Pangaea Logistics Solutions - Earnings Call - Q3 2025

Executive Summary

• Q3 delivered strong seasonally driven results: revenue $168.7M, GAAP diluted EPS $0.19, adjusted diluted EPS $0.17, and adjusted EBITDA $28.9M (+20% y/y), with TCE $15,559/day running ~10% above market benchmarks.
• Mix shift and operating leverage were aided by 22% y/y growth in shipping days (SSI Handy fleet integration) and lower voyage expense per day, lifting adjusted EBITDA margin to 17.1% from 15.7% y/y.
• Entering Q4, PANL disclosed 4,210 booked days at $17,107/day, signaling continued pricing strength; management also maintained a $0.05 quarterly dividend and executed buybacks (~200k shares in Q3; ~600k cumulative through early Q4).
• S&P Global Wall Street consensus (EPS/revenue) for Q3 2025 was unavailable; estimate comparisons are thus not provided (attempted retrieval) [GetEstimates: Q3 2025 unavailable]*.

What Went Well and What Went Wrong

What Went Well

• Premium TCE performance: “TCE rates 10% above the market” supported by niche ice-class capabilities and long-term COAs; adjusted EBITDA up 20% y/y to $28.9M.
• Arctic seasonality and fleet integration: shipping days +22% y/y driven by the SSI Handy acquisition; Q3 is typically the high watermark, and Q4 cover indicates robust continuation with 4,210 days at $17,107/day.
• Balanced capital allocation: declared $0.05 dividend; repurchased ~200k shares in Q3 at $4.96/share; financing closed for Strategic Spirit and Strategic Vision ($18M total) to support growth.

What Went Wrong

• TCE down 5% y/y (to $15,559/day vs $16,324/day), reflecting market normalization despite premium vs indices.
• Operating cost inflation: vessel operating expenses +57% y/y (SSI consolidation; owned days +61%); G&A +64% y/y tied to technical management integration and incentives.
• Interest expense pressure: quarterly interest expense ~$5.6M (+$1.7M y/y) due to new facilities and SSI-related debt/leases.

Transcript

Operator (participant)

Good morning. My name is Jamie, and I will be your conference operator today. At this time, I would like to welcome everyone to the Pangaea Logistics Solutions third quarter 2025 earnings teleconference. Today's call is being recorded and will be available for replay beginning at 11:00 A.M. Eastern Standard Time. The recording can be accessed by dialing 800-839-5492 for domestic or 402-220-2551 for international. All lines are currently muted, and after the prepared remarks, there will be a live question-and-answer session. If you would like to ask a question during the Q&A segment, please press star one on your phone. If your question has been answered, you may remove yourself from the queue at any time by pressing star two. We do ask that you pick up your handset for optimal sound quality. It is now my pleasure to turn the floor over to Stefan Neely with Vallum Advisors.

Please go ahead.

Stefan Neely (SVP)

Thank you, Operator, and welcome to the Pangaea Logistics Solutions third quarter 2025 results conference call. Leading the call with me today is CEO Mark Filanowski, Chief Financial Officer Gianni Del Signore, and COO Mads Petersen. Today's discussion contains forward-looking statements about future business and financial expectations. Actual results may differ significantly from those projected in today's forward-looking statements due to various risks and uncertainties, including the risks described in our periodic reports filed with the SEC. Except as required by law, we undertake no obligation to update our forward-looking statements. At the conclusion of our prepared remarks, we will open the line for questions. With that, I would like to turn the call over to Mark.

Mark Filanowski (CEO)

Thank you, Stefan, and welcome to those joining us on the call today. We delivered strong third quarter results reflecting a seasonally active Arctic trading period and continued progress against our strategic priorities. The third quarter is typically our high watermark for the year, given Arctic activity, and this year was no exception. We delivered TCE rates that averaged 10% above the prevailing market for Panamax, Supermax, and Handy Size indices, supported by our niche ice class capabilities and long-term COAs. This outperformance occurred against the backdrop of a strengthening dry bulk market during the quarter. With the integration of the 15 Handy Size vessels we acquired from SSI at the end of last year, shipping days increased by 22% year-over-year, resulting in adjusted EBITDA of $28.9 million, an increase of approximately 20% compared to last year.

This underscores the leverage of our integrated model along with our scale as we maintain our cargo-centric discipline. During the quarter, we further expanded our integrated service platform, which combines specialized shipping with terminal, stevedoring, and port services. This platform deepens customer relationships and enhances long-term growth. We commenced operations at the port of Pascagoula in Mississippi and at the port of Aransas in Texas. In the fourth quarter, we will begin operations in Lake Charles, Louisiana. Expansion at the port of Tampa, Florida, is delayed a bit due to equipment deliveries, but we expect to be getting up operations early next year. We also continue to advance our fleet renewal strategy. During the quarter, we completed the sale of our Strategic Endeavor and last month entered into an agreement to sell the 2005-built Bulk Freedom for $9.6 million.

These actions are consistent with our focus on improving fleet efficiency and emissions performance. As announced last quarter, we also completed the purchase of the remaining 49% stake in Seymar Management, our technical operations platform in Athens, giving us more control over technical management and further aligning operational performance with our commercial strategy. Additionally, we closed on the financing for Strategic Spirit and Strategic Vision, totaling $18 million. These financings enhance balance sheet flexibility and provide additional capacity to support growth and working capital needs. On capital allocation, we remain disciplined and continue to prioritize investing in our fleet and organic growth opportunities, maintaining a strong balance sheet and returning capital to investors. Through today, we have repurchased approximately 600,000 shares for a total of approximately $3 million. We also declared a $0.05 quarterly dividend, consistent with our prior two quarters.

We ended the quarter with approximately $94 million in unrestricted cash, supported by strong operating cash flow. Our balance sheet strength allows us to continue executing these priorities while navigating the current dry bulk environment. Broadly, near-term dry bulk fundamentals remain constructive for our mix of minor bulks, with normal seasonality expected as our Arctic activity tapers into quarter four. Resumed agricultural shipments from the U.S. to China should support U.S. Gulf markets, an important region for us. Expected shipping demand for West Africa to China dry bulk movements on larger ships will trickle down to smaller vessels. Limited effective supply growth and systematic regulatory constraints and confusion support a favorable medium-term setup, and our differentiated business model positions us well to deliver premium TCE returns through the cycle. Looking ahead to the fourth quarter of 2025, broader dry bulk market pricing remains buoyant.

As of today, we've booked 4,210 shipping days for the fourth quarter, generating a TCE of $17,107 per day. Before I turn the call over to Johnny, I would like to take a moment on a personal note. As announced in September, I will retire as CEO and step down from the board effective January 1, 2026. It's been a privilege to serve as Chief Executive Officer of this company for the past four years and to work alongside our talented and dedicated team. Together, we've grown Pangaea into a differentiated, cargo-focused logistics platform. We've tripled the size of our own fleet and expanded our port and logistics operations to 10 marine terminals across the U.S. Gulf and Mid-Atlantic. Since the passing of our founder, Ed Coll, we have worked tirelessly to further his vision for the company and to position Pangaea for sustainable long-term growth.

Ed was a real supply chain guy, always looking for solutions for his customers. I think he would be proud of what we've accomplished and the foundation we have built for the future. I have full confidence that Mads Petersen, our current Chief Operating Officer, is the right leader to take Pangaea into its next chapter. Mads has over two decades of experience in the dry bulk industry and has been instrumental in shaping our strategy and operations over his 16-year tenure with Pangaea. His deep understanding of our business, his relationships with our employees and our partners in all areas of our business, and his commitment to our strategy will serve customers and shareholders well. In closing, I'd like to thank our employees, customers, and shareholders for your trust and partnership.

It's been an honor to lead Pangaea, and I look forward to watching the company continue to thrive under Mads's leadership. With that, I'd like to turn the call over to Gianni to review our third quarter financial results.

Gianni Del Signore (CFO)

Thank you, Mark, and welcome to those joining us on the call today. Our third quarter financial results were highlighted by sustained TCE premiums relative to the prevailing market, supported by our niche ice class fleet during the peak of the Arctic trade season. Third quarter TCE rates were $15,559 per day, a premium of approximately 10% over the average published market rates for Panamax, Supermax, and Handy Size vessels in the period. Our adjusted EBITDA for the third quarter was $28.9 million, an increase of $4.9 million relative to the prior year period, and adjusted EBITDA margin increased from 15.7%-17.1%, reflecting a 22% increase in shipping days with a 13% decrease in voyage expenses on a per-day basis. Our total charter hire expenses decreased by 7%, primarily due to a 13% decrease in charter-in days, somewhat offset by higher market rates.

Our charter-in cost on a per-day basis was $15,387 in the third quarter of 2025, an increase of approximately 6% year-over-year. Through today, we've booked approximately 1,710 days at $16,537 per day for the fourth quarter of 2025. Vessel operating expenses increased by approximately 57% year-over-year, primarily due to the acquisition of the SSI fleet, which increased total owned days by 61%. On a per-day basis, vessel operating expenses net of technical management fees was $5,634 per day. Total general and administrative expenses increased by 64%, from $6 million to approximately $9.8 million. The increase was primarily due to the consolidation of our technical management operations, timing of recognition of incentive compensation year-over-year, as well as growth related to the SSI fleet acquisition. In total, our reported GAAP net income for the third quarter was $12.2 million, or $0.19 per diluted share.

When excluding the impact of the unrealized losses from derivative instruments as well as other non-GAAP adjustments, our reported adjusted net income attributable to Pangaea during the quarter was $11.2 million, or $0.17 per diluted share. Moving on to cash flows, total cash from operations was approximately flat year-over-year at $28.6 million, driven by strong operating performance and cash generated from working capital. At quarter end, we had approximately $94 million in unrestricted cash and total debt, including finance lease obligations of approximately $386 million. During the quarter, our overall interest expense was $5.6 million, an increase of $1.7 million due to new debt facilities entered into during the third quarter, as well as the assumed debt and finance leases associated with the SSI acquisition.

As Marc mentioned, during the third quarter, we completed financing of the Strategic Spirit for $9 million payable over seven years at an interest rate of SOFR plus 1.95%, and the Strategic Vision for $9 million payable over five years at an interest rate of SOFR plus 1.95%. The financings closed in July and September, respectively, and provided $18 million in cash that we intend to utilize for working capital and strategic investments. In addition, we continue to execute on our share repurchase program, buying back approximately 200,000 shares during the third quarter at an average price of $4.96 per share. Since quarter end, we've bought back an additional 200,000 shares, bringing our total to approximately 600,000 shares. Our buyback program complements our quarterly dividend policy, reinforcing our focus on delivering shareholder returns through a disciplined and balanced approach to capital allocation.

Going forward, we will maintain the same disciplined approach to capital allocation. Our priorities remain clear: preserve financial flexibility, deliver consistent returns to shareholders, and invest selectively in opportunities that strengthen our integrated shipping and logistics platform. This includes advancing our terminal and stevedoring operations and continuing our fleet renewal strategy with a focus on capital-efficient initiatives. With that, we will now open the line for questions.

Operator (participant)

Thank you. At this time, if you would like to ask a question, please press star one on your telephone keypad. If at any point your question has been answered, you may remove yourself from the queue by pressing star two. As a reminder, we do ask that you please pick up your handset for optimal sound quality. Once again, that is star one to signal for a question and star two to remove yourself. We will pause for just a moment to allow questions to queue. We'll go first to Poe Fratt with AGP. Please go ahead.

Poe Fratt (Equity Research Analyst)

Hey, good morning.

Mark Filanowski (CEO)

Morning, Coll.

Poe Fratt (Equity Research Analyst)

Good morning. Marc, fair winds and following seas or fair seas and following winds. Congratulations on your retirement. You've been a steady.

Mark Filanowski (CEO)

Thank you. It was Richard Nixon who said, "Poe, you're going to miss me. You won't have me to kick around anymore.

Poe Fratt (Equity Research Analyst)

I'm not sure I've been kicking you, but. Congratulations. And then, Mads, just if you could, you're not in the seat yet, but can you just highlight sort of a couple of your priorities, any changes that we might see, maybe give us your top three priorities going forward?

Mads Petersen (COO)

Thank you, Coll. Great question. I mean, we are definitely not looking at anything revolutionary here. Marc and I and Johnny and Dan as well and the rest of the team here, we have worked on our strategy together. It's just never a one-person project. We just want to do essentially more of the same, grow the platform the way it is now. That is about the customers, growing the customer base, growing our logistics and port and terminals offering, and then also over time, of course, when the opportunity presents itself, we want to grow the number of ships in our fleet as well. It's simply about execution. For me, there will be, of course, tweaks along the way. There always is, but for sure nothing revolutionary. It's about running the company efficiently and then growing the platform as we go.

Poe Fratt (Equity Research Analyst)

Great. Thank you, Mads. And then when you look at your forward cover, I think it's over 4,000 days at $17,000. What do you think the premium to the index does in the fourth quarter? It compressed a little bit in the third quarter, I think, probably just because of the Arctic trade, its debt rates, and then also the market improved over the course of the quarter. Would you expect the premium to expand in the fourth quarter? Also, typically, the third quarter is your highest high-water mark for the year, but it doesn't look like that's going to be the case this year, and it looks like the fourth quarter is going to be higher than the third quarter. Can you just talk about sort of the rate environment for the fourth quarter?

Mads Petersen (COO)

Yeah. So I think in terms of the Arctic business, some of that actually extends a little bit into Q4 for us. Q3 is sort of developed in a way that is not uncommon for us when you are at the backdrop of a rising market, right? The ships are all performing voyages that have to be completed before they are repriced. Additionally, we do have some shorter-term cargo commitments that our margin contracts are. That's not uncommon in a rising market. I think Q4 is not done yet. We haven't fixed all our exposure there. However, I do think that over time, the premiums will probably for sure, the expectation is that they go towards some that you normally see in our business in Q4.

Poe Fratt (Equity Research Analyst)

Great. You sold another older Supra. Can you sort of talk about your fleet renewal program in the context of asset values, even for older assets? They're holding up pretty well. Is 2026 going to be as active as 2025 as far as fleet renewal on the sales side?

Mads Petersen (COO)

will have to see what opportunities present themselves. We have a pretty pragmatic approach to decisions around sales, right? We are looking at, as is the case for the Bulk Freedom, when the ship is approaching 20 years old and the investments you have to do versus what you can replace that ship with. We are always looking at that. I think in terms of fleet renewal, we are always looking. I do not think we are necessarily deterred by the current market conditions in terms of values or spot market, really. I still think that, especially in the ultimate segment, there are opportunities. It is all about finding the right ones. We are a little bit picky when it comes to the ships that we want to bring into the fleet. We for sure, long term, do not want to have a shrinking fleet. That is for sure.

Fleet renewal and to sort of keep a kind of status quo is a must. And then the question after that is whether expansion is in the cards.

Poe Fratt (Equity Research Analyst)

Great. Thank you. Mark, good luck and congratulations, Mads.

Mads Petersen (COO)

Thank you, Coll.

Operator (participant)

Once again, ladies and gentlemen, if you would like to signal for a question, simply press star one on your telephone keypad. Again, that is star one, and we'll pause for just a moment. It appears that we have no further questions at this time. I'd like to turn the floor back over to Mark Filanowski for any additional or closing comments.

Mark Filanowski (CEO)

Once again, thank you for joining our call. Should you have any questions, please feel free to contact us at [email protected], and a member of our team will follow up with you. This concludes our call today. You may now disconnect.