What changed in this filing

/stocks — the workspaceLOADING

Item 7. Management’s Discussion and Analysis

2024-03-14 compared with 2023-03-15 · 77 added, 98 removed, 355 unchanged (33% of the section changed)

28 unchanged sentences

Revenue is not earned when vessels are offhire.

Terminal & Stevedore Revenue.

Terminal & Stevedore revenue is derived from inbound and outbound cargo handling services at ports which the Company operates in.

Gross revenue is earned typically based on a per-unit rate for volumes handled.

Long-lived Assets Impairment Considerations:

1 unchanged sentence

The carrying value of each group of vessels classified as held and used are reviewed for potential impairment when events or changes in circumstances indicate that the carrying value of a particular group may not be fully recoverable.

In such instances, an impairment charge would be recognized if the estimate of the undiscounted future cash flows expected to result from the use of the group and its eventual disposition is less than its carrying value.

This assessment is made at the assets group level, which

represents the lowest level for which identifiable cash flows are largely independent of other groups of assets.

In such instances, an

impairment charge would be recognized if the estimate of the undiscounted future cash flows expected to result from the use of the group and its eventual disposition is less than its carrying value.

This assessment is made at the assets group level, which represents the lowest level for which identifiable cash flows are largely independent of other groups of assets.

The asset groups established by the Company are defined by vessel size and major characteristic or trade.

9 unchanged sentences

Measurement of the impairment loss is based on the fair value of the asset as provided by third parties.

In both the first and fourth quarters of 2023, the Company identified triggering events associated with the sale of vessels, where the carrying value exceeded their fair value.

On January 18, 2023, the Company entered into a memorandum of agreement to sell the m/v Bulk Newport for $8.9 million in net consideration after brokerage commissions, resulting in a recorded loss on sale of $1.2 million in the first quarter of 2023.

Similarly, on October 17, 2023, the Company signed a memorandum of agreement to sell the m/v Bulk Trident for $9.5 million in net consideration after brokerage commissions, resulting in a loss on sale of $0.6 million in the fourth quarter of 2023.

The Company conducted an impairment analysis on each asset group and determined that the estimated undiscounted future cash flows exceeded their carrying amounts.

Therefore, no additional loss on impairment was recognized.

Also the Company concluded that no other triggering event had occurred during the remaining period of the 2023 which would require impairment testing.

During the first quarter of 2022, the Company determined that a triggering event occurred related to the sale of a vessel, as the carrying value exceeded its fair value.

3 unchanged sentences

Also the Company concluded that no triggering event had occurred during the remaining period of the 2022 which would require impairment testing.

The Company concluded that no triggering event had occurred during the twelve months ended December 31, 2021 which would require impairment testing.

The table set forth below indicates the purchase price of the Company’s vessels and the net carrying amount of each vessel as of December 31, 2023.

3 unchanged sentences

m/v Bulk Destiny January 2017 UMX - 1C 2017 24,000 18,770

m/v Bulk Prudence June 2023 UMX 2014 26,650 26,534

m/v Bulk Courageous April 2021 UMX 2013 16,798 15,145

10 unchanged sentences

m/v Bulk Pride December 2017 SMX 2008 14,023 11,194

m/v Bulk Trident September 2012 SMX 2006 17,010 11,024

m/v Bulk Freedom June 2017 SMX 2005 9,016 8,150

m/v Bulk Newport (2)

September 2013 SMX 2003 15,546 10,212

m/v Bulk Spirit February 2019 SMX 2009 13,000 12,970

m/v Bulk Xaymaca (1)

August 2018 PMX 2006 14,010 13,083

m/v Bulk Xaymaca August 2018 PMX 2006 14,010 11,624

m/v Bulk Concord February 2022 PMX 2009 19,900 18,966

6 unchanged sentences

Total $ 601,586 $ 500,477

(1) Formerly known as m/v Bulk PODS.

(2) Vessel was sold on March 3, 2023

Recent Accounting Pronouncements

On of January 1, 2023, we adopted ASU No.

2016-13, "Financial Instruments—Credit Losses" ("ASU 2016-13").

ASU 2016-13 amends the current financial instrument impairment model by requiring entities to use a forward-looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables.

The adoption of the accounting standard did not have any material impact on our consolidated financial statements.

In March 2020, the FASB issued ASU No.

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The Company is currently evaluating the impact that adopting this new accounting standard will have on its consolidated financial statements and related disclosures.

In June 2016, the FASB issued ASU No.

2016-13, Financial Instruments – Credit Losses.

For most financial assets, such as trade and other receivables, loans and other instruments, this standard changes the current incurred loss model to a forward-looking

expected credit loss model, which generally will result in the earlier recognition of allowances for losses.

The new standard is effective for the Company at the beginning of 2023.

Entities are required to apply the provisions of the standard through a cumulative-effect adjustment to retained earnings as of the effective date.

The Company is currently assessing the new guidance and its impact on its consolidated financial statements, and it intends to adopt the guidance when it becomes effective in the first quarter of 2023.

The adoption of ASU 2016-13 is currently not expected to have a material impact on the Company's consolidated financial statements.

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which amends the existing segment reporting guidance (ASC Topic 280 — Segment Reporting (“ASC 280”)) to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount for other segment items by reportable segment and a description of its composition, the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources.

In addition, companies with a single reporting segment will have to provide all of the disclosures required by ASC 280, including the significant segment expense disclosures.

The amendments in this update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

Early adoption is permitted.

The Company is currently evaluating the impact of our pending adoption of this standard on its financial statement disclosures.

Important Financial and Operational Terms and Concepts

The Company uses a variety of financial and operational terms and concepts when analyzing its performance.

These include revenue recognition, deferred revenue, allowance for doubtful accounts, vessels and depreciation and long-lived assets impairment considerations, as defined above as well as the following:

These include revenue recognition, deferred revenue, allowance for credit losses, vessels and depreciation and long-lived assets impairment considerations, as defined above as well as the following:

Voyage Expenses.

10 unchanged sentences

Technical management services include day-to-day vessel operations, performing general vessel maintenance, ensuring regulatory and classification society compliance, arranging the hire of crew, and purchasing stores, supplies, and spare parts.

Terminal & Stevedore Expenses .

Terminal & Stevedore expenses represent the cost to provide the Company's cargo handling services.

Terminal & Stevedore expenses include direct labor and related costs, the cost of insurance, expenses relating to repairs and maintenance of shore based equipment, trucking, and other direct miscellaneous expenses.

The Company believes that the measures for analyzing future trends in its results of operations consist of the following:

8 unchanged sentences

The Company defines TCE rates as total revenues less voyage expenses divided by the length of the voyage, 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 rates for vessels on voyage charters are generally not expressed in per-day amounts while rates for vessels on time charters generally are expressed in per-day amounts.

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 rates for vessels on voyage charters are generally not expressed in per-day amounts while rates for vessels on time charters generally are expressed in per-day amounts.

Business Overview

1 unchanged sentence

After reaching levels not seen in over a decade in 2021, the dry bulk freight market remained strong in historical terms in the first half of 2022 before slowing down in the second half of the year due to decreased freight demand.

This slowdown continued through the first quarter of 2023, with signs of improvement throughout the remainder of 2023.

The Baltic Dry Index (“BDI”), a measure of dry bulk market performance, averaged 1,426 for 2023, compared to an average of 1,832 for 2022, down approximately 22%.

More specifically, and reflecting the composition of the Company's fleet, the average published market rates for Supramax and Panamax vessels decreased approximately 43% from an average of $20,012 in 2022 to $11,391 in 2023.

We have historically experienced fluctuations in our results of operations on a

quarterly and annual basis due to the volatility of the dry bulk sector.

We have historically experienced fluctuations in our results of operations on a quarterly and annual basis due to the volatility of the dry bulk sector.

We expect to experience continued fluctuations in our operating results in the foreseeable future due to a variety of factors, including cargo demand for vessels, supply of vessels, competition, and seasonality.

Effect of Inflation

High inflation in the United States and in many of the global economies where the Company operates is beginning to impact vessel operating costs, including crew travel, transportation of equipment and spares, and drydocking costs.

High inflation in the United States and in many of the global economies where the Company operates has impacted vessel operating costs, including crew travel, transportation of equipment and spares, and drydocking costs.

We expect crew payroll expenses to continue to increase over the near and medium future, and other inflated cost changes may make our vessel daily operating costs higher.

2 unchanged sentences

TCE Performance

For the year ended December 31, 2022, the Company's TCE rates were down only 2% to $24,434 from $25,056 for the year ended December 31, 2021, while the overall dry bulk market rates declined by approximately 20% for the year ended December 31, 2022.

For the year ended December 31, 2023, the Company's TCE rates were down 35% to $15,849 from $24,434 for the year ended December 31, 2022, while the overall dry bulk market rates declined by approximately 43% for the year ended December 31, 2023.

The Company's achieved TCE rate for the year ended December 31, 2023 outperformed the average of the Baltic Panamax and Supramax market indexes and exceeded the average market rates by approximately 39% due to its long-term contracts of affreightment, ("COAs"), its specialized fleet and its cargo-focused strategy.

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The number of shipping days decreased 6% to 16,711 in the fiscal year ended December 31, 2023, from 17,715 for the same period in 2022.

The revenue decrease was due to a 2% decrease in the average TCE rate, which was $24,434 per day for the twelve months ended December 31, 2022, compared to $25,056 per day for the same period in 2021.

The revenue decrease was primarily due to a 35% decrease in the average TCE rate, which was $15,849 per day for the twelve months ended December 31, 2023, compared to $24,434 per day for the same period in 2022.

Components of revenue are as follows:

Voyage revenues increased by 4% for the fiscal year ended December 31, 2022 to $640.0 million from $614.5 million for the same period in 2021.

The increase in voyage revenues was primarily due to higher average TCE rates earned throughout the first half of 2022 and partially offset by declined market rates in the second half of the 2022.

Voyage revenues decreased by 27% for the fiscal year ended December 31, 2023 to $468.6 million from $640.0 million for the same period in 2022.

The decrease in voyage revenues was primarily due to lower average TCE rates earned throughout 2023 due to declined market rates.

The number of voyage days decreased 2% to 14,922 for the twelve months ended December 31, 2023 from 15,237 for the same period in 2022.

3 unchanged sentences

The time charter revenue per day was $13,258 for the twelve months ended December 31, 2023 compared to $24,078 for the same period of 2022.

The optionality

of our chartering strategy allows the Company to selectively release excess ship days, if any, into the market under time charter arrangements.

The optionality of our chartering strategy, in which the Company charters vessels in on short term periods with market available days during the charter period, allows the Company to selectively release excess ship days, if any, into the market under time charter arrangements.

Terminal & Stevedore revenues increased to $7.0 million, for the twelve months ended December 31, 2023, as a result of the company's acquisition of port and terminal operations in June 2023.

Voyage Expenses

Voyage expenses for the fiscal year ended December 31, 2022 were $262.1 million compared to $219.6 million for the year ended 2021, an increase of approximately 19%.

The increase is primarily due to an increase in bunker consumption expense of $48.5 million driven by an increase in bunker fuel prices, partially offset by a decrease in port charges and canal tolls of $3.6 million.

Total costs of bunkers consumed increased by 42% for the twelve months ended December 31, 2022 compared to the same period in 2021.

The port charges and canal tolls decreased primarily due to a decrease in voyage days of 4% to 15,237 days in the twelve months ended December 31, 2022 from 15,932 days for the same period in 2021 .

Voyage expenses for the fiscal year ended December 31, 2023 were $227.4 million compared to $262.1 million for the year ended 2022, a decrease of approximately 13%.

The decrease is primarily due to a decrease in bunker consumption expense of $40.7 million driven by a decrease in bunker fuel prices, partially offset by an increase in port charges and canal tolls of $2.3 million.

Total costs of bunkers consumed decreased by 25% for the twelve months ended December 31, 2023 compared to the same period in 2022.

The port charges and canal tolls increased primarily due to an increase in the market cost of canal tolls over the period.

Charter Hire Expenses

2 unchanged sentences

The decrease in charter hire expenses was primarily due to a decrease in market rates to charter-in vessels and a decrease in the number of chartered-in days from 8,971 days in the twelve months ended December 31, 2022 to 7,933 days for the twelve months ended December 31, 2023.

Charter hire expenses on a per day basis were $13,996 for the twelve months ended December 31, 2023 and $24,783 for the same period in 2022.

The average published market rates for Supramax and Panamax vessels decreased approximately 43% from an average of $20,012 in 2022 to $11,391 in the same period of 2023 .

The Company benefited for the full year in 2022 from the acquisition of vessels over 2021 and 2022.

The Company's flexible charter-in strategy allows it to supplement its owned fleet with short term chartered-in tonnage at prevailing market prices, when needed, to meet cargo demand.

Vessel Operating Expenses

Vessel operating expenses for the year ended December 31, 2022 were $56.9 million, compared to $42.7 million for the same period in 2021, an increase of approximately 33%.

The increase in vessel operating expenses was primarily due to an increase in owned days resulting from the acquisition of vessels over the period.

The ownership days for the twelve months ended December 31, 2022 and 2021 were 8,962 and 7,382, respectively.

Vessel operating expenses for the year ended December 31, 2023 were $55.8 million, compared to $56.9 million for the same period in 2022, a decrease of approximately 2%.

Ownership days for the twelve months ended December 31, 2023 and 2022 were 8,988 and 8,962, respectively.

Excluding technical management fees, vessel operating expenses on a per day basis were $5,703 for the twelve months ended December 31, 2023 and $5,804 for the same period in 2022.

Technical management fees were approximately $4.5 million and $4.8 million for the twelve months ended December 31, 2023 and 2022, respectively.

The increase in vessel operating expenses was also attributable an increase in crew expenses due to an increase in crewing costs, crew changes and expenses related to COVID-19 and the war in Ukraine.

The Company also continues to face general inflationary pressures particularly impacting the cost of lubes, stores and spares.

The decrease in vessel operating expenses was also attributable a decrease in crew expenses due to a decrease in crewing costs, crew changes and expenses related to COVID-19 and the war in Ukraine in the prior year.

The Company continues to face general inflationary pressures particularly impacting the cost of lubes, stores and spares.

Terminal & Stevedore Expenses

Terminal & Stevedore expenses increased to $5.8 million for the twelve months ended December 31, 2023, as a result of the company's acquisition of port and terminal operations in June 2023.

General and Administrative Expenses

General and administrative expenses increased from $20.1 million for the year ended December 31, 2022 to $22.8 million for the year ended December 31, 2023.

The increase was primarily due to an increase in employee incentive compensation.

The increase was primarily due to an increase in costs associated with the acquisition of port and terminal operations in June of 2023.

Depreciation and Amortization

5 unchanged sentences

The increase was primarily due to the increase in ownership days to 8,988 days in 2023 from 8,962 days in 2022.

The increase in ownership days is due to the acquisition of vessels, as noted above, which was part of a fleet renewal plan.

The increase in ownership days is due to the acquisition of vessels, offset by vessel sales in the current year, which was part of a fleet renewal plan.

The increase in depreciation and amortization expense was due to an increase in drydocking amortization.

Five drydockings were completed in 2021 and four drydockings were completed in 2022.

Three drydockings were completed in 2023 and four drydockings were completed in 2022.

Loss on sale of vessels

The Company recorded a loss of $1.7 million on the sale of the m/v Bulk Trident and m/v Bulk Newport in the year ended December 31, 2023.

The Company recorded a loss of $0.3 million on the sale of the m/v Bulk Pangaea in the year ended December 31, 2022.

No loss on sales of vessels were recorded in the year ended December 31, 2021.

Impairment of vessels

1 unchanged sentence

On April 20, 2022 the Company entered into an agreement to sell the Bulk Pangaea for $8.8 million, the sale was finalized and the vessel delivered to its new owner on June 23, 2022.

A loss on impairment of $3.0 million was recorded in the first quarter of 2022 as the carrying value of the assets exceeded the fair value.

No loss on impairment of vessels were recorded in the year ended December 31, 2023.

2 unchanged sentences

The usage of such derivatives can lead to fluctuations in the Company’s reported results from operations on a period-to-period basis.

The Company recorded an unrealized gain on derivative instruments of $0.7 million and $3.9 million in the year ended December 31, 2022 and 2021, respectively.

The Company recorded an unrealized loss on derivative instruments of $2.9 million in the year ended December 31, 2023 and an unrealized gain on derivative instruments of $0.7 million in the year ended December 31, 2022, respectively.

Refer to Note 7 Margin Account, Derivative and Fair Value Measures to the consolidated financial statements for further information.

7 unchanged sentences

At December 31, 2023 and 2022, the Company had working capital of $86.5 million and $130.3 million, respectively.

The increase in working capital was primarily driven by an increase in cash and cash equivalents generated from operating activities during the year and timing of the accounts receivable and advance charter hire.

The decrease in working capital was primarily driven by (i) $34.5 million of cash acquisitions, including the m/v Bulk Prudence and the port and terminal operation in June of 2023, (ii) $20.4 million reclassifications of long-term debt to current portion of long-term debt, and (iii) partially offset by proceeds from the sale of vessels and operating income generated during the twelve months ended December 31, 2023.

Considerations made by management in assessing the Company’s ability to continue as a going concern are its ability to consistently generate positive cash flows from operations, which were approximately $53.8 million in 2023, and $134.8 million in 2022;

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Net cash provided by operating activities during the year ended December 31, 2023 was $53.8 million, compared to net cash provided by operating activities of $134.8 million during the year ended December 31, 2022.

The cash flows from operating activities increased compared to the same period in the prior year primarily due to the increase in income from operations, and timing of customer receipts and supplier payments.

The cash flows from operating activities decreased compared to the same period in the prior year primarily due to the decrease in income from operations, and timing of customer receipts and supplier payments.

Investing Activities

Net cash used in investing activities during the twelve months ended December 31, 2022 was $28.5 million compared to net cash used in investing activities of was $197.8 million for the same period in 2021.

The Company purchased two vessels for $35.7 million in 2022.

This use of cash was partially offset by the proceeds from the sale of one vessel for $8.4 million.

Net cash used in investing activities of $197.8 million in 2021 primarily consists of $196.6 million for vessel acquisitions and investments in non-consolidated subsidiaries for $1.1 million.

Net cash used in investing activities during the twelve months ended December 31, 2023 was $16.0 million compared to net cash used in investing activities was $28.5 million for the same period in 2022.

During the year ended December 31, 2023, the Company (i) paid $27.3 million for the purchase of one vessel and other vessel improvements and (ii) paid $7.2 million net, for cash acquisition of a port and terminal operation.

This use of cash was partially offset by the proceeds from the sale of two vessels for $17.3 million.

Net cash used in investing activities of $28.5 million in 2022 primarily consists of $35.7 million for vessel acquisitions partially offset by the proceeds from the sale of one vessel for $8.4 million.

Financing Activities

Net cash used in financing activities in 2022 was $34.1 million compared to net cash provided by financing activities of $143.9 million for the same period of 2021.

During the twelve months ended December 31, 2022, the Company received $8.5 million in proceeds from long-term debt and $15.0 million in finance leases.

The Company repaid $15.4 million of long term debt, $15.8 million of finance leases and $5.0 million of other long term liabilities.

Net cash used in financing activities in 2023 was $67.2 million compared to net cash used in financing activities of $34.1 million for the same period of 2022.

During the twelve months ended December 31, 2023, the Company repaid $15.8 million of long term debt, and $20.2 million of finance leases.

The Company also paid $18.1 million of common stock cash dividends and $10.4 million cash dividends to non-controlling interests.

Net cash provided by financing activities was $143.9 million for 2021.

During the twelve months ended December 31, 2021, the Company received $79.2 million in proceeds from long-term debt, $141.17 million in proceeds from finance leases and $9.2 million in proceeds from non-controlling interest recorded as a long-term liability.

Net cash used in financing activities was $34.1 million for 2022.

During the twelve months ended December 31, 2022, the Company received $8.5 million in proceeds from long-term debt, $15.0 million in proceeds from finance leases.

The Company repaid $15.4 million of long term debt, $15.8 million of finance leases and $5.0 million of other long term liabilities.

4 unchanged sentences

nine Panamax drybulk carriers (six of which are Ice-Class 1A);

nine Supramax drybulk carriers, two Ultramax Ice-Class IC, one Ultramax and four Post Panamax Ice Class 1A drybulk vessels.

seven Supramax drybulk carriers, two Ultramax Ice-Class IC, two Ultramax and four Post Panamax Ice Class 1A drybulk vessels.

In addition to vessel acquisitions that the Company may undertake in future periods, its other major capital expenditures include funding its program of regularly scheduled drydockings necessary to make improvements to its vessels, as well as to comply with international shipping standards and environmental laws and regulations.

This includes installation of BWTS required under

new regulations, the cost of which will be $0.5 million to $0.7 million per vessel.

This includes installation of BWTS required under new regulations, the cost of which will be $0.5 million to $0.7 million per vessel.

The Company has some flexibility regarding the timing of drydocking, but the total cost is unpredictable.

The Company expects to perform two special surveys in 2024 at an aggregate total cost of approximately $2.0 million.

The Company expects to perform five intermediate surveys in 2023 at an aggregate total cost of approximately $0.4 million.

The Company expects to perform four intermediate surveys in 2024 at an aggregate total cost of approximately $0.3 million.

The Company estimates that offhire related to the surveys and related repair work is ten to twenty days per vessel, depending on the size and condition of the vessel.

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– Bulk Nordic Six Ltd.

2,070,000 2,330,000 6.03 % May 2024

— 2,070,000 — % Paid in full in January 10, 2023

– Bulk Pride - Tranche C (2)

2 unchanged sentences

9,500,000 10,500,000 3.54 % May 2024

Bulk Freedom Loan Agreement — 2,600,000 June 2022

Bulk Valor Corp.

5 unchanged sentences

$ 7,733,094 $ 8,500,000 6.19 % October 2029

109 Long Wharf Commercial Term Loan 374,466 484,066 6.39 % April 2026

109 Long Wharf Commercial Term Loan — 374,466 — % Paid in full in January 24, 2023

Total $ 100,251,475 $ 116,034,005

9 unchanged sentences

NBHC is consolidated in accordance with ASC 810-10 and as such, amounts pertaining to the non-controlling ownership held by the third parties in the financial position of NBHC are reported as non-controlling interest in the accompanying balance sheets.

(4) On April 26, 2021, NBHC entered into a new Senior Secured Term Loan Facility with two new lenders.

The agreement advanced $53.0 million in respect of the m/v Nordic Oshima, m/v Nordic Olympic, m/v Nordic Odin and m/v Nordic Oasis.

The agreement requires repayment of the advance in 24 equal quarterly principal installments of $1.2 million beginning on June 15, 2021 and a balloon payment of $24.2 million due in June 2027.

(4) This facility is cross-collateralized by the vessels m/v Bulk Endurance, m/v Bulk Pride, and m/v Bulk Independence and is guaranteed by the Company.

(5) A portion of unamortized debt issuance costs were reclassified as a reduction of the finance leases liabilities.

Refer to Note 12 "Commitments and Contingencies" for additional information.

Bulk Nordic Odin Ltd., Bulk Nordic Olympic Ltd.

Bulk Nordic Odyssey Ltd., Bulk Nordic Orion Ltd.

And Bulk Nordic Oshima Ltd.

– Dated September 28, 2015 - Amended and Restated Loan Agreement

The amended agreement advanced $21,750,000 in respect of each the m/v Nordic Odin and the m/v Nordic Olympic;

$13,500,000 in respect of each the m/v Nordic Odyssey and the m/v Nordic Orion, and $21,000,000 in respect of the m/v Nordic Oshima.

The agreement requires repayment of the advances as follows:

In respect of the Odin and Olympic advances, repayment to be made in 28 equal quarterly installments of $375,000 per borrower (one of which was paid prior to the amendment by each borrower) and the loan was repaid in full on April 26, 2021.

In respect of the Odyssey and Orion advances, repayment to be made in 20 quarterly installments of $375,000 per borrower and balloon payments of $5,677,203 due with each of the final installments in September 2020.

In September 2020 the Company amended the facility to make an additional quarterly installment of $375,000 per borrower and extend the balloon payments to December 2020 which were paid in full on December 23, 2020.

In respect of the Oshima advance, repayment to be made in 28 equal quarterly installments of $375,000 and the loan was repaid in full on April 26, 2021.

The Bulk Nordic Oasis Ltd.

- Loan Agreement - Dated December 11, 2015

The agreement advanced $21,500,000 in respect of the m/v Nordic Oasis.

The agreement requires repayment of the advance in 24 equal quarterly installments of $375,000 beginning on March 28, 2016 and the loan was repaid in full on April 26, 2021.

Refer to Note 10 "Finance Leases" for additional information.

The Bulk Nordic Odyssey (MI) Corp., Bulk Nordic Orion (MI) Corp.

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The loan is secured by first preferred mortgages on the m/v Bulk Endurance, the m/v Bulk Pride and the m/v Bulk Independence, the assignment of earnings, insurances and requisite compensation of the entity, and by guarantees of its shareholders.

Additionally, the agreement contains a minimum liquidity requirement, positive working capital of the borrower and a collateral maintenance ratio clause which requires the fair market value of the vessel plus the net realizable value of any additional collateral previously provided, to remain above defined ratios.

Additionally, the agreement contains a minimum liquidity requirement, positive working capital of the borrower and a collateral maintenance ratio clause which requires the fair market value

of the vessel plus the net realizable value of any additional collateral previously provided, to remain above defined ratios.

At December 31, 2023 and 2022, the Company was in compliance with these covenants.

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The loan is payable in 120 equal monthly installments of $9,133.

Interest is floating at the 30 day LIBOR plus 2.00% (6.39% at December 31, 2022).

Interest is floating at the 30 day LIBOR plus 2.00%.

The loan is collateralized by all real estate located at 109 Long Wharf, Newport, RI, and a corporate guarantee of the Company.

1 unchanged sentence

The loan was repaid in full on January 25, 2023.

At December 31, 2022 and 2021, the Company was in compliance with these covenants.

At December 31, 2022, the Company was in compliance with these covenants.

The Bulk Valor Corp.

4 unchanged sentences

Interest on this advance is fixed at 3.29%.

The loan is secured by a first preferred mortgage on the m/v

Bulk Valor, the assignment of earnings, insurances and requisite compensation of the entity, and by guarantees of its shareholders.

The loan is secured by a first preferred mortgage on the m/v Bulk Valor, the assignment of earnings, insurances and requisite compensation of the entity, and by guarantees of its shareholders.

As of December 31, 2023 and 2022 the Company was in compliance with its financial covenants.

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m/v Bulk Sachuest, the assignment of earnings, insurances and requisite compensation of the entity, and by guarantees of its shareholders.

As of December 31, 2022 the Company was in compliance with its financial covenants.

As of December 31, 2023 and 2022 the Company was in compliance with its financial covenants.

The future minimum annual payments under the debt agreements are as follows:

13 unchanged sentences

$ 1,643,806 $ (153,746) $ 1,490,060

Commissions payable (trade payables) (ii)

38,896 (38,896) —

Included in current related party notes payable on the consolidated balance sheets:

Interest payable – 2011 Founders Note 242,852 (242,852) —

Total current related party notes payable $ 242,852 $ (242,852) $ —

Seamar Management S.A.

("Seamar") is a joint venture of which the Company owns 51% at December 31, 2023 and 2022 .

Phoenix Bulk Carriers (Brasil) Intermediacoes Maritimas Ltda.

- a wholly-owned Company of a member of the Board of Directors

Under the terms of a technical management agreement between the Company and Seamar Management S.A.

1 unchanged sentence

During the years ended December 31, 2023 and 2022, the Company incurred technical management fees of $3,328,800 and $3,280,920 under this arrangement, which is included in vessel operating expenses in the consolidated statements of income.

The total amounts payable

to Seamar at December 31, 2022 and 2021, (including amounts due for vessel operating expenses), were $1,643,806 and $2,847,910, respectively.

The total amounts payable to Seamar at December 31, 2023 and 2022, (including amounts due for vessel operating expenses), were $1,490,060 and $1,643,806, respectively.

Off-Balance Sheet Arrangements

6 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis