Navigator Gas Announces Preliminary Third Quarter 2025 Results (Unaudited)

LONDON, Nov. 04, 2025 (GLOBE NEWSWIRE) --

Third Quarter Financial Highlights

• On November 4, 2025, the Board of Directors of Navigator Holdings Ltd., (NYSE: NVGS) (“Navigator Holdings”, “Navigator Gas”, “our”, “we”, “us” or the “Company”) approved a revision to the Company's existing capital return policy first announced in May 2023 (the "Revised Capital Return Policy"). Under the Revised Capital Return Policy, commencing with the the dividend relating to the third quarter of 2025, the Company intends, subject to operating needs and other circumstances, to pay an increased quarterly cash dividend of $0.07 per share (the "Revised Fixed Element") and return additional capital in the form of further cash dividends and/or share repurchases, such that the Revised Fixed Element and, if any, the variable component, together equal 30% of net income for the applicable quarter, increased from 25% of net income in the existing policy. Declarations of any dividends in the future, and the amount of any such dividends under the Revised Capital Return Policy, are subject to approval by the Company’s Board.
  

• On November 4, 2025, pursuant to the Company's Revised Capital Return Policy, the Board declared a cash dividend of $0.07 per share of the Company's common stock for the quarter ended September 30, 2025, payable on December 16, 2025, to all shareholders of record as of the close of business U.S. Eastern Time on November 25, 2025 (the “Dividend”).
  

• Also as part of the Company's Revised Capital Return Policy for the quarter ended September 30, 2025, the Company expects to repurchase approximately $5.4 million of its common stock between November 7, 2025, and December 31, 2025, subject to operating needs, market conditions, legal requirements, stock price and other circumstances (the “Share Repurchases”), such that the Dividend and Share Repurchases together equal 30% of net income for the quarter ended September 30, 2025.
  

• On September 17, 2025 the Company paid a dividend of $0.05 per share of the Company’s common stock to all shareholders of record as of the close of business U.S. Eastern Time on August 28, 2025, totaling $3.3 million , and the Company repurchased 129,539 shares of common stock in the open market between August 18, 2025, and September 30, 2025, at an average price of $16.06 per share, totaling $2.1 million all as part of the Company's then existing capital return policy for the quarter ended June 30, 2025.
  

• On May 13, 2025, the Board authorized a new share repurchase plan authorizing the Company to repurchase up to an aggregate of $50 million of the Company’s common stock. The Company repurchased 1,348,867 shares of common stock in the open market between July 1, 2025, and July 30, 2025, at an average price of $15.13 per share, totaling $20.4 million. A total of 3,405,455 shares were repurchased in the open market between May 15, 2025, and July 30, 2025 at an average price of $14.68 per share, totaling $50 million which then completed the new share repurchase plan.
  

• The Company reported total operating revenues of $153.1 million for the three months ended September 30, 2025, compared to $141.8 million for the three months ended September 30, 2024.
  

• Net income attributable to stockholders of the Company was $33.2 million for the three months ended September 30, 2025, compared to $18.2 million for the three months ended September 30, 2024.

• EBITDA¹ was $85.7 million for the three months ended September 30, 2025, compared to $65.8 million for the three months ended September 30, 2024.
  

• Adjusted EBITDA¹ was $76.5 million for the three months ended September 30, 2025, compared to $67.7 million for the three months ended September 30, 2024.
  

• Basic earnings per share attributable to stockholders of the Company were $0.50 for the three months ended September 30, 2025, compared to $0.26 per share for the three months ended September 30, 2024, with the increase primarily due to an increase in net income attributable to stockholders of Navigator Holdings Ltd., and a lower number of shares of common stock in issue in the three months ended September 30, 2025, compared to the three months ended September 30, 2024.
  

• Adjusted basic earnings per share attributable to stockholders of the Company¹ were $0.36 per share for the three months ended September 30, 2025, compared to $0.29 per share for the three months ended September 30, 2024, driven primarily by the increase in Net Income attributable to stockholders of Navigator Holdings Ltd., and adjusting for the profit on sale of vessel.
  

• The Company decreased its debt by $93.3 million to $933.2 million during the three months ended September 30, 2025, as the Company made quarterly repayments on loan facilities and revolving credit facilities of $93.3 million. This is compared to an increase of $124.4 million to $1,026.5 million during the three months ended June 30, 2025, when the Company borrowed $300 million under its May 2025 Facility (as defined below) and $40 million under the March 2025 Bond Tap Issue (as defined in Note 7. Senior Unsecured Bonds below), and repaid our September 2020 Facility of $143.4 million and our October 2013 Facility of $14.7 million, and made quarterly repayments on loan facilities and revolving credit facilities of $54.9 million.
  

• At September 30, 2025 the Company's cash, cash equivalents, and restricted cash was $216.6 million, and together with available but undrawn credit facilities of $91.4 million the Company's total liquidity as of September 30, 2025 was $308.0 million, compared to $287.4 million as of June 30, 2025 and $139.8 million as at December 31, 2024.
  
  

Other Highlights and Developments

Fleet Operational Update

The average daily time charter equivalent (“TCE”) rate across the fleet was $30,966 for the three months ended September 30, 2025, compared to $29,079 for the three months ended September 30, 2024, and $28,216 for the three months ended June 30, 2025.

Utilization across the fleet was a more normalized 89.3% for the three months ended September 30, 2025, compared to 90.9% for the three months ended September 30, 2024, and 84.2% for the three months ended June 30, 2025.

Utilization increased by 5.1% between the second quarter of 2025 and the third quarter of 2025, mainly as the second quarter's utilization was impacted by market uncertainties arising out of trade tariffs, restrictions on the export of ethane from the U.S. to China and uncertainties surrounding the application of port fees in the U.S. for Chinese built vessels.

U.S. ethylene export markets reached a 16-month peak during August 2025 totaling 101,000 metric tons ("mts") of which 100% were transported to Europe. In September 2025, 25% of all exports from the U.S. headed across the Pacific to Asia marking the largest quantity of ethylene heading in this direction in 2025. In parallel, U.S. ethane exports increased during the quarter reaching a record during September 2025 at 1,038,000 mts.

Ethane exports from the U.S. on handysize vessels was strong in the third quarter of 2025 with a total 690,000 mts being moved on these vessels, with August 2025 reaching an all time high of 283,000 mts. Combined handysize ethylene and ethane exports totalled 923,000 mts for the three months ended September 30, 2025, which is the highest figure since the second quarter of 2024.

For the three months ended September 30, 2025, we had an average of 31 vessels engaged under time charters, 17 vessels on spot voyage charters and contracts of affreightment (“COAs"), and 9 vessels operating in the independently managed Unigas Pool. As at September 30, 2025, for the 12-month period commencing October 1, 2025, we have 41% of our available days covered by time charter contracts. For the same 12-month period, our midsize vessels are exclusively on time charter contracts, about 75% of our fully and semi-refrigerated vessels are on time charter contracts, and most of our ethylene-capable vessels are expected to be employed in the spot voyage market.

The handysize 12-month forward-looking market assessment for semi-refrigerated vessels increased from the end of the second quarter of 2025 compared to the end of the third quarter of 2025 by $5,000 per calendar month ("pcm") to $940,000 pcm.

The handysize 12-month forward-looking market assessment for fully refrigerated vessels remained unchanged from the end of the second quarter of 2025 compared to the end of the third quarter of 2025 at $775,000 pcm.

The handysize 12-month forward-looking market assessment for ethylene-capable vessels remained flat from the end of the second quarter of 2025 compared to the end of the third quarter of 2025 at $1,100,000 pcm.

Sale of vessel

On September 8, 2025, the Company sold and delivered Navigator Gemini, a 2009-built 20,750 cbm semi-refrigerated handysize vessel to a third party for net proceeds of $30.3 million, recognizing a gain from the sale of the vessel of $12.6 million in the third quarter of 2025.

Acquisition of Additional Interest in Navigator Greater Bay Joint Venture

On October 14, 2025, the Company increased its ownership interest in the Navigator Greater Bay Joint Venture from 60% to 75.1% through the acquisition of an additional 15.1% interest for total cash consideration of $16.8 million.

New Share Repurchase Plan

On May 13, 2025, the Board of Navigator Holdings Ltd. authorized a new share repurchase plan in relation to Navigator’s common stock (the “New Share Repurchase Plan”). Pursuant to the New Share Repurchase Plan, Navigator was authorized to repurchase up to an aggregate of $50 million of the Company’s common stock via open market transactions, privately negotiated transactions or any other method permitted under U.S. securities laws and the rules of the U.S. Securities and Exchange Commission. The New Share Repurchase Plan was completed in full on July 30, 2025 with the Company having repurchased and canceled 3,405,455 shares of common stock at an average price of $14.68 per share, and with an aggregate total value of $50 million.

Joint Venture with Amon Maritime For Construction of Two New Ammonia Gas Carriers ("Ammonia Newbuild Vessels")

On July 27, 2025 the Company announced that it had entered into a joint venture agreement with Amon Gas Holdings AS ("Amon Gas"). The joint venture, Navigator Amon Shipping AS (the "Amon Joint Venture"), intends to acquire two newbuild 51,530 cubic meter capacity ammonia-fueled liquefied ammonia carriers (the “Ammonia Newbuild Vessels”), which will also be capable of carrying liquefied petroleum gas. On September 30, 2025 the Company owned 61% of the Amon Joint Venture, and Amon Gas owned 39%. Under the terms and conditions of the investment, the Company expects to own 79.5% of the Amon Joint Venture and Amon Gas expects to own 20.5% when the vessels are delivered in 2028.

The Amon Joint Venture has entered into contracts with Nantong CIMC Sinopacific Offshore & Engineering Co., Ltd. to build the Ammonia Newbuild Vessels, with deliveries scheduled to take place in June and October 2028 respectively, at an average yard price of $84 million per vessel. Each of the Ammonia Newbuild Vessels has been awarded a NOK 90 million (approx. $9 million) investment grant from the Norwegian government agency Enova to be drawn down in accordance with the agreed terms of the grant over the course of the vessels' construction period. In addition to the investment grants, it is expected that the Amon Joint Venture will finance the majority of the purchase price of the Ammonia Newbuild Vessels through commercial bank finance, with the remainder sourced from capital contributions from the Company and Amon Gas. The Company expects to finance its share of the capital contributions from available cash resources.

Once delivered, subject to customary conditions, each of the Ammonia Newbuild Vessels is expected to be operated by the Amon Joint Venture pursuant to a five-year time charter with Yara International ASA ("Yara").

Ethylene Export Terminal

We own a 50% share in an ethylene export marine terminal at Morgan’s Point, Texas (the “Ethylene Export Terminal”) through a joint venture (the "Export Terminal Joint Venture").

The Ethylene Export Terminal throughput for the three months ended September 30, 2025, was 270,502 metric tons, compared to 121,634 metric tons for the three months ended September 30, 2024, and 268,117 metric tons for the three months ended June 30, 2025.

Our share of the results of our equity investment in the Ethylene Export Terminal was a gain of $3.3 million for the three months ended September 30, 2025, compared to a gain of $2.2 million for the three months ended September 30, 2024, and a gain of $4.8 million for the three months ended June 30, 2025.

Despite a recent increase in domestic U.S. ethylene prices due to elevated feedstock costs, lower inventory levels, and higher domestic demand, we expect throughput for the fourth quarter of 2025 to be similar to the third quarter of 2025 supported by strong demand from Europe and as applicable trade tariff tensions ease.

The Ethylene Export Terminal, now expanded, has an increased ethylene export capacity of at least 1.55 million tons per annum. Two new multi-year offtake contracts related to the expanded volume have been signed and we continue to expect that additional capacity will be contracted during 2025 and 2026. Until further offtake contracts are signed, available volume will be sold on a spot basis.

Revised Capital Return Policy

The Company’s existing capital return policy was revised by the Board of the Company on November 4, 2025. Under the Revised Capital Return Policy and subject to operating needs and other circumstances, the Company intends, commencing with the dividend relating to the third quarter of 2025, to pay an increased quarterly cash dividend of $0.07 per share of common stock (the "Revised Fixed Element") and return additional capital in the form of further cash dividends and/or share repurchases, such that the Revised Fixed Element and, if any, the variable element, together equal at least 30% of net income for the applicable quarter.

Any acquisition of the Company’s common stock under the Revised Capital Return Policy may be made via open market transactions, privately negotiated transactions or any other method permitted under U.S. securities laws and the rules of the U.S. Securities and Exchange Commission. The timing and amount of any dividends and share repurchases under the Revised Capital Return Policy will be determined by Navigator’s Board of Directors and management and will depend on market conditions, legal requirements, stock price and alternative uses of capital, financial results and earnings, restrictions in our debt agreements, required capital expenditures and the provisions of Marshall Islands law affecting the payment of dividends to shareholders, as well as other factors. The Revised Capital Return Policy does not oblige Navigator to pay any dividends or repurchase any of its shares and the Revised Capital Return Policy, including dividends and repurchases of shares of common stock, may be suspended, discontinued or modified by the Company at any time, for any reason.

Legal Updates

The Company continues to monitor reports concerning Muhamad Kerry Adrianto and certain other business partners and executives of PT Pertamina (Persero), Indonesia’s state-owned energy company (“Pertamina”), following their arrest by Indonesian authorities on February 25, 2025 as part of an investigation into allegations of corruption. The allegations relate to the mismanagement of crude oil and oil refinery products at Pertamina between 2018 and 2023. The investigation by Indonesian authorities is ongoing, with several suspects’ cases being submitted to the local public prosecutor on October 2, 2025, with preliminary hearings of some accused individuals taking place on October 13, 2025.

On September 9, 2025, Mr. Adrianto was replaced as a director of PT Navigator Khatulistiwa (“PTNK”), the Company’s Indonesian joint venture. On September 30, 2025, three unencumbered vessels in our fleet and approximately $39.5 million of cash, which is currently recorded as restricted cash, were owned by PTNK. The vessels were previously on time charter to Pertamina for the transportation of liquefied petroleum gas within Indonesia, the last and most recent of which expired by its terms in February 2025, and following the natural cessation of the PTNK business, Navigator Aries was sold to an entity under common control of the Company on October 1, 2025.

We continue to believe that these events will not have a material impact on the Company or our operations.

Unaudited Results of Operations for the Three Months Ended September 30, 2025 compared to the Three Months Ended September 30, 2024

The following table presents selected operating data for the three months ended September 30, 2025 and 2024, which we believe is useful in understanding the basis of movements in our operating revenues.

* Fleet Data - Our nine owned smaller vessels in the independently managed Unigas Pool are excluded.

** Non-GAAP Financial Measure - Time charter equivalent - TCE is a measure of the average daily revenue performance of a vessel. TCE is not calculated in accordance with U.S. GAAP. For all charters, we calculate TCE by dividing total operating revenues (excluding revenue from the Unigas Pool), less any voyage expenses, by the number of earning days for the relevant period. Under a time charter, the charterer pays substantially all of the vessel's voyage-related expenses, whereas for voyage charters, also known as spot market charters, we pay all voyage expenses and charge our customers for these costs through our sales invoicing. TCE is a shipping industry performance measure used primarily to compare period-to-period changes in a company’s performance despite changes in the mix of charter types (i.e., voyage charters, time charters and contracts of affreightment) under which the vessels may be employed. We include average daily TCE, as we believe it provides additional meaningful information. Our calculation of TCE may not be comparable to that reported by other companies.

The following table represents a reconciliation of operating revenues to TCE. Operating revenues are the most directly comparable financial measure calculated in accordance with U.S. GAAP for the periods presented.

*** Operating revenues and voyage expenses of our nine owned vessels in the independently managed Unigas Pool are excluded.

Operating Revenues. Operating revenues, net of address commissions, were $141.9 million for the three months ended September 30, 2025, an increase of $13.1 million or 10.2% compared to $128.8 million for the three months ended September 30, 2024. This increase was primarily due to:

• an increase of approximately $7.5 million attributable to an increase in average monthly TCE rates, which increased to an average of approximately $30,966 per vessel per day ($941,895 per vessel per calendar month) for the three months ended September 30, 2025, compared to an average of approximately $29,079 per vessel per day ($884,478 per vessel per calendar month) for the three months ended September 30, 2024;

• a decrease of approximately $2.1 million attributable to a decrease in fleet utilization, which decreased to 89.3% for the three months ended September 30, 2025, compared to 90.9% for the three months ended September 30, 2024;

• an increase of approximately $9.2 million or 8.5%, attributable to a net 347-day increase in vessel available days for the three months ended September 30, 2025, compared to the three months ended September 30, 2024. This increase was primarily a result of the operations of the additional three German-built 17,000 cubic meter capacity, ethylene-capable liquefied gas vessels (the "Purchased Vessels") during the three months ended September 30, 2025, compared to the three months ended September 30, 2024; and

• a decrease of approximately $1.5 million, primarily attributable to a decrease in invoiced pass-through voyage expense for the three months ended September 30, 2025, compared to the three months ended September 30, 2024. 
  
  

Operating Revenues – Unigas Pool. Operating revenues – Unigas Pool was $11.2 million a decrease of 14.0% for the three months ended September 30, 2025, compared to $13.0 million for the three months ended September 30, 2024, in part due to decreased utilization across the pool fleet, and represents our share of the operating revenues earned from our nine vessels operating within the independently managed Unigas Pool, based on agreed pool points.

Brokerage Commissions. Brokerage commissions, which typically vary between 1.25% and 2.5% of operating revenues, were $1.9 million for the three months ended September 30, 2025, compared to $1.8 million for the three months ended September 30, 2024.

Voyage Expenses. Voyage expenses decreased by $1.5 million or 7.1% to $20.1 million for the three months ended September 30, 2025, from $21.7 million for the three months ended September 30, 2024. These voyage expenses are pass-through costs, corresponding to a decrease in operating revenues of the same amount.

Vessel Operating Expenses. Vessel operating expenses increased by $5.8 million or 13.4% to $49.3 million for the three months ended September 30, 2025, from $43.5 million for the three months ended September 30, 2024. Average daily vessel operating expenses increased by $839 per vessel per day, or 9.94%, to $9,275 per vessel per day for the three months ended September 30, 2025, compared to $8,437 per vessel per day for the three months ended September 30, 2024, with the increase driven by higher maintenance costs incurred during the three months ended September 30, 2025 compared to three months ended September 30, 2024.

Depreciation and Amortization. Depreciation and amortization decreased by $0.4 million to $32.9 million for the three months ended September 30, 2025, compared to $33.3 million for the three months ended September 30, 2024, The decrease is driven by Navigator Pluto and Navigator Saturn being fully depreciated for three months ended September 30, 2025, with $0.8 million depreciation attributed to those vessels during the three months ended September 30, 2025, compared to $2.6 million during to the three months ended September 30, 2024, and the sale of Navigator Venus in May 2025, offset by the increased depreciation on the Purchased Vessels of $2.2 million for the three months ended September 30, 2025, compared to $1.2 million for the three months ended September 30, 2024,. Depreciation and amortization included amortization of capitalized drydocking costs of $5.6 million for the three months ended September 30, 2025 and the three months ended September 30, 2024.

General and Administrative Costs. General and administrative costs decreased by $0.8 million or 8.6% to $8.6 million for the three months ended September 30, 2025, from $9.4 million for the three months ended September 30, 2024.

Profit from Sale of Vessel. Profit from sale of vessel for the three months ended September 30, 2025, was $12.6 million and related to the sale of Navigator Gemini on September 8, 2025. No vessels were sold for the three months ended September 30, 2024.

Unrealized Loss on Non-Designated Derivative Instruments. The unrealized loss of $2.4 million on non-designated derivative instruments for the three months ended September 30, 2025, relates to non-cash fair value losses on interest rate swaps associated with a number of our secured term loan and revolving credit facilities, as a result of a decrease in forward SOFR interest rates relative to the fixed rates applicable on these secured term loan and revolving credit facilities, compared to an unrealized loss of $5.2 million for the three months ended September 30, 2024.

Interest Expense. Interest expense increased by $0.7 million, or 4.6%, to $14.9 million for the three months ended September 30, 2025, from $14.3 million for the three months ended September 30, 2024. This is primarily a result of an increase in the average amount of debt outstanding offset by lower U.S. dollar SOFR rates and lower margins paid by the Company for the three months ended September 30, 2025 compared to the three months ended September 30, 2024.

Unrealized Foreign Exchange Loss and Gains. The unrealized foreign exchange loss of $1.0 million for the three months ended September 30, 2025, relates to losses on foreign currency cash balances held, driven primarily by the Indonesian Rupiah weakening against the U.S. dollar during the three months ended September 30, 2025, compared to an unrealized gain of $3.3 million for the three months ended September 30, 2024.

Income Taxes. Income taxes relate to taxes on our subsidiaries and businesses incorporated around the world, including those incorporated in the United States of America. Income taxes were an expense of $3.8 million for the three months ended September 30, 2025, compared to an expense of $0.7 million for the three months ended September 30, 2024, primarily related to movements in current tax and deferred tax in relation to our equity investment in the Ethylene Export Terminal and the sale of Navigator Aries which was sold on October 1, 2025, to an entity under common control of the Company, which sale required the Company to recognize an associated deferred tax liability at September 30, 2025.

Share of Result of Equity Method Investments. The share of the result of the Company’s 50% ownership in the Export Terminal Joint Venture was an income of $3.3 million for the three months ended September 30, 2025, compared to an income of $2.2 million for the three months ended September 30, 2024. Volumes exported through the Ethylene Export Terminal were 270,502 tons for the three months ended September 30, 2025, compared to 121,634 tons for the three months ended September 30, 2024.

Non-Controlling Interests. The Company entered into a sale and leaseback arrangement for Navigator Aurora in November 2019 with a wholly-owned special purpose vehicle of a financial institution (“Lessor SPV”). The sale and leaseback arrangement for Navigator Aurora terminated in October 2024 and up to the date of termination, as we were the primary beneficiary of this entity, we were required to consolidate this variable interest entity ("VIE") into our financial results. The net income attributable to the Lessor SPV included in our financial results was nil for the three months ended September 30, 2025, and $0.4 million for the three months ended September 30, 2024.

In September 2022, the Company entered into a joint venture with Greater Bay Gas Co Ltd., ("Greater Bay Gas") to acquire five ethylene vessels, Navigator Luna, Navigator Solar, Navigator Castor, Navigator Equator, and Navigator Vega (the “Navigator Greater Bay Joint Venture”). The Navigator Greater Bay Joint Venture was owned 60% by the Company and 40% by Greater Bay Gas during the three months ended September 30, 2025. On October 14, 2025, the Company purchased an additional 15.1% of the Navigator Greater Bay Joint Venture from Greater Bay Gas, such that from that date the Company owned 75.1% and Greater Bay Gas owned 24.9%. The Company paid $16.8 million from cash on hand for the additional 15.1%. The Navigator Greater Bay Joint Venture continues to be accounted for as a consolidated subsidiary in our consolidated financial statements, with the proportion owned by Greater Bay Gas accounted for as a non-controlling interest. A gain attributable to Greater Bay Gas of $2.1 million is presented as part of the non-controlling interest in our financial results for the three months ended September 30, 2025, compared to a gain of $0.9 million for the three months ended September 30, 2024.

Unaudited Results of Operations for the Nine Months Ended September 30, 2025 compared to the Nine Months Ended September 30, 2024

The following table presents selected operating data for the nine months ended September 30, 2025, and 2024, which we believe are useful in understanding the basis for movement in our operating revenues.

* Fleet Data - Our nine owned smaller vessels in the independently managed Unigas Pool are excluded.

** Non-GAAP Financial Measure - Time charter equivalent - TCE is a measure of the average daily revenue performance of a vessel. TCE is not calculated in accordance with U.S. GAAP. For all charters, we calculate TCE by dividing total operating revenues (excluding collaborative arrangements and revenues from the Unigas Pool), less any voyage expenses (excluding collaborative arrangements), by the number of earning days for the relevant period. TCE excludes the effects of the collaborative arrangements as earnings days and fleet utilization, on which TCE is based, is calculated only in relation to our owned vessels. Under a time charter, the charterer pays substantially all of the vessel's voyage-related expenses, whereas for voyage charters, also known as spot market charters, we pay all voyage expenses and charge our customers for these costs through our sales invoicing. TCE is a shipping industry performance measure used primarily to compare period-to-period changes in a company’s performance despite changes in the mix of charter types (i.e., voyage charters, time charters and contracts of affreightment) under which the vessels may be employed. We include average daily TCE, as we believe it provides additional meaningful information in conjunction with net operating revenues. Our calculation of TCE may not be comparable to that reported by other companies.

The following table represents a reconciliation of operating revenues to TCE. Operating revenues are the most directly comparable financial measure calculated in accordance with U.S. GAAP for the periods presented.

*** Operating revenues and voyage expenses of our nine owned vessels in the independently managed Unigas Pool are excluded.

Operating Revenues. Operating revenues, net of address commissions, were $399.0 million for the nine months ended September 30, 2025, an increase of $17.6 million or 4.6% compared to $381.4 million for the nine months ended September 30, 2024. This increase was primarily due to:

• an increase of approximately $11.0 million attributable to an increase in average monthly time charter equivalent rates, which increased to an average of approximately $29,929 per vessel per day ($910,349 per vessel per calendar month) for the nine months ended September 30, 2025, compared to an average of approximately $28,994 per vessel per day ($881,893 per vessel per calendar month) for the nine months ended September 30, 2024;

• a decrease in operating revenues of approximately $10.0 million attributable to a decrease in fleet utilization, which declined to 88.6% for the nine months ended September 30, 2025, compared to 91.2% for the nine months ended September 30, 2024;

• an increase in operating revenues of approximately $13.5 million or 3.3% driven by a 511-day increase in vessel available days for the nine months ended September 30, 2025 due to the acquisition of the Purchased Vessels, compared to the nine months ended September 30, 2024; and

• an increase in operating revenues of approximately $3.0 million, primarily attributable to an increase in pass-through voyage costs for the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024.
  
  

Operating Revenues – Unigas Pool. Operating revenues – Unigas Pool was $35.1 million for the nine months ended September 30, 2025, a decrease of 14.8% compared to $41.3 million for the nine months ended September 30, 2024 and represent our share of the revenue earned from our nine vessels operating within the Unigas Pool, based on agreed pool points.

Brokerage Commissions. Brokerage commissions, which typically vary between 1.25% and 2.5% of operating revenue, were $5.4 million for the nine months ended September 30, 2025 compared to $5.3 million for the nine months ended September 30, 2024.

Voyage Expenses. Voyage expenses increased by $3.0 million or 5.7% to $56.0 million for the nine months ended September 30, 2025, from $53.0 million for the nine months ended September 30, 2024. These voyage expenses are pass-through costs, corresponding to an increase in operating revenue of the same amount.

Vessel Operating Expenses. Vessel operating expenses increased by $14.6 million or 11.3% to $143.7 million for the nine months ended September 30, 2025, from $129.1 million for the nine months ended September 30, 2024. Average daily vessel operating expenses increased by $702 per vessel per day, or 8.3%, to $9,114 per vessel per day for the nine months ended September 30, 2025, compared to $8,412 per vessel per day for the nine months ended September 30, 2024. The increase is driven by higher maintenance costs incurred during the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024.

Depreciation and Amortization. Depreciation and amortization increased by $1.9 million to $102.0 million for the nine months ended September 30, 2025, from $100.1 million for the nine months ended September 30, 2024, primarily related to the acquisition of the Purchased Vessels. Depreciation and amortization included amortization of capitalized drydocking costs of $17.0 million and $16.7 million for the nine months ended September 30, 2025 and 2024, respectively.

General and Administrative Costs. General and administrative costs decreased by $0.2 million or 0.8% to $27.0 million for the nine months ended September 30, 2025, from $27.2 million for the nine months ended September 30, 2024.

Profit from Sale of Vessel. Profit from sale of vessel for the nine months ended September 30, 2025, was $25.2 million related to the sales of Navigator Venus and Navigator Gemini in May 2025 and September 2025 respectively.

Realized Loss on Non-Designated Derivative Instruments. The realized loss of $1.2 million on non-designated derivative instruments for the nine months ended September 30, 2025 relates to the termination and settlement of interest rate swaps that hedged the $210 million secured term loan and revolving credit facilities which were repaid during the nine months ended September 30, 2025.

Unrealized Loss on Non-Designated Derivative Instruments. The unrealized loss of $4.8 million on non-designated derivative instruments for the nine months ended September 30, 2025 relates to a non-cash fair value loss on interest rate swaps across a number of our secured term loan and revolving credit facilities, as a result of a decrease in forward SOFR interest rates relative to the fixed rates applicable on these secured term loan and revolving credit facilities. This is compared to an unrealized loss of $7.2 million for the nine months ended September 30, 2024.

Interest Expense. Interest expense decreased by $1.1 million, or 2.5%, to $42.7 million for the nine months ended September 30, 2025, from $43.8 million for the nine months ended September 30, 2024. This is primarily a result of a decrease in U.S. dollar SOFR rates and lower average margins paid by the Company, offset by higher outstanding interest-bearing debt across the majority of the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024.

Unrealized Foreign Exchange loss and gain. The unrealized foreign exchange loss of $1.1 million for the nine months ended September 30, 2025, relates to losses on foreign currency cash balances held, primarily driven by the Indonesian Rupiah weakening against the U.S. dollar during the period, compared to an unrealized gain of $0.9 million for the nine months ended September 30, 2024.

Write off of Deferred Financing Costs. The write off of deferred financing costs of $0.3 million for the nine months ended September 30, 2025 relates to the write off of the unamortized portion of the deferred financing costs of our $210 million secured term loan and revolving credit facility which was repaid during the nine months ended September 30, 2025.

Other Income. In March 2025, the Company received $4.8 million in other income from a third party relating to a claim for damages caused to Navigator Aries in 2016. The amount received is the final settlement and no further amounts in relation to this matter are anticipated.

Income Taxes. Income taxes relate to taxes on our subsidiaries and businesses incorporated around the world including those incorporated in the United States of America. Income taxes were an expense of $5.1 million for the nine months ended September 30, 2025, compared to an expense of $3.0 million for the nine months ended September 30, 2024, primarily related to movements in current and deferred taxes in relation to our equity investment in the Ethylene Export Terminal and the sale of Navigator Aries which was sold on October 1, 2025, to an entity under common control of the Company, which sale required the Company to recognize an associated deferred tax liability at September 30, 2025.

Share of Result of Equity Method Investments. The share of the result of the Company’s 50% ownership in the Export Terminal Joint Venture was income of $7.2 million for the nine months ended September 30, 2025, compared to income of $11.3 million for the nine months ended September 30, 2024. Throughput rates increased to 626,233 tons for the nine months ended September 30, 2025, compared to 573,195 tons for the nine months ended September 30, 2024. The decrease in share of results was primarily due to increased operating costs of the now expanded Ethylene Export Terminal.

Non-Controlling Interest. The Company entered into a sale and leaseback arrangement for Navigator Aurora in November 2019 with a wholly-owned special purpose vehicle of a financial institution (“Lessor SPV”). The sale and leaseback arrangement for Navigator Aurora terminated in October 2024 and up to the date of the termination, we were the primary beneficiary of this entity, and we were required to consolidate this variable interest entity ("VIE") into our financial results. The net income attributable to the Lessor SPV included in our financial results was nil for the nine months ended September 30, 2025 and was $1.5 million for the nine months ended September 30, 2024.

In September 2022, the Company entered into the Navigator Greater Bay Joint Venture to acquire five ethylene vessels, Navigator Luna, Navigator Solar, Navigator Castor, Navigator Equator, and Navigator Vega. The joint venture was owned 60% by the Company and 40% by Greater Bay Gas during the nine months ended September 30, 2025. On October 14, 2025, the Company purchased an additional 15.1% of the Navigator Greater Bay Joint Venture from Greater Bay Gas, such that from that date the Company owned 75.1% and Greater Bay Gas owned 24.9%. The Navigator Greater Bay Joint Venture continues to be accounted for as a consolidated subsidiary in our consolidated financial statements, with the proportion owned by Greater Bay Gas accounted for as a non-controlling interest. The Company paid $16.8 million from cash on hand for the additional 15.1%. A gain attributable to Greater Bay Gas of $4.8 million is presented as part of the non-controlling interest in our financial results for the nine months ended September 30, 2025, compared to a gain of $5.5 million for the nine months ended September 30, 2024.

Reconciliation of Non-GAAP Financial Measures

The following table shows a reconciliation of Net Income to EBITDA and Adjusted EBITDA for the three and nine months ended September 30, 2025 and 2024:

The following table shows a reconciliation of Net Income attributed to stockholders of Navigator Holdings Ltd. to Adjusted Net Income attributable to stockholders of Navigator Holdings Ltd., for the three and nine months ended September 30, 2025 and 2024:

Liquidity and Capital Resources

Liquidity and Cash Needs

Our primary sources of funds are cash and cash equivalents, cash from operations, undrawn bank borrowings, proceeds from vessel sales, and proceeds from bond issuances. The Company repaid $28.5 million of the revolving credit facility portion of its $111.8 million Term Loan and Revolving Credit Facility in June 2025 and $62.9 million of the revolving credit facility portion of its $147.6 million Term Loan and Revolving Credit Facility in August 2025, totalling $91.4 million . As of September 30, 2025, we had unrestricted cash and cash equivalents of $165.0 million, restricted cash of $51.6 million, and available but undrawn credit facilities of $91.4 million, providing the Company with total liquidity of $308.0 million.

Our secured term loan facilities and revolving credit facilities contain covenants that require the Company to maintain liquidity of no less than (i) up to $50.0 million, as applicable to the relevant loan facility, or (ii) 5% of total debt (representing $40.1 million as of September 30, 2025), whichever is greater.

On May 2, 2025, the Company entered into a Senior Secured Term Loan and Revolving Credit Facility for up to $300 million (the "May 2025 Facility") with Nordea Bank Abp filial i Norge, Danish Ship Finance A/S, Danske Bank A/S, DNB (UK) Limited, ING Bank N.V. London Branch, and Skandinaviska Enskilda Banken AB (publ). The May 2025 Facility was used to repay the Company’s September 2020 secured loan facility in the amount of $143.4 million that was due to mature in September 2025, and the Company’s October 2013 secured loan facility that was due to mature in May 2027 in the amount of $14.7 million. The May 2025 Facility has a term of six years maturing in May 2031, is for a maximum principal amount of $300 million (split as $230 million term loan and $70 million revolving credit facility), bears interest at Term SOFR plus 170 basis points, and is to be repaid through 24 quarterly instalments followed by a final balloon payment of $146.5 million, which balloon payment includes amounts relating to both the Term Loan and Revolving Credit components.

On March 28, 2025, pursuant to the March 2025 Bond Tap Issue Addendum, the Company completed the March 2025 Bond Tap Issue issuing an additional aggregate principal amount of $40 million in the Nordic bond market under the same bond terms governing its outstanding October 2024 Bonds and bearing the same coupon rate as the October 2024 Bonds. The March 2025 Bond Tap Issue matures in October 2029, in line with the October 2024 Bonds, and also bears a fixed coupon of 7.25% per annum payable semi-annually in arrears on April 30 and October 30. Settlement in respect of the March 2025 Bond Tap Issue occurred on April 4, 2025. Following the issuance of the October 2024 Bonds and the March 2025 Bond Tap Issue, a further $60 million in aggregate principal amount of bonds remains available to be issued by the Company under the bond terms governing the October 2024 Bonds.

On February 7, 2025, the Company entered into a $74.6 million Senior Secured Term Loan (the “February 2025 Facility”) with Nordea Bank Abp, to partially finance the purchase price of the three Purchased Vessels and used cash on hand to pay the remainder of the total purchase price. The February 2025 Facility is initially non-amortizing, bears interest at a rate of Term SOFR plus 180 basis points and matures after 18 months. At that time, the borrower has an option to extend the February 2025 Facility for a further 18 months on payment of a $25 million balloon. Should the borrower take the extension option the February 2025 Facility would become amortizing with repayments made on the basis of an age-adjusted 20 to 0 years repayment profile and bear interest at Term SOFR plus 180 basis points.

The Company has a responsibility to evaluate whether conditions and/or events raise substantial doubt over its ability to meet its future financial obligations as they become due within one year after the date that the financial statements are expected to be issued. We believe, given our current cash balances, that our financial resources, including the cash expected to be generated within the year, will be sufficient to meet our liquidity and working capital needs for at least the next twelve months taking into account our existing capital commitments and debt service requirements.

Our primary uses of funds are drydocking and other vessel maintenance expenditures, voyage expenses, vessel operating expenses, general and administrative costs, insurance costs, expenditures incurred in connection with ensuring that our vessels comply with international and regulatory standards, financing expenses and quarterly repayment of bank loans. We also expect to use funds in connection with our Revised Capital Return Policy. In addition, our medium-term and long-term liquidity needs relate to debt repayments, repayment of bonds, payments for the Ethylene Newbuild Vessels (as defined in the notes to the accompanying condensed consolidated financial statements), the Amon Joint Venture, the Ammonia Newbuild Vessels and other potential future joint ventures, future vessel newbuilds, related investments, and other potential future vessel acquisitions, and or related port or terminal projects.

As of September 30, 2025, we had $1,425.4 million in outstanding future obligations, which includes principal repayments on long-term debt, including our Bonds, vessels under construction and office lease commitments. Of the total outstanding obligation, $333.4 million falls due within the twelve months ending September 30, 2026, and the balance of $1,092.0 million falls due after September 30, 2026. See “Note 12 – Commitments and Contingencies” to the accompanying condensed consolidated financial statements for a schedule of future contractual obligations as of September 30, 2025.

Capital Expenditures

The total capital contributions required from us for our share of the construction cost for the Terminal Expansion Project was $128 million of which the final contribution was made in February 2025. The Company financed these capital contributions using existing cash resources. The Company may also invest further in new terminal infrastructure should an appropriate opportunity arise.

The Company has entered into contracts to build the four Ethylene Newbuild Vessels, which are scheduled to be delivered to the Company in March 2027, July 2027, November 2027 and January 2028 respectively, at an average shipyard price of $102.9 million per vessel. The Company expects to finance the cost of the Ethylene Newbuild Vessels using debt and cash on hand, and the Company is currently assessing options in this respect. The Company expects to make payments for the Ethylene Newbuild Vessels in 2026 and 2027.

On July 27, 2025, the Company announced that it has entered into the Amon Joint Venture which intends to acquire the two Ammonia Newbuild Vessels. Under the terms and conditions of the investment, the Company expects to own 79.5% of the Amon Joint Venture and Amon Gas expects to own 20.5% upon delivery of the vessels. The Amon Joint Venture has entered into contracts with Nantong CIMC Sinopacific Offshore & Engineering Co., Ltd. to build the Ammonia Newbuild Vessels, with deliveries scheduled to take place in June and October 2028, respectively, at an average yard price of $84 million per vessel. Each of the Ammonia Newbuild Vessels has been awarded a NOK 90 million (approx. $9 million) investment grant from the Norwegian government agency Enova. In addition to the investment grants, it is expected that the Amon Joint Venture will finance the majority of the purchase price of the Ammonia Newbuild Vessels through commercial bank finance, with the remainder sourced from capital contributions from the Company and Amon Gas. The Company expects to finance its share of the capital contributions from available cash resources.

Liquefied gas transportation by sea is a capital-intensive business, requiring significant investment to maintain an efficient fleet and to stay in regulatory compliance.

Cash Flows

The following table summarizes our cash, cash equivalents and restricted cash provided by/(used in) operating, investing and financing activities for the nine months ended September 30, 2025 and 2024:

Operating Cash Flows. Net cash provided by operating activities for the nine months ended September 30, 2025, decreased to $153.2 million, from $165.0 million for the nine months ended September 30, 2024, a decrease of $11.8 million. This decrease was primarily due to a decrease in operating net income and changes in working capital of $8.6 million during the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024.

Net cash flow from operating activities principally depends upon charter rates attainable, fleet utilization, fluctuations in working capital balances, repairs and maintenance activity, amount and duration of drydocks, and changes in foreign currency rates.

We are required to drydock each vessel once every five years until it reaches 15 years of age, after which we drydock vessels approximately every two and a half years. Drydocking each vessel, including travelling to and from the drydock, can take between 20 and 30 days in total, being approximately 5-10 days of voyage time to and from the shipyard and approximately 15-20 days of actual drydocking time. Ten of our vessels completed their respective drydockings during the nine months ended September 30, 2025.

We estimate the current cost of a five-year drydocking for one of our vessels to be approximately $1.5 million, a ten-year drydocking cost to be approximately $1.7 million, and the 15-year and 17-year drydocking costs to be approximately $1.9 million each (including the cost of classification society surveys). As our vessels age and our fleet expands, our drydocking expenses will increase. Ongoing costs for compliance with environmental regulations are primarily included as part of drydocking, such as the requirement to install ballast water treatment plants, and classification society survey costs, with a balance included as a component of our operating expenses.

Investing Cash Flows. Net cash used in investing activities was $85.6 million for the nine months ended September 30, 2025, primarily related to, $58.2 million as payments for our four Ethylene Newbuild Vessels and our Ammonia Newbuild Vessels (as defined in the notes to the accompanying condensed consolidated financial statements) under construction, and $84.6 million for the purchase of the Purchased Vessels, contributions to our investment in an expansion of the Ethylene Export Terminal (the “Terminal Expansion Project”) of $4.0 million, offset by $12.2 million of distributions received from our investment in the Export Terminal Joint Venture and $47.8 million from proceeds from sale of vessels during the period.

Net cash used in investing activities was $33.1 million for the nine months ended September 30, 2024, primarily related to contributions to our investment in the Terminal Expansion Project of $32.0 million and $20.6 million as initial payments for the two new vessels under construction, offset by distributions received from our investment in the Export Terminal Joint Venture of $19.4 million.

Financing Cash Flows. Net cash provided by financing activities was $10.3 million for the nine months ended September 30, 2025, primarily as a result of the drawdown of our February 2025 Facility of $74.6 million and our May 2025 Facility of $300 million and proceeds from our March 2025 Bond Tap Issue of $40.0 million, offset by repayment of our September 2020 Facility of $143.4 million and our October 2013 Facility of $14.7 million, regular quarterly debt repayments totaling $93.3 million, and $67.6 million paid under our then existing capital return policy and share repurchases.

Net cash used in financing activities was $161.6 million for the nine months ended September 30, 2024, primarily as a result of our regular quarterly debt repayments and repayment of our $107 million Secured Term Loan Facility totaling $189.3 million, quarterly dividend payments of $10.8 million, and $56.0 million paid under our then existing capital return policy and our other share repurchase programs, offset by drawdown of our August 2024 facility of $100.8 million.

Secured Term Loan Facilities, Revolving Credit Facilities and Terminal Facility

General. Navigator Gas LLC., our wholly-owned subsidiary, and certain of our vessel-owning subsidiaries have entered into various secured term loan facilities and revolving credit facilities as summarized in the table below. For additional information regarding our secured term loan facilities and revolving credit facilities, please read “Item 5—Operating and Financial Review and Prospects—B. Liquidity and Capital Resources—Secured Term Loan Facilities and Revolving Credit Facilities” in the Company's 2024 Annual Report.

The table below summarizes our facilities as of September 30, 2025:

Financial Covenants. Our secured term loan facilities and revolving credit facilities contain financial covenants requiring the Company, among other things, to:

• maintain a certain level of cash and cash equivalents based on the number of vessels in our fleet or in the relevant facilities, up to an amount of $50 million and;

• maintain a minimum ratio of shareholder equity to total assets, or value adjusted total assets, of 30%.
  
  

Restrictive Covenants. The secured facilities provide that the borrowers may not declare or pay dividends to shareholders out of operating revenue generated by the vessels securing the indebtedness if an event of default has occurred and is continuing. The secured term loan facilities and revolving credit facilities also typically limit the borrowers from, among other things, incurring further indebtedness or entering into mergers and divestitures. The secured facilities also contain general covenants that require the borrowers to maintain adequate insurance coverage and to maintain the vessels, and include customary events of default including those relating to a failure to pay principal or interest, a breach of covenant, representation or warranty, a cross-default to other indebtedness, or non-compliance with security documents.

Borrowers are required to deliver quarterly compliance certificates, which are provided on a semi-annual basis on June 30 and December 31, including providing average valuations of the vessels securing the applicable facility from two independent ship brokers. Upon delivery of the valuations, if the market value of the collateral vessels is less than 125% to 135% of the outstanding indebtedness under the applicable facilities, the borrowers must either provide additional collateral or repay any amount in excess of 125% to 135% of the market value of the collateral vessels, as applicable. As of September 30, 2025 we were in compliance with all covenants under our secured term loan facilities and revolving credit facilities.

2024 Senior Unsecured Bonds and 2025 Senior Unsecured Bond Tap Issue

General. On October 17, 2024, the Company issued an aggregate principal amount of $100 million of our October 2024 Bonds. The net proceeds of the issuance of the October 2024 Bonds were used to redeem in full all of our previously outstanding 2020 Bonds. The borrowing limit under the bond terms governing the October 2024 Bonds is $200 million.

On March 28, 2025, pursuant to the March 2025 Bond Tap Issue Addendum, the Company completed the March 2025 Bond Tap Issue issuing an additional aggregate principal amount of $40 million in the Nordic bond market under the same bond terms governing its outstanding October 2024 Bonds and bearing the same coupon rate as the October 2024 Bonds. Following the issuance of the October 2024 Bonds and the March 2025 Bond Tap Issue, a further $60 million in aggregate principal amount of bonds remains available to be issued by the Company under the bond terms governing the October 2024 Bonds.

On September 3, 2025 the October 2024 Bonds (and the March 2025 Bond Tap Issue under the same bond terms) were listed on the Nordic ABM, which is operated and organized by Oslo Børs ASA and governed by Norwegian law.

Interest. Interest on the October 2024 Bonds (and the March 2025 Bond Tap Issue) is payable at a fixed rate of 7.25% per annum, calculated on a 360-day year basis. Interest is payable semi-annually in arrears on April 30 and October 30 of each year.

Maturity. The October 2024 Bonds (and the March 2025 Bond Tap Issue) mature on October 30, 2029 and become repayable on that date.

Optional Redemption. We may redeem the October 2024 Bonds (and the March 2025 Bond Tap Issue), in whole or in part at any time. Any bonds redeemed: up until October 29, 2027 will be priced at the aggregate of the present value (discounted at 412 basis points) on the Repayment Date of the Nominal Amount and the remaining interest payments up to October 30, 2027; from October 30, 2027 to April 29, 2028, are redeemable at 102.9% of par; from April 30, 2028 to October 29, 2028, are redeemable at 102.175% of par; from October 30, 2028 to April 29, 2029, are redeemable at 101.45% of par; and from April 30, 2029 to October 29, 2029, are redeemable at 100% of par; in each case, in cash plus accrued interest.

Additionally, upon the occurrence of a “Change of Control Event” (as defined in the bond terms covering the October 2024 Bonds and the March 2025 Bond Tap Issue), the holders of October 2024 Bonds (and holders of the March 2025 Bond Tap Issue) have the option to require us to repay such holders’ outstanding principal amount at 101% of par, plus accrued interest.

Financial Covenants. The bond terms for the October 2024 Bonds and the March 2025 Bond Tap Issue contain financial covenants requiring the Company, among other things, to:

• maintain a minimum liquidity of no less than $35 million; and

• maintain an Equity Ratio (as defined) of at least 30%.
  
  

Our compliance with the covenants listed above is measured as of the end of each fiscal quarter. As of September 30, 2025, we were in compliance with all covenants under the October 2024 Bonds (and the March 2025 Bond Tap Issue).

Restrictive Covenants. The October 2024 Bonds (and the March 2025 Bond Tap Issue) provide that we may declare or pay dividends to shareholders provided the Company maintains a minimum liquidity of $45 million unless an event of default has occurred and is continuing. The Bond Agreement (and the March 2025 Bond Tap Issue Addendum thereto) related to the 2024 Bonds (the “2024 Bond Agreement”) also limits us and our subsidiaries from, among other things, entering into mergers and de-mergers, engaging in transactions with affiliates, or incurring any additional liens that would have a material adverse effect. In addition, the 2024 Bond Agreement includes customary events of default, including those relating to a failure to pay principal or interest, a breach of covenant, false representation or warranty, a cross-default to other indebtedness, the occurrence of a material adverse effect, or our insolvency or dissolution.

Critical Accounting Estimates

We prepare our consolidated financial statements in accordance with U.S. GAAP, which requires us to make estimates in the application of our accounting policies based on our best assumptions, judgments and opinions. On a regular basis, management reviews the accounting policies, assumptions, estimates and judgments to ensure that our consolidated financial statements are presented fairly and in accordance with U.S. GAAP. However, because future events and their effects cannot be determined with certainty, actual results could differ from our assumptions and estimates, and such differences could be material. For a description of our material accounting policies, please read Note 2—Summary of Significant Accounting Policies to the Company's 2024 Annual Report.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to market risk from changes in interest rates and foreign currency fluctuations, as well as inflation. We use interest rate swaps to manage some of our interest rate risks. We do not use interest rate swaps or any other financial instruments for trading or speculative purposes.

Interest Rate Risk. We are exposed to the impact of interest rate changes through borrowings that require us to make interest payments based on SOFR. We are party to a fixed-rate unsecured bond and our wholly-owned subsidiaries and certain of our vessel-owning subsidiaries are party to secured term loans and revolving credit facilities that bear interest at rates of SOFR plus margins of between 170 and 326 basis points. At September 30, 2025, $551.8 million of our outstanding debt (including our bond and excluding deferred finance costs) had fixed rates or was hedged using interest rate swaps and therefore is not exposed to changes in interest rate movements, whereas $389.8 million (excluding deferred finance costs) was not hedged and is therefore subject to variable interest rates. Based on this, a hypothetical increase in SOFR of 100 basis points would, all other things being equal, result in $3.9 million of additional annual interest expense on our indebtedness outstanding as of September 30, 2025.

We use interest rate swaps to reduce our exposure to market risk from changes in interest rates. The principal objective of these contracts is to minimize the risks and costs associated with our floating-rate debt. The Company is exposed to the risk of credit loss in the event of non-performance by the counterparty to the interest rate swap agreements.

Foreign Currency Exchange Rate Risk. Our primary economic environment is the international shipping market. This market utilizes the U.S. Dollar as its functional currency. Consequently, most of our revenue is generated in U.S. Dollars. Our expenses are in the currency invoiced by each supplier, and we remit funds in various currencies. We incur some vessel operating expenses and general and administrative costs in foreign currencies, primarily Euros, Pound Sterling, Danish Kroner, and Polish Zloty, and therefore there is a transactional risk that currency fluctuations could have a negative effect on our cash flows and financial condition. We have not entered into any derivative contracts to mitigate our exposure to foreign currency exchange rate risk as of September 30, 2025.

Inflation. We are exposed to increases in operating costs arising from vessel operations, including crewing, vessel repair costs, drydocking costs, insurance and fuel prices as well as from general inflation, and we are subject to fluctuations as a result of general market forces. Increases in bunker costs could have a material effect on our future operations if the number and duration of our voyage charters or contracts of affreightment ("COAs") increase. In the case of the 48 vessels owned and commercially managed by us as of September 30, 2025, 33 were employed on time charter and as such it is the charterers who pay for the fuel on those vessels. If our vessels are employed under voyage charters or COAs, freight rates are generally sensitive to the price of fuel however a sharp rise in bunker prices may have a temporary negative effect on our results as, typically, freight rates do not adjust immediately.

Credit Risk. We may be exposed to credit risks in relation to vessel employment, and at times we may have multiple vessels employed by the same charterer. We consider and evaluate the concentration of credit risk continuously and perform ongoing evaluations of these charterers for credit risk. At September 30, 2025, no more than four of our vessels were employed by the same charterer. We invest our surplus funds with reputable financial institutions, and as of September 30, 2025, all such deposits had maturities of no more than three months.

UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Condensed Consolidated Statements of Operations
(Unaudited)

Condensed Consolidated Statements of Comprehensive Income
(Unaudited)

Condensed Consolidated Balance Sheet
(Unaudited)

Condensed Consolidated Statements of Stockholders’ Equity
(Unaudited)

For the Three Months Ended September 30, 2025:

For the Nine Months Ended September 30, 2025:

For the Three Months Ended September 30, 2024:

For the Nine Months Ended September 30, 2024:

See accompanying notes to condensed unaudited consolidated financial statements.

Condensed Consolidated Statements of Cash Flows
(Unaudited)