2020 Bulkers Ltd.OSL: 2020

Quarterly Report Q1 2026 Report

· Issued by 2020 Bulkers Ltd.

‌Q12026

Unaudited Condensed Consolidated Financial Statements for the three months ended March 31, 2026

2020 Bulkers Ltd. and subsidiaries

Consolidated Statements of Operations

3 months to

March 31,

3 months to

March 31,

(In millions of US$ except per share data)

2026

2025

Operating revenues and other income

Time charter revenues

11.9

8.8

Other operating income

0.7

0.7

Gain on sale of vessel

149.2

-

Total operating revenues and other income

161.8

9.5

Operating expenses

Vessel operating expenses

(3.0)

(3.8)

Voyage expenses and commission

(0.2)

(0.5)

General and administrative expenses

(1.3)

(0.9)

Depreciation

-

(2.3)

Total operating expenses

(4.5)

(7.5)

Operating profit

157.3

2.0

Financial expenses, net

Interest expense

(1.5)

(1.9)

Other net financial income (expense)

(1.4)

0.1

Total financial expenses, net

(2.9)

(1.8)

Net income before income taxes

154.4

0.2

Income tax

(0.3)

-

Net income

154.1

0.2

Net income attributable to non-controlling interests

-

-

Net income attributable to shareholders of 2020 Bulkers Ltd.

154.1

0.2

Per share information:

Basic earnings per share

6.73

0.01

Diluted earnings per share

6.73

0.01

Consolidated Statements of Comprehensive Income Net income

154.1

0.2

Other comprehensive income

-

-

Total comprehensive income

154.1

0.2

Total comprehensive income attributable to non-controlling interests

-

-

Total comprehensive income attributable to shareholders of 2020 Bulkers Ltd.

154.1

0.2

See accompanying notes that are an integral part of these Unaudited Condensed Consolidated Financial Statements

2020 Bulkers Ltd. and subsidiaries

Consolidated Balance Sheets

March 31,

December 31,

(In millions of US$)

2026

2025 (audited)

ASSETS

Current assets

Cash and cash equivalents

274.2

22.1

Restricted cash

0.0

0.1

Assets held for sale

40.8

244.9

Trade receivables

0.6

1.4

Accrued revenues

-

0.6

Other current assets

0.9

1.1

Total current assets

316.5

270.2

Long term assets

Vessels and equipment, net and drydocking

-

-

Total long-term assets

-

-

Total assets

316.5

270.2

LIABILITIES AND EQUITY

Current liabilities

Current liabilities related to asset held for sale

0.9

-

Current portion of long-term debt

17.9

110.7

Accounts payable

2.1

0.6

Accrued expenses

2.6

2.2

Declared dividend

-

4.8

Other current liabilities

1.0

3.5

Total current liabilities 24.5 121.8 Long term liabilities

Long-term debt - -

Total long-term liabilities - -

Commitments and contingencies

Equity

Common shares of par value US$1.0 per share: authorized 75,000,000

(2025:75,000,000). Issued and outstanding 22,930,906 (2025: 22,880,906)

22.9

22.9

Additional paid-in capital

1.9

1.3

Contributed surplus

10.7

10.7

Non-controlling interest

0.1

0.2

Retained earnings

256.4

113.3

Total shareholders' equity

292.0

148.4

Total liabilities and shareholders' equity

316.5

270.2

See accompanying notes that are an integral part of these Unaudited Condensed Consolidated Financial Statements

2020 Bulkers Ltd. and subsidiaries

Consolidated Statements of Cash Flows

3 months to

3 months to

March 31,

March 31,

(In millions of US$)

2026

2025

Net income

154.1

0.2

Adjustments to reconcile net income to net cash provided by operating

activities:

Gain on sale of vessels

(149.2)

-

Cash paid for drydocking

-

(2.5)

Share based compensation

-

0.1

Depreciation

-

2.3

Amortization and write off of deferred loan costs

1.8

0.2

Changes in operating assets and liabilities:

Change in current assets classified as held for sale

(1.3)

-

Change in trade receivables

0.8

-

Change in accrued revenues

0.6

0.3

Change in other current assets

0.2

(1.8)

Change in accounts payable

0.1

0.9

Change in accrued expenses

(0.8)

1.1

Change in other current liabilities

(2.5)

2.2

Change in current liabilities relating to assets held for sale

0.9

-

Net cash provided by operating activities

4.7

3.0

Investing activities

Net proceeds from sale of vessels(2)

357.2

-

Net cash provided by investing activities

357.2

-

Financing activities

Repayment of long-term debt

(94.6)

-

Net proceeds from share issuance

0.6

-

Dividends and cash distributions paid

(15.8)

(2.1)

Net cash used in financing activities

(109.8)

(2.1)

Net increase (decrease) in cash and cash equivalents and restricted cash

including cash classified within current assets held for sale

252.1

0.9

Less: cash classified within current assets held for sale

(0.1)

Cash and cash equivalents and restricted cash at

beginning of the period(1)

22.2

16.2

Cash and cash equivalents and restricted cash at the end of the period(1)

274.2

17.1

Supplemental disclosure of cash flow information

Interest paid

(1.8)

(1.8)

Income taxes paid

-

(0.3)

  1. Consists of line items Cash and cash equivalents and Restricted cash from the Consolidated balance sheets.

  2. Broker commission of US$2.7 million was paid in April 2026 and is not included in the consolidated statements of cash flows.

See accompanying notes that are an integral part of these Unaudited Condensed Consolidated Financial Statements

2020 Bulkers Ltd. and subsidiaries Consolidated Statements of Changes in Shareholders' Equity

Number of

shares

Share

capital

Additional

paid-in capital

Contributed

surplus

Non-

controlling interest

Accumulated

other comprehensive

Retained

earnings (deficit)

Total

equity

(In millions of US$, except number of shares)

income (loss)

Consolidated balance as of December 31, 2024

22 870 906

22.9

1.0

12.1

0.1

-

115.8

151.9

Share based compensation

-

-

0.1

-

-

-

-

0.1

Dividends and cash distributions

-

-

-

(1.4)

-

-

(0.7)

(2.1)

Total comprehensive income for the period

-

-

-

-

-

-

0.2

0.2

Consolidated balance as of March 31, 2025

22 870 906

22.9

1.1

10.7

0.1

-

115.3

150.1

Issue of common shares

10 000

-

0.1

-

-

-

-

0.1

Share based compensation

-

-

0.1

-

-

-

-

0.1

Dividends

-

-

-

-

-

-

(31.3)

(31.3)

Total comprehensive income for the period

-

-

-

-

0.1

-

29.3

29.4

Consolidated balance as of December 31, 2025

22 880 906

22.9

1.3

10.7

0.2

-

113.3

148.4

Issue of common shares

50 000

-

0.6

-

-

-

-

0.6

Dividends

-

-

-

-

(0.1)

-

(11.0)

(11.1)

Total comprehensive income for the period

-

-

-

-

-

-

154.1

154.1

Consolidated balance as of March 31, 2026

22 930 906

22.9

1.9

10.7

0.1

-

256.4

292.0

See accompanying notes that are an integral part of these Unaudited Condensed Consolidated Financial Statements

2020 Bulkers Ltd. and subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements
  1. GENERAL INFORMATION

    2020 Bulkers Ltd. (together with its subsidiaries, the "Company" or the "Group" or "2020 Bulkers") is a limited liability company incorporated in Bermuda on September 26, 2017. The Company's shares are traded on Oslo Børs under the ticker "2020".

    The Company has sold all its vessels of which five were delivered to new owners during Q1 2026 and one in April, 2026. Following the distribution of cash by way of a special dividend and share repurchases, the Company has retained approximately US$4 million of cash on the balance sheet to enable the Company to capitalize on its platform, listing and management and pursue potential strategic or other relevant value-creating opportunities.

    Basis of presentation

    Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). The condensed consolidated financial statements include the assets and liabilities of the parent company and subsidiaries where we have control. All intercompany balances and transactions have been eliminated upon consolidation.

  2. ACCOUNTING POLICIES

    The accounting policies adopted in the preparation of the condensed consolidated financial statements are consistent with those followed in the preparation of the Company's consolidated financial statements for the year ended December 31, 2025.

  3. RECENTLY ISSUED ACCOUNTING STANDARDS Adoption of new accounting standards

    There are no new accounting standards having a material impact on the Company.

  4. INCOME TAXES

    2020 Bulkers Ltd. is incorporated in Bermuda. 2020 Bulkers Ltd. transferred tax domicile from Bermuda to Norway effective August 9, 2022. Our vessel owning subsidiaries are taxed under the Norwegian Tonnage Tax Regime. The estimated income tax expense for the three months ended March 31, 2026, is US$0.3 million (US$19k expense for the three months ended March 31, 2025). The Group does not have any accrued interest or penalties relating to income taxes.

  5. SEGMENT INFORMATION

    Our chief operating decision maker, or the CODM, being our Board of Directors, measures performance based on our overall return to shareholders based on consolidated net income. The CODM does not review a measure of operating result at a lower level than the consolidated group, therefore we only have one reportable segment. Our vessels operate worldwide and therefore management will not evaluate performance by geographical region as this information is not meaningful.

    The CODM does review operating expenses on a quarterly basis. Of total vessel operating expenses of US$3.0 million (US$3.8 million for the three months ended March 31, 2025), crew costs amount to US$1.8 million for the three months ended March 31, 2026 (US$1.8 million for the three months ended March 31, 2025).

    In February 2026, the Company agreed to sell 14% and 36% of 2020 Bulkers Management AS to Himalaya Shipping and Bruton Limited, respectively, for total proceeds of NOK 4 million. The agreement is effective April 1, 2026, and the Company has classified related current assets (US$1.3 million) and current liabilities (US$0.9 million) as held for sale in the consolidated balance sheet as of March 31, 2026.

    The sale of our vessels and shares in 2020 Bulkers Management AS (10% remaining ownership) encompasses substantially all of our material operating activities, however, as of March 31, 2026 the Company had not determined that the sale of vessels and shares in 2020 Bulkers Management AS represented a strategic shift in the business and accordingly, has not presented discontinued operations in the consolidated statement of operations.

  6. REVENUES

    The Company recognized revenues from time charter contracts (described in note 8) during the three months ended March 31, 2026 and 2025. The Company invoiced US$2.7 million to customers which was not earned as of March 31, 2025, and the amount is recognized as Other current liabilities. During the three months ended March 31, 2026, the Company recognized approximately US$0.7 million (US$0.3 million during the three months ended March 31, 2025) in management fee as Other operating income. During the three months ended March 31, 2025, the Company recognized US$0.4 million in gain on forward freight agreements as Other operating income.

  7. EARNINGS PER SHARE

    (In US$, except share numbers)

    3 months to

    March 31,

    2026

    3 months to

    March 31,

    2025

    Basic earnings per share

    6.73

    0.01

    Diluted earnings per share

    6.73

    0.01

    Issued ordinary shares at the end of the period

    22 930 906

    22 870 906

    Weighted average number of shares outstanding - basic

    22 903 128

    22 870 906

    Weighted average number of shares outstanding - diluted

    22 903 128

    22 870 906

    The computation of basic EPS is based on the weighted average number of outstanding shares during the period. Diluted EPS excludes the potential effect of conversion of 115,000 of share options (2025: 175,000) outstanding issued to directors and employees since the average share price for the three months to March 31, 2026, was below the strike price.

  8. LEASES

Lessor

The Company had the following vessel on operating lease contracts as of March 31, 2026:

Vessel

Contract start

Charterer

Charter expiry

Gross rate/day, USD

Bulk Sandefjord

13-Aug-2019

Koch Shipping

April 2026

US$19,625

9. VESSELS AND EQUIPMENT, NET

(In millions of US$)

Vessels and equipment, net

Drydocking

Total

Cost as of December 31, 2024

287.9

2.6

290.5

Capital expenditures

-

4.5

4.5

Asset transfers to held for sale

(287.9)

(7.1)

(295.0)

Cost as of December 31, 2025

-

-

-

Cost as of March 31, 2026

-

-

-

Accumulated depreciation as of December 31, 2024

42.8

0.3

43.1

Depreciation

7.1

0.8

7.9

Asset transfers to held for sale

(49.9)

(1.1)

(51.0)

Accumulated depreciation as of December 31, 2025

-

-

-

Accumulated depreciation as of March 31, 2026

-

-

-

Balance as of December 31, 2025

-

-

-

Balance as of March 31, 2026

-

-

-

In September 2025, the Company entered into agreements to sell the vessels Bulk Sandefjord, Bulk Santiago and Bulk Shenzhen for a total consideration of US$209 million to an unaffiliated third party. Bulk Santiago and Bulk Shenzhen were delivered to the new owner in March 2026 and Bulk Sandefjord was delivered to the new owner in April 2026. As the criteria for asset held for sale were fulfilled as of March 31, 2026, the Company have classified the net book value of Bulk Sandefjord of US$39.3 million and the luboil onboard of US$0.2 million, in total US$39.5 million, as held for sale in the consolidated balance sheet.

In October 2025, the Company entered into an agreement to sell the vessel Bulk Sao Paulo for a total consideration of US$72.75 million to an unaffiliated third party. The vessel was delivered to the new owner in March 2026.

In November 2025, the Company entered into agreements to sell the vessels Bulk Sydney and Bulk Santos for a total consideration of US$145.5 million to an unaffiliated third party. The vessels were delivered to the new owner in March 2026.

  1. DEBT

    March 31,

    December 31,

    (In millions of US$)

    2026

    2025 (audited)

    Pledged

    Term loan Tranche I ("Bulk Sandefjord"), balloon payment April 2029

    17.9

    17.9

    Term loan Tranche II ("Bulk Santiago"), balloon payment April 2029

    -

    18.3

    Term loan Tranche V ("Bulk Shenzhen"), balloon payment April 2029

    -

    18.7

    Term loan Tranche VI ("Bulk Sydney"), balloon payment April 2029

    -

    18.8

    Term loan Tranche VII ("Bulk Sao Paulo"), balloon payment April 2029

    -

    19.2

    Term loan Tranche VIII ("Bulk Santos"), balloon payment April 2029

    -

    19.6

    Long-term debt, gross

    17.9

    112.5

    Less current portion long term debt, gross

    (17.9)

    (112.5)

    Less deferred loan costs

    -

    -

    Total long-term debt

    -

    -

    Term loan facility

    In April 2024, the Company signed an agreement to refinance and amend its US$162.5 million Term Loan Facility maturing in March 2027. Pursuant to the new agreement, the Company repaid US$27.5 million of the outstanding amount under the Term Loan Facility, which was replaced with a new non-amortizing US$112.5 million Loan Facility maturing in April 2029. The new Loan Facility has an interest rate of SOFR+195 bps in margin.

    The term loan facility contains the following financial covenants for the Group (i) value adjusted equity shall be equal to or greater than 30% of value adjusted total assets, (ii) working capital (defined as consolidated current assets minus consolidated current

    liabilities (excluding current portion of long term debt and subordinated shareholder loans)) shall at all times be no less than US$0 and (iii) free and available cash shall at all times be the greater of (a) US$1.25 million per delivered vessel and (b) 5% of total debt. In addition, the fair market value of our vessels shall at all times be at least 140% of the aggregate outstanding loans. As of March 31, 2026, we were compliant with the covenants and our obligations under the term loan facility agreement. The vessels are pledged upon draw down of the loan facility, with cross collateral agreements in place for each vessel within the term loan facility.

    During September to November 2025, the Company entered into agreements to sell the vessels Bulk Sandefjord, Bulk Santiago, Bulk Shenzhen, Bulk Sydney, Bulk Sao Paulo and Bulk Santos, see note 9. Five of the vessels were delivered during March 2026 and the outstanding loan balances were repaid. The loan tranche relating to Bulk Sandefjord is classified as short term on the consolidated balance sheet as of March 31, 2026, as the vessel is mortgaged under the loan facility.

  2. FINANCIAL ASSETS AND LIABILITIES Foreign currency risk

    The majority of our transactions, assets and liabilities are denominated in United States dollars. However, we incur expenditure in currencies other than United States dollars, mainly in Norwegian kroner. There is a risk that currency fluctuations in transactions incurred in currencies other than the functional currency will have a negative effect on the value of our cash flows. We are then exposed to currency fluctuations and we may enter into foreign currency swaps to mitigate such risk exposures.

    Fair values

    The guidance for fair value measurements applies to all assets and liabilities that are being measured and reported on a fair value basis. This guidance enables the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. The same guidance requires that assets and liabilities carried at fair value should be classified and disclosed in one of the following three categories based on the inputs used to determine its fair value:

    Level 1: Quoted market prices in active markets for identical assets or liabilities;

    Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data; Level 3: Unobservable inputs that are not corroborated by market data.

    The carrying value and estimated fair value of our cash and financial instruments were as follows:

    March 31, 2026 December 31, 2025 (audited) (In millions of US$) Hierarchy Fair value Carrying value Fair value Carrying value

    Assets

    Cash and cash equivalents

    1

    274.2

    274.2

    22.1

    22.1

    Restricted cash

    1

    0.0

    0.0

    0.1

    0.1

    Liabilities

    Other current liabilities (forward freight agreements)

    2

    -

    -

    0.8

    0.8

    Current portion long term debt

    2

    17.9

    17.9

    112.5

    110.7

    Long-term debt

    2

    -

    -

    -

    -

    Financial instruments included in the consolidated financial statements within 'Level 1 and 2' of the fair value hierarchy are valued using quoted market prices, broker or dealer quotations or alternative pricing sources with reasonable levels of price transparency. There have been no transfers between different levels in the fair value hierarchy during the periods presented.

    Concentrations of risk

    There is a concentration of credit risk with respect to cash and cash equivalents to the extent that all of the amounts are carried with Danske Bank. However, we believe this risk is remote, as Danske Bank is an established financial institution.

  3. SHARE BASED PAYMENT COMPENSATION

    In April 2022, the Board approved a grant of 60,000 share options to employees. Each share option gives the holder the right to purchase one share in the Company at an exercise price of US$18 per share. The exercise price will be reduced by any dividends and cash distributions paid. The share options vest equally over a three-year vesting period, commencing one year from date of grant and will expire five years after the grant date. The total estimated cost is approximately US$321k and has been expensed over the requisite service period. US$27k has been expensed during the three months ended March 31, 2025.

    In September 2024, the Board approved a grant of 115,000 share options to directors and employees. Each share option gives the holder the right to purchase one share in the Company at an exercise price of US$16.7 per share. The exercise price will be reduced by any dividends and cash distributions paid. The share options vest equally over a three-year vesting period, commencing one year from date of grant and will expire five years after the grant date. The total estimated cost is approximately US$345k and will be expensed over the requisite service period. US$24k has been expensed in the three months ended March 31, 2026 (US$52k in the three months ended March 31, 2025).

    As of March 31, 2026, 38,333 vested and 76,667 unvested share options were outstanding.

  4. COMMITMENTS AND CONTINGENCIES

    The Company insures the legal liability risks for its shipping activities with Assuranceforeningen SKULD and Assuranceforeningen Gard Gjensidig, both mutual protection and indemnity associations. As a member of these mutual associations, the Company is subject to calls payable to the associations based on the Company's claims record in addition to the claim records of all other members of the associations. A contingent liability exists to the extent that the claims records of the members of the associations in the aggregate show significant deterioration, which result in additional calls on the members.

    To the best of our knowledge, there are no legal or arbitration proceedings existing or pending which have had or may have significant effects on our financial position or profitability and no such proceedings are pending or known to be contemplated.

  5. SUBSEQUENT EVENTS

Sale of vessel

Bulk Sandefjord was delivered to its new owner in April 2026 and the outstanding balance on the loan facility was repaid.

Dividend and share repurchases

In April 2026, the Company declared a special dividend of NOK 129.5 per share for March 2025.

In April 2026, the Company repurchased a total of 2,791,163 shares at a price of NOK 129.5 per share.

Sale of shares

In February 2026, the Company agreed to sell 14% and 36% of 2020 Bulkers Management AS to Himalaya Shipping and Bruton Limited, respectively, for total proceeds of NOK 4 million. The agreement was effective April 1, 2026.

RECONCILIATION OF ALTERNATIVE PERFORMANCE MEASURES

(In millions of US dollars)

3 months to

March 31,

2026

3 months to

March 31,

2025

Operating profit

157.3

2.0

Depreciation and amortization

-

2.3

EBITDA

157.3

4.3

3 months to 3 months to March 31, March 31,

(In millions of US dollars, except per day data) 2026 2025

Time charter revenues

11.9

8.8

Realized gain (loss) on forward freight agreeements

-

-

Address commission

0.4

0.3

Operating revenues, gross

12.3

9.1

Fleet operational days

461

477

Average time charter equivalent rate, gross

26 700

19 000

The European Securities and Markets Authority ("ESMA") issued guidelines on Alternative Performance Measures ("APMs") that came into force on July 3, 2016. The Company has defined and explained the purpose of the following APMs:

EBITDA, when used by the Company, means operating profit (loss) excluding depreciation and amortization. The Company has included EBITDA as a supplemental disclosure because the Company believes that the measure provides useful information regarding the Company's ability to service debt and pay dividends and provides a helpful measure for comparing its operating performance with that of other companies.

Average time charter equivalent rate, gross, when used by the Company, means time charter revenues and voyage charter revenues excluding address commission plus realized gain (loss) on forward freight agreements, less voyage charter expenses and adjusted from "load to discharge" basis to "discharge to discharge" basis and divided by operational days. The Company has included Average time charter equivalent rate, gross, as a supplemental disclosure because the Company believes that the measure provides useful information regarding the fleets' daily income performance.

OFFICES

OSLO OFFICE

2020 Bulkers Management AS

Tjuvholmen allé 3,

9th floor, 0252 Oslo, Norway

+47 22 83 30 00

BERMUDA OFFICE

2020 Bulkers Ltd.

S.E. Pearman Bldg., 2nd floor,

9 Par-la-Ville Road

Hamilton HM 11, Bermuda

+1 441 542 9329

2020bulkers@2020bulkers.com

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