarily due to lower domestic seafood and household goods volume, partially offset by higher northbound volume primarily due to two additional sailings; China volume was 35.4 percent lower primarily due to (a) CCX volume in the first quarter 2022 (CCX service was discontinued in the third quarter 2022) and (b) lower demand for the CLX and CLX+ services; Guam volume was 10.9 percent lower primarily due to lower retail-related demand; and Other containers volume decreased 22.6 percent.
Ocean Transportation operating income decreased $388.4 million during the three months ended March 31, 2023, compared with the three months ended March 31, 2022. The decrease was primarily due to lower freight rates and volume in China and a lower contribution from SSAT, partially offset by lower operating costs and expenses (including fuel-related expenses) primarily related to the discontinuation of the CCX service.
The Company’s SSAT terminal joint venture investment contributed $(1.8) million during the three months ended March 31, 2023, compared to a contribution of $34.0 million during the three months ended March 31, 2022. The decrease was primarily driven by lower other terminal revenue and lower lift volume.
17
Table of Contents
Logistics Operating Results: Three months ended March 31, 2023 compared with 2022:
Three Months Ended March 31,
(Dollars in millions)
2023
2022
Change
Logistics revenue
$
153.8
$
221.6
$
(67.8)
(30.6)
%
Operating costs and expenses
(142.9)
(205.2)
62.3
(30.4)
%
Operating income
$
10.9
$
16.4
$
(5.5)
(33.5)
%
Operating income margin
7.1
%
7.4
%
Logistics revenue decreased $67.8 million, or 30.6 percent, during the three months ended March 31, 2023, compared with the three months ended March 31, 2022. The decrease was primarily due to lower revenue in transportation brokerage and supply chain management.
Logistics operating income decreased $5.5 million, or 33.5 percent, during the three months ended March 31, 2023, compared with the three months ended March 31, 2022. The decrease was primarily due to lower contributions from supply chain management, consistent with lower demand in the Transpacific tradelane, and transportation brokerage.
LIQUIDITY AND CAPITAL RESOURCES
Sources of liquidity available to the Company as of March 31, 2023, compared to December 31, 2022 were as follows:
Cash, Cash Equivalents, Restricted Cash and Accounts Receivable: Cash and cash equivalents, restricted cash and accounts receivable as of March 31, 2023, compared to December 31, 2022 were as follows:
March 31,
December 31,
(In millions)
2023
2022
Change
Cash and cash equivalents
$
88.5
$
249.8
$
(161.3)
Restricted cash
$
3.9
$
3.9
$
—
Accounts receivable, net (1)
$
283.0
$
268.5
$
14.5
(1) As of March 31, 2023 and December 31, 2022, $209.9 million and $9.9 million of eligible accounts receivable were assigned to the CCF, respectively.
Changes in the Company’s cash, cash equivalents and restricted cash for the three months ended March 31, 2023, compared to the three months ended March 31, 2022 were as follows:
Three Months Ended March 31,
(In millions)
2023
2022
Change
Net cash provided by operating activities (1)
$
96.7
$
273.9
$
(177.2)
Net cash used in investing activities (2)
(153.5)
(46.4)
(107.1)
Net cash used in financing activities (3)
(104.5)
(117.1)
12.6
Net (decrease) increase in cash, cash equivalents and restricted cash
(161.3)
110.4
(271.7)
Cash, cash equivalents and restricted cash, beginning of the period
253.7
287.7
(34.0)
Cash, cash equivalents and restricted cash, end of the period
$
92.4
$
398.1
$
(305.7)
18
Table of Contents
(1) Changes in net cash provided by operating activities:
Changes in net cash provided by operating activities for the three months ended March 31, 2023, compared to the three months ended March 31, 2022, were due to the following:
(In millions)
Change
Net income
$
(305.2)
Non-cash depreciation and amortization
0.2
Deferred income taxes
(8.0)
Income and distributions from SSAT, net
35.8
Accounts receivable, net
13.2
Prepaid expenses and other assets
77.2
Accounts payable, accruals and other liabilities
7.8
Operating lease liabilities
(4.0)
Non-cash amortization of operating lease right of use assets
3.4
Deferred dry-docking payments
6.2
Non-cash deferred dry-docking amortization
(0.5)
Other long-term liabilities
(3.3)
Total
$
(177.2)
Net income was $34.0 million for the three months ended March 31, 2023, compared to $339.2 million for the three months ended March 31, 2022, as described above. Loss from SSAT was $(1.8) million for the three months ended March 31, 2023, compared to $34.0 million for the three months ended March 31, 2022. The decrease in contribution from SSAT was due to lower other terminal revenue and lower lift volume during the three months ended March 31, 2023 as compared to the same prior year period. There were no distributions from SSAT during the three months ended March 31, 2023 and 2022. Changes in accounts receivable were primarily due to the timing of collections associated with those receivables. Changes in prepaid expenses and other assets were primarily due to increased prepaid income taxes, and increased prepaid fuel and other operating expenses for the three months ended March 31, 2023 as compared to the same prior year period. Changes in accounts payable, accruals and other liabilities were due to the timing of payments associated with those liabilities. Changes in operating lease liabilities were primarily due to new operating lease additions and renewals, partially offset by operating lease terminations during the three months ended March 31, 2023, compared to the same prior year period. Deferred dry-docking payments for the three months ended March 31, 2023 were $2.4 million, compared to $8.6 million for the three months ended March 31, 2022. The decrease in deferred dry-docking payments was due to less dry-dock related activity during the three months ended March 31, 2023 as compared to the same prior year period.
(2) Changes in net cash used in investing activities:
Changes in net cash used in investing activities for the three months ended March 31, 2023, compared to the three months ended March 31, 2022, were due to the following:
(In millions)
Change
Cash deposits and interest into the CCF
$
(94.8)
Withdrawals from CCF
(10.7)
Payment for asset acquisition
(12.4)
Capitalized vessel construction expenditures
9.0
Other capital expenditures
1.9
Proceeds from disposal of property and equipment, net, and other
(0.1)
Total
$
(107.1)
The Company deposited $100.0 million of cash and accumulated $5.5 million of interest in the CCF and made no withdrawals from the CCF during the three months ended March 31, 2023, compared to $10.7 million of cash deposited into the CCF and $10.7 million withdrawn from the CCF during the three months ended March 31, 2022. Deposits and interest into the CCF are intended to fund long-term investment in the construction of new vessels. During the three months ended March 31, 2023, the Company paid $12.4 million related to an asset acquisition. No asset acquisitions were made during the three months ended March 31, 2022. Capitalized vessel construction expenditures (including capitalized interest) were $0.4 million for the three months ended March 31, 2023, compared to $9.4 million for the three months ended March 31, 2022. Other capital expenditures payments were $35.5 million for the three months ended
19
Table of Contents
March 31, 2023, compared to $37.4 million for the three months ended March 31, 2022. Other capital expenditures primarily relates to the acquisition of containers, chassis and other equipment; vessel related expenditures; and expenditures on other capital related projects. The Company purchased fewer containers, chassis and other equipment during the three months ended March 31, 2023 as compared to the same prior year period.
(3) Changes in net cash used in financing activities:
Changes in net cash used in financing activities for the three months ended March 31, 2023, compared to the three months ended March 31, 2022, were due to the following:
(In millions)
Change
Repurchase of Matson common stock
$
30.4
Repayments of fixed interest debt
(26.4)
Withholding tax related to net share settlements of restricted stock units
7.0
Dividends paid
1.6
Total
$
12.6
During the three months ended March 31, 2023, the Company paid $40.0 million to repurchase Matson common stock, compared to $70.4 million during the three months ended March 31, 2022. During the three months ended March 31, 2023, the Company prepaid $26.4 million of Title XI debt and paid $14.4 million in scheduled fixed debt payments, compared to $14.4 million in scheduled fixed debt payments during the three months ended March 31, 2022. During the three months ended March 31, 2023, the Company paid $12.4 million in payroll taxes related to vested restricted stock units, compared to $19.4 million for the three months ended March 31, 2022. The decrease in withholding tax was primarily due to the decrease of the Company’s stock price as of the vesting date of the restricted stock units. During the three months ended March 31, 2023, the Company paid $11.3 million in dividends, compared to $12.9 million during the three months ended March 31, 2022. The decrease in dividend payments was due to the reduction in common stock outstanding, offset by an increase in dividends declared per share of common stock by the Company.
Capital Construction Fund: Cash on deposit in the capital construction fund as of March 31, 2023 and December 31, 2022 was as follows:
March 31,
December 31,
(In millions)
2023
2022
Capital Construction Fund:
Cash on deposit
$
623.7
$
518.2
Assigned accounts receivables
$
209.9
$
9.9
During the three months ended March 31, 2023, the Company deposited $100.0 million of cash and accumulated $5.5 million of interest into the CCF. Cash on deposit in the CCF is currently held in a U.S. Treasury obligations fund with daily liquidity. At March 31, 2023, securities held within the fund had a weighted average life of 35 days. CCF cash is classified as a long-term asset on the Company’s Condensed Consolidated Balance Sheets, as the Company intends to use qualified cash withdrawals to fund long-term investment in the construction of new vessels.
During the three months ended March 31, 2023, the Company pledged $200.0 million of accounts receivable into the CCF. Assigned accounts receivable in the CCF are classified as part of accounts receivable on the Company’s Condensed Consolidated Balance sheets due to the nature of the assignment.
Debt: Total Debt as of March 31, 2023 and December 31, 2022 is as follows:
March 31,
December 31,
(In millions)
2023
2022
Change
Fixed interest debt
$
476.7
$
517.5
$
(40.8)
Total Debt
$
476.7
$
517.5
$
(40.8)
Total Debt decreased by $40.8 million during the three months ended March 31, 2023. The decrease in fixed interest debt was due to prepayments of $26.4 million of outstanding principal of Title XI debt, and scheduled repayments of private placement term loans and Title XI debt during the three months ended March 31, 2023.
As of March 31, 2023, the Company had $642.1 million of remaining borrowing availability under the revolving credit facility, with a maturity date of March 31, 2026. The Company’s debt is described in Note 6 of Part I, Item 1 above.
20
Table of Contents
Working Capital: The Company had a working capital surplus of $30.9 million and $178.0 million at March 31, 2023 and December 31, 2022, respectively. Working capital is primarily impacted by the amount of net cash provided by operating activities, the amount of capital expenditures, the timing of collections associated with accounts receivable, prepaid expenses and other assets, and by the amount and timing of payments associated with accounts payable, accruals, income taxes and other liabilities. The decrease in working capital surplus at March 31, 2023 is primarily due to the decrease in cash generated from operating activities, and cash deposited into the CCF during the three months ended March 31, 2023.
Capital Expenditures: There were no material changes during the quarter ended March 31, 2023 to the Company’s expected capital expenditures for the years ending December 31, 2023 and 2024 that are described in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 .
The following represents the estimated timing of future milestone payments under the vessel construction agreements as of March 31, 2023, as described in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 :
Future Milestone Payments By Period
(in millions)
Remainder of 2023
2024-2025
2026-2027
Thereafter
Total
Three Aloha Class Containerships
$
50
$
422
$
464
$
13
$
949
Repurchase of Shares: During the three months ended March 31, 2023, the Company repurchased approximately 0.7 million shares for a total cost of $42.1 million. The maximum number of remaining shares that may be purchased under the Company’s share repurchase program was approximately 0.9 million shares at March 31, 2023. On April 27, 2023, the Company’s Board of Directors approved an additional 3.0 million shares to the Company’s existing share repurchase program and extended the program to December 31, 2025.
Other Material Cash Requirements: There were no other material changes during the quarter ended March 31, 2023 to the Company’s other cash requirements that are described in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 .
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
There have been no changes during this quarter to the Company’s critical accounting policies and estimates as discussed in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 .
OTHER MATTERS
The Company’s first quarter 2023 cash dividend of $0.31 per share was paid on March 2, 2023. On April 27, 2023, the Company’s Board of Directors declared a cash dividend of $0.31 per share payable on June 1, 2023 to shareholders of record on May 11, 2023.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no material changes to the Company’s market risk position from the information provided under Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk,” of its Annual Report on Form 10-K for the year ended December 31, 2022 .
21
Table of Contents
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.