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What changed in DORIAN LPG LTD.'s 10-K2023 vs 2024

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Paragraph-level year-over-year comparison of DORIAN LPG LTD.'s 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+660 added663 removedSource: 10-K (2024-05-29) vs 10-K (2023-06-02)

Top changes in DORIAN LPG LTD.'s 2024 10-K

660 paragraphs added · 663 removed · 218 edited across 5 sections

Item 1. Business

Business — how the company describes what it does

111 edited+415 added12 removed231 unchanged
Biggest changeSome of the ESG initiatives that we have undertaken include: operating newer, more technologically advanced ECO vessels, with very low revolutions per minute, long-stroke, electronically controlled engines, larger propellers, advanced hull design, and low friction paint, resulting in enhanced the energy efficiency and reduced greenhouse gas emissions on a ton-mile basis, including the vessels in our existing fleet, our newbuilding dual-fuel VLGC delivered from Kawasaki Heavy Industries in March 2023, and our two time chartered in Dual Fuel VLGCs that entered our fleet in February and March 2023; fitting vessels with scrubbers to reduce sulfur emissions to, among other things, comply with the IMO’s new fuel regulations which went into effect in January 2020; 7 Table of Contents joining the Getting to Zero Coalition, a global alliance of more than 140 companies committed to the decarbonization of deep-sea shipping in line with the IMO greenhouse gas emissions reduction strategy; creating teams and a formal reporting structure for the evaluation and potential implementation of new energy saving technologies such as batteries, hull friction reducing technologies, and a range of other applications; implementing and utilizing internal and third-party data collection and analysis software, which allows data to be gathered from our vessels for use in performance optimization, with the aim of reducing our fuel consumption, and carbon dioxide and greenhouse gas emissions; including a sustainability-linked pricing mechanism in our 2022 Debt Facility (as defined below) and providing relevant carbon emissions data for the vessels in our fleet that are owned or technically managed pursuant to a bareboat charter to our lenders in connection with the Poseidon Principles, which establish a framework for assessing and disclosing the climate alignment of ship finance portfolios with the IMO’s target to reduce shipping's total annual greenhouse gas emissions by at least 50% by 2050; becoming a signatory to the Neptune Declaration on Seafarer Wellbeing and Crew Change, in a worldwide call to action to end the unprecedented crew change crisis caused by COVID-19; establishing risk management and internal control policies and systems to manage risk and ensure compliance with all applicable international and local laws; and establishing compliance programs to meet or exceed, when possible and appropriate, all applicable rules and regulations governing the maritime industry, including the items described in the “Environmental and Other Regulation in the Shipping Industry” section below. Environmental and Other Regulation in the Shipping Industry General Government regulations and laws significantly affect the ownership and operation of our fleet.
Biggest changeSome of the ESG initiatives that we have undertaken include: operating newer, more technologically advanced ECO vessels, with very low revolutions per minute, long-stroke, electronically controlled engines, larger propellers, advanced hull design, and low friction paint, resulting in enhanced energy efficiency and reduced greenhouse gas emissions on a ton-mile basis, including the vessels in our existing fleet, our newbuilding Dual-fuel ECO VLGC delivered from Kawasaki Heavy Industries in March 2023, and our three time chartered-in Dual Fuel VLGCs that entered our fleet in February, March, and July 2023; fitting vessels with scrubbers to reduce sulfur emissions to, among other things, comply with the IMO’s new fuel regulations which went into effect in January 2020; joining the Getting to Zero Coalition, a global alliance of more than 140 companies committed to the decarbonization of deep-sea shipping in line with the IMO greenhouse gas emissions reduction strategy; 7 Table of Contents creating teams and a formal reporting structure for the evaluation and potential implementation of new energy saving technologies such as batteries, hull friction reducing technologies, and a range of other applications; implementing and utilizing internal and third-party data collection and analysis software, which allows data to be gathered from our vessels for use in performance optimization, with the aim of reducing our fuel consumption, and carbon dioxide and greenhouse gas emissions; including a sustainability-linked pricing mechanism in our 2023 A&R Debt Facility (as defined below) and providing relevant carbon emissions data for the vessels in our fleet that are owned or technically managed pursuant to a bareboat charter to our lenders in connection with the Poseidon Principles, which establish a framework for assessing and disclosing the climate alignment of ship finance portfolios with the IMO’s target to peak greenhouse gas (“GHG”) emissions from international shipping as soon as possible and to reach net-zero GHG emissions by or around, i.e. close to, 2050, as per 2023 IMO GHG Strategy; successfully complying with the IMO’s Energy Efficiency Existing Ship Index (“EEXI”) and Carbon Intensity Indicator (“CII”) requirements in 2023, affirming our commitment to maritime environmental standards; becoming a Mission Ambassador in a strategic partnership with the Mærsk Mc-Kinney Møller Center for Zero Carbon Shipping, Copenhagen, starting January 2023, and joining forces with the maritime industry's united effort to accelerate the possibility of net-zero target by 2050; becoming a signatory to the Neptune Declaration on Seafarer Wellbeing and Crew Change, in a worldwide call to action to end the unprecedented crew change crisis caused by COVID-19; establishing risk management and internal control policies and systems to manage risk and ensure compliance with all applicable international and local laws; and establishing compliance programs to meet or exceed, when possible and appropriate, all applicable rules and regulations governing the maritime industry, including the items described in the “Environmental and Other Regulation in the Shipping Industry” section below. We were one of the founding members of The All Aboard Alliance (“AAA”), an initiative of the Global Maritime Forum, which brings together senior leaders from across the maritime industry, united by a collaborative drive towards increasing diversity, equity, and inclusion in all organizations, at sea and onshore.
The 2010 HNS Convention sets up a two-tier system of compensation composed of compulsory insurance taken out by shipowners and an HNS Fund which comes into play when the insurance is insufficient to satisfy a claim or does not cover the incident.
The 2010 HNS Convention sets up a two-tier system of compensation composed of compulsory insurance taken out by shipowners and an HNS Fund which comes into play when the insurance is insufficient to satisfy a claim or does not cover the incident.
Once the limit is reached, compensation will be paid from the HNS Fund up to a maximum of 250 million SDR.
Once the limit is reached, compensation will be paid from the HNS Fund up to a maximum of 250 million SDR.
However, we are not permitted by United States law to engage in the transportation of cargoes that produces 100% United States source shipping income. 21 Table of Contents Unless we qualify for the exemption from tax under Section 883, our gross United States source shipping income would be subject to a 4% tax imposed without allowance for deductions as described below. Exemption of Operating Income from United States Federal Income Taxation Under Section 883 and the Treasury Regulations thereunder, a foreign corporation will be exempt from United States federal income taxation of its United States source shipping income if: 1) it is organized in a “qualified foreign country” which is one that grants an "equivalent exemption" from tax to corporations organized in the United States in respect of each category of shipping income for which exemption is being claimed under Section 883; and 2) one of the following tests is met: A) more than 50% of the value of its shares is beneficially owned, directly or indirectly, by “qualified shareholders,” which as defined includes individuals who are “residents” of a qualified foreign country, to which we refer as the “50% Ownership Test”; or B) its shares are “primarily and regularly traded on an established securities market” in a qualified foreign country or in the United States, to which we refer as the “Publicly-Traded Test.” The Republic of the Marshall Islands, the jurisdiction where we and our ship - owning subsidiaries are incorporated, has been officially recognized by the United States Internal Revenue Service, or the IRS, as a qualified foreign country that grants the requisite “equivalent exemption” from tax in respect of each category of shipping income we earn and currently expect to earn in the future.
However, we are not permitted by United States law to engage in the transportation of cargoes that produces 100% United States source shipping income. Unless we qualify for the exemption from tax under Section 883, our gross United States source shipping income would be subject to a 4% tax imposed without allowance for deductions as described below. Exemption of Operating Income from United States Federal Income Taxation Under Section 883 and the Treasury Regulations thereunder, a foreign corporation will be exempt from United States federal income taxation of its United States source shipping income if: 1) it is organized in a “qualified foreign country” which is one that grants an "equivalent exemption" from tax to corporations organized in the United States in respect of each category of shipping income for which exemption is being claimed under Section 883; and 2) one of the following tests is met: A) more than 50% of the value of its shares is beneficially owned, directly or indirectly, by “qualified shareholders,” which as defined includes individuals who are “residents” of a qualified foreign country, to which we refer as the “50% Ownership Test”; or B) its shares are “primarily and regularly traded on an established securities market” in a qualified foreign country or in the United States, to which we refer as the “Publicly-Traded Test.” The Republic of the Marshall Islands, the jurisdiction where we and our ship - owning subsidiaries are incorporated, has been officially recognized by the United States Internal Revenue Service, or the IRS, as a qualified 22 Table of Contents foreign country that grants the requisite “equivalent exemption” from tax in respect of each category of shipping income we earn and currently expect to earn in the future.
Business—Environmental and Other Regulation in the Shipping Industry.” Our Customers Our customers, either directly or through the Helios Pool, include or have included global energy companies such as Exxon Mobil Corp., Chevron Corp., China International United Petroleum & Chemicals Co., Ltd., Royal Dutch Shell plc, Equinor ASA, Total S.A., and Sunoco LP, commodity traders such as Glencore plc, Itochu Corporation, Bayegan Group, and the Vitol Group and importers such as E1 Corp., Indian Oil Corporation, SK Gas Co.
Business—Environmental and Other Regulation in the Shipping Industry.” Our Customers Our customers, either directly or through the Helios Pool, include or have included global energy companies such as Exxon Mobil Corp., Chevron Corp., China International United Petroleum & Chemicals Co., Ltd., Royal Dutch Shell plc, Equinor ASA, Total S.A., and Sunoco LP, commodity traders such as Glencore plc, Itochu Corporation, Bayegan Group, Gunvor Group, and the Vitol Group and importers such as E1 Corp., Indian Oil Corporation, SK Gas Co.
This insurance includes third-party liability and other expenses related to the injury or death of crew members, passengers and 6 Table of Contents other third parties, loss or damage to cargo, claims arising from collisions with other vessels or from contact with jetties or wharves and other damage to other third-party property, including pollution arising from oil or other substances, and other related costs, including wreck removal.
This insurance includes third-party liability and other expenses related to the illness, injury or death of crew members, passengers and other third parties, loss or damage to cargo, claims arising from collisions with other vessels or from contact with jetties or wharves and other damage to other third-party property, including pollution arising from oil 6 Table of Contents or other substances, and other related costs, including wreck removal.
The Treasury Regulations further provide that an investment company which is registered under the Investment Company Act of 1940, as amended, will not be treated as a 5% Shareholder for such purposes. In the event the 5% Override Rule is triggered, the Treasury Regulations provide that the 5% Override Rule will nevertheless not apply if we can establish that within the group of 5% Shareholders, qualified shareholders (as defined for purposes of Section 883) own sufficient number of shares to preclude non-qualified shareholders in such group from owning 50% or more of our common shares for more than half the number of days during the taxable year. We believe that we satisfy the Publicly-Traded Test and will not be subject to the 5% Override Rule for taxable year ended March 31, 2023 and we also expect to continue to do so for our subsequent taxable years.
The Treasury Regulations further provide that an investment company which is registered under the Investment Company Act of 1940, as amended, will not be treated as a 5% Shareholder for such purposes. In the event the 5% Override Rule is triggered, the Treasury Regulations provide that the 5% Override Rule will nevertheless not apply if we can establish that within the group of 5% Shareholders, qualified shareholders (as defined for purposes of Section 883) own sufficient number of shares to preclude non-qualified shareholders in such group from owning 50% or more of our common shares for more than half the number of days during the taxable year. We believe that we satisfy the Publicly-Traded Test and will not be subject to the 5% Override Rule for taxable year ended March 31, 2024 and we also expect to continue to do so for our subsequent taxable years.
By contrast, rental income would generally constitute "passive income" unless we were treated under specific rules as deriving our rental income in the active conduct of a trade or business. We believe that income we earn from the voyage charters, and also from time charters, for the reasons discussed below, will be treated as active income for PFIC purposes and as a result, we intend to take the position that we satisfy the 75% income test for our taxable year ended March 31, 2023. Based on our current and anticipated operations, we do not believe that we will be treated as a PFIC for our taxable year ended March 31, 2023 or subsequent taxable years, and we intend to take such position for our United States federal income tax reporting purposes.
By contrast, rental income would generally constitute "passive income" unless we were treated under specific rules as deriving our rental income in the active conduct of a trade or business. We believe that income we earn from the voyage charters, and also from time charters, for the reasons discussed below, will be treated as active income for PFIC purposes and as a result, we intend to take the position that we satisfy the 75% income test for our taxable year ended March 31, 2024. Based on our current and anticipated operations, we do not believe that we will be treated as a PFIC for our taxable year ended March 31, 2024 or subsequent taxable years, and we intend to take such position for our United States federal income tax reporting purposes.
We have disclosed certain ESG-related information on our website, including our first ESG Report, aligned with the Sustainability Accounting Standards Board (SASB) Marine Transportation standard, additionally taking into account recommendations provided by the Taskforce on Climate-Related Financial Disclosures (TCFD).
We have disclosed certain ESG-related information on our website, including our ESG Report, aligned with the Sustainability Accounting Standards Board (SASB) Marine Transportation standard, additionally taking into account recommendations provided by the Taskforce on Climate-Related Financial Disclosures (TCFD).
Dividends paid with respect to our common shares will generally be treated as foreign source dividend income and will generally constitute “passive category income” for purposes of computing allowable foreign tax credits for United States foreign tax credit purposes. Dividends paid on our common shares to certain non - corporate United States Holders will generally be treated as “qualified dividend income” that is taxable to such United States Holders at preferential tax rates provided that (1) the common shares are readily tradable on an established securities market in the United States (such as the NYSE, on which our common shares will be traded), (2) the shareholder has owned the common stock for more than 60 days in the 121-day period beginning 60 days before the date on which the common stock becomes ex-dividend, and (3) we are not a passive foreign investment company for the taxable year during which the dividend is paid or the immediately preceding taxable year. There is no assurance that any dividends paid on our common shares will be eligible for these preferential rates in the hands of such non-corporate United States Holders, although, as described above, we expect such dividends to be so eligible provided an eligible non-corporate United States Holder meets all applicable requirements and we are not a 24 Table of Contents passive foreign passive investment company in the taxable year during which the dividend is paid or the immediately preceding taxable year.
Dividends paid with respect to our common shares will generally be treated as foreign source dividend income and will generally constitute “passive category income” for purposes of computing allowable foreign tax credits for United States foreign tax credit purposes. Dividends paid on our common shares to certain non - corporate United States Holders will generally be treated as “qualified dividend income” that is taxable to such United States Holders at preferential tax rates provided that (1) the common shares are readily tradable on an established securities market in the United States (such as the NYSE, on which our common shares will be traded), (2) the shareholder has owned the common stock for more than 60 days in the 121-day period beginning 60 days before the date on which the common stock becomes ex-dividend, and (3) we are not a passive foreign investment company for the taxable year during which the dividend is paid or the immediately preceding taxable year. There is no assurance that any dividends paid on our common shares will be eligible for these preferential rates in the hands of such non-corporate United States Holders, although, as described above, we expect such dividends to be so eligible provided an eligible non-corporate United States Holder meets all applicable requirements and we are not a passive foreign passive investment company in the taxable year during which the dividend is paid or the immediately preceding taxable year.
Under these special rules: the excess distribution or gain would be allocated ratably over the Non-Electing Holder’s aggregate holding period for the common shares; the amount allocated to the current taxable year, and any taxable year prior to the first taxable year in which we were a PFIC, would be taxed as ordinary income and would not be “qualified dividend income”; and the amount allocated to each of the other taxable years would be subject to tax at the highest rate of tax in effect for the applicable class of taxpayer for that year, and an interest charge for the deemed tax deferral benefit would be imposed with respect to the resulting tax attributable to each such other taxable year. United States Federal Income Taxation of “Non-United States Holders” As used herein, the term “Non-United States Holder” means a holder that, for United States federal income tax purposes, is a beneficial owner of common shares (other than a partnership) that is not a United States Holder. If a partnership holds our common shares, the tax treatment of a partner will generally depend upon the status of the partner and upon the activities of the partnership.
Under these special rules: the excess distribution or gain would be allocated ratably over the Non-Electing Holder’s aggregate holding period for the common shares; the amount allocated to the current taxable year, and any taxable year prior to the first taxable year in which we were a PFIC, would be taxed as ordinary income and would not be “qualified dividend income”; and the amount allocated to each of the other taxable years would be subject to tax at the highest rate of tax in effect for the applicable class of taxpayer for that year, and an interest charge for the deemed tax deferral benefit would be imposed with respect to the resulting tax attributable to each such other taxable year. United States Federal Income Taxation of “Non-United States Holders” As used herein, the term “Non-United States Holder” means a holder that, for United States federal income tax purposes, is a beneficial owner of common shares (other than a partnership) that is not a United States Holder. 27 Table of Contents If a partnership holds our common shares, the tax treatment of a partner will generally depend upon the status of the partner and upon the activities of the partnership.
Even if this were not the case, the Treasury Regulations provide that the trading 22 Table of Contents frequency and trading volume tests will be deemed satisfied if, as is expected to be the case with our common shares, such class of stock is traded on an established securities market in the United States and such shares are regularly quoted by dealers making a market in such shares. Notwithstanding the foregoing, the Treasury Regulations provide, in pertinent part, that a class of shares will not be considered to be “regularly traded” on an established securities market for any taxable year in which 50% or more of the vote and value of the outstanding shares of such class are owned on more than half the days during the taxable year by persons who each own 5% or more of the vote and value of such class of outstanding stock, to which we refer as the "5% Override Rule." For purposes of being able to determine the persons who actually or constructively own 5% or more of the vote and value of our common shares, or “5% Shareholders,” the Treasury Regulations permit us to rely on those persons that are identified on Schedule 13G and Schedule 13D filings with the Commission, as owning 5% or more of our common shares.
Even if this were not the case, the Treasury Regulations provide that the trading frequency and trading volume tests will be deemed satisfied if, as is expected to be the case with our common shares, such class of stock is traded on an established securities market in the United States and such shares are regularly quoted by dealers making a market in such shares. Notwithstanding the foregoing, the Treasury Regulations provide, in pertinent part, that a class of shares will not be considered to be “regularly traded” on an established securities market for any taxable year in which 50% or more of the vote and value of the outstanding shares of such class are owned on more than half the days during the taxable year by persons who each own 5% or more of the vote and value of such class of outstanding stock, to which we refer as the "5% Override Rule." For purposes of being able to determine the persons who actually or constructively own 5% or more of the vote and value of our common shares, or “5% Shareholders,” the Treasury Regulations permit us to rely on those persons that are identified on Schedule 13G and Schedule 13D filings with the Commission, as owning 5% or more of our common shares.
If you are a partner in a partnership holding our common shares, you are encouraged to consult your tax advisor. Dividends on Common Shares Subject to the discussion of backup withholding below, a Non-United States Holder generally will not be subject to United States federal income or withholding tax on dividends received from us with respect to our common shares, unless: the dividend income is effectively connected with the Non-United States Holder’s conduct of a trade or business in the United States; or the Non-United States Holder is an individual who is present in the United States for 183 days or more during the taxable year of receipt of the dividend income and other conditions are met. Sale, Exchange or Other Disposition of Common Shares Subject to the discussion of backup withholding below, a Non-United States Holder generally will not be subject to United States federal income or withholding tax on any gain realized upon the sale, exchange or other disposition of our common shares, unless: the gain is effectively connected with the Non-United States Holder’s conduct of a trade or business in the United States; or the Non-United States Holder is an individual who is present in the United States for 183 days or more during the taxable year of disposition and other conditions are met. 27 Table of Contents Income or Gains Effectively Connected with a United States Trade or Business If the Non-United States Holder is engaged in a United States trade or business for United States federal income tax purposes, dividends on our common shares and gain from the sale, exchange or other disposition of our common shares, that are effectively connected with the conduct of that trade or business (and, if required by an applicable income tax treaty, is attributable to a United States permanent establishment), will generally be subject to regular United States federal income tax in the same manner as discussed in the previous section relating to the taxation of United States Holders.
If you are a partner in a partnership holding our common shares, you are encouraged to consult your tax advisor. Dividends on Common Shares Subject to the discussion of backup withholding below, a Non-United States Holder generally will not be subject to United States federal income or withholding tax on dividends received from us with respect to our common shares, unless: the dividend income is effectively connected with the Non-United States Holder’s conduct of a trade or business in the United States; or the Non-United States Holder is an individual who is present in the United States for 183 days or more during the taxable year of receipt of the dividend income and other conditions are met. Sale, Exchange or Other Disposition of Common Shares Subject to the discussion of backup withholding below, a Non-United States Holder generally will not be subject to United States federal income or withholding tax on any gain realized upon the sale, exchange or other disposition of our common shares, unless: the gain is effectively connected with the Non-United States Holder’s conduct of a trade or business in the United States; or the Non-United States Holder is an individual who is present in the United States for 183 days or more during the taxable year of disposition and other conditions are met. Income or Gains Effectively Connected with a United States Trade or Business If the Non-United States Holder is engaged in a United States trade or business for United States federal income tax purposes, dividends on our common shares and gain from the sale, exchange or other disposition of our common shares, that are effectively connected with the conduct of that trade or business (and, if required by an applicable income tax treaty, is attributable to a United States permanent establishment), will generally be subject to regular United States federal income tax in the same manner as discussed in the previous section relating to the taxation of United States Holders.
In a year when we are a PFIC, any gain realized on the sale, exchange or other disposition of our common shares would be treated as ordinary income, and any loss realized on the sale, exchange or other disposition of the common shares would be treated as ordinary loss to the extent that such loss does not exceed the net mark-to-market gains previously included by the United States Holder. 26 Table of Contents Taxation of United States Holders Not Making a Timely QEF or Mark-to-Market Election For any taxable year in which we determine that we are a PFIC, a United States Holder who does not make either a QEF election or a “mark-to-market” election for that year, whom we refer to as a “Non - Electing Holder,” would be subject to special rules with respect to (i) any excess distribution (i.e., the portion of any distributions received by the Non - Electing Holder on the common shares in a taxable year in excess of 125% of the average annual distributions received by the Non-Electing Holder in the three preceding taxable years, or, if shorter, the Non-Electing Holder’s holding period for the common shares), and (ii) any gain realized on the sale, exchange or other disposition of our common shares.
In a year when we are a PFIC, any gain realized on the sale, exchange or other disposition of our common shares would be treated as ordinary income, and any loss realized on the sale, exchange or other disposition of the common shares would be treated as ordinary loss to the extent that such loss does not exceed the net mark-to-market gains previously included by the United States Holder. Taxation of United States Holders Not Making a Timely QEF or Mark-to-Market Election For any taxable year in which we determine that we are a PFIC, a United States Holder who does not make either a QEF election or a “mark-to-market” election for that year, whom we refer to as a “Non - Electing Holder,” would be subject to special rules with respect to (i) any excess distribution (i.e., the portion of any distributions received by the Non - Electing Holder on the common shares in a taxable year in excess of 125% of the average annual distributions received by the Non-Electing Holder in the three preceding taxable years, or, if shorter, the Non-Electing Holder’s holding period for the common shares), and (ii) any gain realized on the sale, exchange or other disposition of our common shares.
In addition, we would generally be subject to the 30% "branch profits" tax on earnings effectively connected with the conduct of such trade or business, as determined after allowance for certain adjustments, and on certain interest paid or deemed paid attributable to the conduct of our United States trade or business. Our United States source shipping income would be considered “effectively connected” with the conduct of a United States trade or business only if: we have, or are considered to have, a fixed place of business in the United States involved in the earning of United States source shipping income; and 23 Table of Contents substantially all of our United States source shipping income is attributable to regularly scheduled transportation, such as the operation of a vessel that follows a published schedule with repeated sailings at regular intervals between the same points for voyages that begin or end in the United States. We do not intend to have, or permit circumstances that would result in having, any vessel sailing to or from the United States on a regularly scheduled basis.
In addition, we would generally be subject to the 30% "branch profits" tax on earnings effectively connected with the conduct of such trade or business, as determined after allowance for certain adjustments, and on certain interest paid or deemed paid attributable to the conduct of our United States trade or business. Our United States source shipping income would be considered “effectively connected” with the conduct of a United States trade or business only if: we have, or are considered to have, a fixed place of business in the United States involved in the earning of United States source shipping income; and substantially all of our United States source shipping income is attributable to regularly scheduled transportation, such as the operation of a vessel that follows a published schedule with repeated sailings at regular intervals between the same points for voyages that begin or end in the United States. We do not intend to have, or permit circumstances that would result in having, any vessel sailing to or from the United States on a regularly scheduled basis.
Therefore, we will be exempt from United States federal income taxation with respect to our United States source shipping income if we satisfy either the 50% Ownership Test or the Publicly-Traded Test. We believe that we satisfy the Publicly-Traded Test, a factual determination made on an annual basis, with respect to our taxable year ended March 31, 2023, and we expect to continue to do so for our subsequent taxable years, and we intend to take this position for United States federal income tax reporting purposes.
Therefore, we will be exempt from United States federal income taxation with respect to our United States source shipping income if we satisfy either the 50% Ownership Test or the Publicly-Traded Test. We believe that we satisfy the Publicly-Traded Test, a factual determination made on an annual basis, with respect to our taxable year ended March 31, 2024, and we expect to continue to do so for our subsequent taxable years, and we intend to take this position for United States federal income tax reporting purposes.
It is expected that any sale of a vessel by us will be considered to occur outside of the United States. United States Federal Income Taxation of United States Holders As used herein, the term “United States Holder” means a holder that for United States federal income tax purposes is a beneficial owner of common shares and is an individual United States citizen or resident, a United States corporation or other United States entity taxable as a corporation, an estate the income of which is subject to United States federal income taxation regardless of its source, or a trust if a court within the United States is able to exercise primary jurisdiction over the administration of the trust and one or more United States persons have the authority to control all substantial decisions of the trust. If a partnership holds the common shares, the tax treatment of a partner will generally depend upon the status of the partner and upon the activities of the partnership.
It is expected that any sale of a vessel by us will be considered to occur outside of the United States. United States Federal Income Taxation of United States Holders As used herein, the term “United States Holder” means a holder that for United States federal income tax purposes is a beneficial owner of common shares and is an individual United States citizen or resident, a United States corporation or other United States entity taxable as a corporation, an estate the income of which is subject to United States federal 24 Table of Contents income taxation regardless of its source, or a trust if a court within the United States is able to exercise primary jurisdiction over the administration of the trust and one or more United States persons have the authority to control all substantial decisions of the trust. If a partnership holds the common shares, the tax treatment of a partner will generally depend upon the status of the partner and upon the activities of the partnership.
The increase in pertochemical industry buying has contributed to less marked seasonality than in the past, but there can no guarantee that this trend will continue. To the extent any of our time charters expire during the typically weaker fiscal quarters ending December 31 and March 31, it may not be possible to re-charter our vessels at similar rates.
The increase in petrochemical industry buying has contributed to less marked seasonality than in the past, but there can no guarantee that this trend will continue. To the extent any of our time charters expire during the typically weaker fiscal quarters ending December 31 and March 31, it may not be possible to re-charter our vessels at similar rates.
OPA defines these other damages broadly to include: (i) injury to, destruction or loss of, or loss of use of, natural resources and related assessment costs; (ii) injury to, or economic losses resulting from, the destruction of real and personal property; (iii) loss of subsistence use of natural resources that are injured, destroyed or lost; (iv) net loss of taxes, royalties, rents, fees or net profit revenues resulting from injury, destruction or loss of real or personal property, or natural resources; (v) lost profits or impairment of earning capacity due to injury, destruction or loss of real or personal property or natural resources; and (vi) net cost of increased or additional public services necessitated by removal activities following a discharge of oil, such as protection from fire, safety or health hazards, and loss of subsistence use of natural resources.
OPA defines these other damages broadly to include: 15 Table of Contents (i) injury to, destruction or loss of, or loss of use of, natural resources and related assessment costs; (ii) injury to, or economic losses resulting from, the destruction of real and personal property; (iii) loss of subsistence use of natural resources that are injured, destroyed or lost; (iv) net loss of taxes, royalties, rents, fees or net profit revenues resulting from injury, destruction or loss of real or personal property, or natural resources; (v) lost profits or impairment of earning capacity due to injury, destruction or loss of real or personal property or natural resources; and (vi) net cost of increased or additional public services necessitated by removal activities following a discharge of oil, such as protection from fire, safety or health hazards, and loss of subsistence use of natural resources.
In addition, a future serious marine incident that causes 8 Table of Contents significant adverse environmental impact could result in additional legislation or regulation that could negatively affect our profitability. International Maritime Organization The International Maritime Organization, the United Nations agency for maritime safety and the prevention of pollution by vessels (the “IMO”), has adopted the International Convention for the Prevention of Pollution from Ships, 1973, as modified by the Protocol of 1978 relating thereto, collectively referred to as MARPOL 73/78 and herein as “MARPOL,” the International Convention for the Safety of Life at Sea of 1974 (“SOLAS Convention”), and the International Convention on Load Lines of 1966 (the “LL Convention”).
In addition, a future serious marine incident that causes significant adverse environmental impact could result in additional legislation or regulation that could negatively affect our profitability. International Maritime Organization The International Maritime Organization, the United Nations agency for maritime safety and the prevention of pollution by vessels (the “IMO”), has adopted the International Convention for the Prevention of Pollution from Ships, 1973, as modified by the Protocol of 1978 relating thereto, collectively referred to as MARPOL 73/78 and herein as “MARPOL,” the International Convention for the Safety of Life at Sea of 1974 (“SOLAS Convention”), and the International Convention on Load Lines of 1966 (the “LL Convention”).
Coast Guard and state regulations could require the installation of ballast water treatment equipment on our vessels or the implementation of other port facility disposal procedures at potentially substantial cost, or may otherwise restrict our vessels from entering U.S. waters. 17 Table of Contents European Union Regulations In October 2009, the European Union amended a directive to impose criminal sanctions for illicit ship-source discharges of polluting substances, including minor discharges, if committed with intent, recklessly or with serious negligence and the discharges individually or in the aggregate result in deterioration of the quality of water.
Coast Guard and state regulations could require the installation of ballast water treatment equipment on our vessels or the implementation of other port facility disposal procedures at potentially substantial cost, or may otherwise restrict our vessels from entering U.S. waters. European Union Regulations In October 2009, the European Union amended a directive to impose criminal sanctions for illicit ship-source discharges of polluting substances, including minor discharges, if committed with intent, recklessly or with serious negligence and the discharges individually or in the aggregate result in deterioration of the quality of water.
However, our insurance policies contain deductible amounts for which we are responsible. To supplement these insurances, we have also obtained loss of hire insurance to protect against loss of income in the event one of our vessels cannot be employed due to damage that is covered under the terms of our hull and machinery insurance (marine and war risks).
However, our insurance policies contain deductible amounts for which we are responsible. To supplement these insurances, we have also obtained loss of hire insurance to protect against loss of income in the event one of our vessels cannot be employed due to damage covered under the terms of our hull and machinery policies (marine and war risks).
During 4 Table of Contents the conflict we began providing our Ukrainian and Russian seafarers, if they choose, with safe accommodation outside of Ukraine and Russia for both them and their families. We attempt to honor the dignity of each person by fostering a culture of inclusion.
During 4 Table of Contents the conflict we began providing our Ukrainian and Russian seafarers, if they choose, with safe accommodation outside of Ukraine and Russia for both them and their families. We seek to honor the dignity of each person by fostering a culture of inclusion.
Such payments or distributions may also be subject to backup withholding if the non - corporate United States Holder: fails to provide an accurate taxpayer identification number; is notified by the IRS that it has have failed to report all interest or dividends required to be shown on its federal income tax returns; or in certain circumstances, fails to comply with applicable certification requirements. Non-United States Holders may be required to establish their exemption from information reporting and backup withholding with respect to dividends payments or other taxable distribution on our common shares by certifying their status on an appropriate IRS Form W-8.
Such payments or distributions may also be subject to backup withholding if the non - corporate United States Holder: fails to provide an accurate taxpayer identification number; is notified by the IRS that it has have failed to report all interest or dividends required to be shown on its federal income tax returns; or in certain circumstances, fails to comply with applicable certification requirements. 28 Table of Contents Non-United States Holders may be required to establish their exemption from information reporting and backup withholding with respect to dividends payments or other taxable distribution on our common shares by certifying their status on an appropriate IRS Form W-8.
Furthermore, recent action by the IMO’s Maritime Safety Committee and United States agencies indicates that cybersecurity regulations for the maritime industry are likely to be further developed in the near future in an attempt to combat cybersecurity threats By IMO resolution, administrations are encouraged to ensure that cyber-risk management systems are incorporated by ship-owners and managers by their first annual Document of Compliance audit after January 1, 2021.
Furthermore, recent action by the IMO’s Maritime Safety Committee and United States agencies indicates that cybersecurity regulations for the maritime industry are likely to be further developed in the near future in an attempt to 12 Table of Contents combat cybersecurity threats By IMO resolution, administrations are encouraged to ensure that cyber-risk management systems are incorporated by ship-owners and managers by their first annual Document of Compliance audit after January 1, 2021.
In June 2022, SOLAS also set out new amendments that will take effect January 1, 2024, which include new requirements for: (1) the design for safe mooring operations, (2) the Global Maritime Distress and Safety System (“GMDSS”), (3) watertight integrity, (4) watertight doors on cargo ships, (5) fault-isolation of fire detection systems, (6) life-saving appliances, and (7) safety of ships using LNG as fuel.
In June 2022, SOLAS also set out new amendments that took effect January 1, 2024, which include new requirements for: (1) the design for safe mooring operations, (2) the Global Maritime Distress and Safety System (“GMDSS”), (3) watertight integrity, (4) watertight doors on cargo ships, (5) fault-isolation of fire detection systems, (6) life-saving appliances, and (7) safety of ships using LNG as fuel.
Competition for the transportation of LPG depends on the price, vessel position, size, age, condition and acceptability of the vessel to the charterer. We believe we own and operate one of the youngest and the second largest fleet in the VLGC size segment, which, in our view, enhances our position relative to that of our competitors.
Competition for the transportation of LPG depends on the price, vessel position, size, age, condition and acceptability of the vessel to the charterer. We believe we own and operate one of the youngest and the third largest fleet in the VLGC size segment, which, in our view, enhances our position relative to that of our competitors.
Under current Marshall Islands law, we are not subject to tax on income or capital gains, and no Marshall Islands withholding tax will be imposed upon payments of dividends by us to our shareholders. United States Federal Income Tax Considerations In the opinion of Seward & Kissel LLP, the following are the material United States federal income tax consequences to us of our activities and to United States Holders and Non-United States Holders, each as defined below, of the common shares.
Under current 21 Table of Contents Marshall Islands law, we are not subject to tax on income or capital gains, and no Marshall Islands withholding tax will be imposed upon payments of dividends by us to our shareholders. United States Federal Income Tax Considerations In the opinion of Seward & Kissel LLP, the following are the material United States federal income tax consequences to us of our activities and to United States Holders and Non-United States Holders, each as defined below, of the common shares.
Additionally, in the event an individual United States Holder (and to the extent specified in applicable Treasury Regulations, a Non-United States Holder or a United States entity) that is required to file IRS Form 8938 does not file such form, the statute of limitations 28 Table of Contents on the assessment and collection of United States federal income taxes of such holder for the related tax year may not close until three years after the date that the required information is filed.
Additionally, in the event an individual United States Holder (and to the extent specified in applicable Treasury Regulations, a Non-United States Holder or a United States entity) that is required to file IRS Form 8938 does not file such form, the statute of limitations on the assessment and collection of United States federal income taxes of such holder for the related tax year may not close until three years after the date that the required information is filed.
See Note 9 to our consolidated financial statements. (4) “Pool” indicates that the vessel operates in the Helios Pool on a voyage charter with a third party and we receive a portion of the pool profits calculated according to a formula based on the vessel’s pro rata performance in the pool. (5) “Pool-TCO” indicates that the vessel is operated in the Helios Pool on a time charter out to a third party and we receive a portion of the pool profits calculated according to a formula based on the vessel’s pro rata performance in the pool. (6) Currently on a time charter with an oil major that began in November 2019 . (7) Currently on time charter with a major oil company that began in March 2019. (8) Currently time chartered-in to our fleet with an expiration during the first calendar quarter of 2025. (9) Currently time chartered-in to our fleet with an expiration during the third calendar quarter of 2023. (10) Currently time chartered-in to our fleet with an expiration during the first calendar quarter of 2030 and has Panamax beam and purchase options beginning in year seven. (11) Currently time chartered-in to our fleet with an expiration during the first calendar quarter of 2030 and has Panamax beam and purchase options beginning in year seven. 2 Table of Contents The LPG Shipping Industry International seaborne LPG transportation services are generally provided by two types of operators: LPG distributors and traders and independent shipowners.
See Note 10 to our consolidated financial statements. (4) “Pool” indicates that the vessel operates in the Helios Pool on a voyage charter with a third party and we receive a portion of the pool profits calculated according to a formula based on the vessel’s pro rata performance in the pool. (5) “Pool-TCO” indicates that the vessel is operated in the Helios Pool on a time charter out to a third party and we receive a portion of the pool profits calculated according to a formula based on the vessel’s pro rata performance in the pool. (6) Currently on a time charter with an oil major that began in November 2019 . (7) Currently time chartered-in to our fleet with an expiration during the first calendar quarter of 2025. (8) Vessel has a Panamax beam and is currently time chartered-in to our fleet with an expiration during the first calendar quarter of 2030 and purchase options beginning in year seven. (9) Vessel has a Panamax beam and is currently time chartered-in to our fleet with an expiration during the first calendar quarter of 2030 and purchase options beginning in year seven. (10) Vessel has a Panamax beam and shaft generator and is currently time chartered-in to our fleet with an expiration during the third calendar quarter of 2030 and purchase options beginning in year seven. 2 Table of Contents The LPG Shipping Industry International seaborne LPG transportation services are generally provided by two types of operators: LPG distributors and traders and independent shipowners.
All of our vessels are in possession of a CLC State issued certificate attesting that the required insurance coverage is in force. 13 Table of Contents The Protocol Relating to Intervention on the High Seas in Cases of Pollution by Substances other than Oil 1973 (the “Intervention Protocol”) applies if there is a casualty involving a ship carrying LNG or LPG.
All of our vessels are in possession of a CLC State issued certificate attesting that the required insurance coverage is in force. The Protocol Relating to Intervention on the High Seas in Cases of Pollution by Substances other than Oil 1973 (the “Intervention Protocol”) applies if there is a casualty involving a ship carrying LNG or LPG.
The Rules attempt to create a level of consistency between IACS Societies. Our VLGCs are currently classed with either Lloyd’s Register, the American Bureau of Shipping, or ABS, or Det Norske Veritas, all members of the IACS.
The Rules attempt to create a level of consistency between IACS Societies. Our technically managed VLGCs are currently classed with either Lloyd’s Register, the American Bureau of Shipping, or ABS, or Det Norske Veritas, all members of the IACS.
Our fleet currently consists of twenty-five VLGCs, including one dual-fuel 84,000 cbm ECO-design VLGC, or our Dual-fuel ECO VLGC; nineteen fuel-efficient 84,000 cbm ECO-design VLGCs, or our ECO VLGCs; one 82,000 cbm modern VLGC; two time chartered dual fuel Panamax size VLGCs; and two time chartered-in ECO VLGCs.
Our fleet currently consists of twenty-five VLGCs, including one dual-fuel 84,000 cbm ECO-design VLGC, or our Dual-fuel ECO VLGC; nineteen fuel-efficient 84,000 cbm ECO-design VLGCs, or our ECO VLGCs; one 82,000 cbm modern VLGC; three time chartered dual fuel Panamax size VLGCs; and one time chartered-in ECO VLGC.
Risk Factors—We expect to be dependent on a limited number of customers for a material part of our revenues, and failure of such customers to meet their obligations could cause us to suffer losses or negatively impact our results of operations and cash flows.” For the years ended March 31, 2023, 2022 and 2021 approximately 94%, 90% and 93% of our revenues, respectively, were generated through the Helios Pool as net pool revenues—related party.
Risk Factors—We expect to be dependent on a limited number of customers for a material part of our revenues, and failure of such customers to meet their obligations could cause us to suffer losses or negatively impact our results of operations and cash flows.” For the years ended March 31, 2024, 2023 and 2022 approximately 95%, 94% and 90% of our revenues, respectively, were generated through the Helios Pool as net pool revenues—related party.
Bureau of Safety and Environmental Enforcement’s (“BSEE”) revised Production Safety Systems Rule (“PSSR”), effective December 27, 2018, modified and relaxed certain environmental and safety protections under the 2016 PSSR. Additionally, the BSEE amended the Well Control Rule, effective July 15, 2019, which rolled back certain reforms regarding the safety of drilling operations, and former U.S.
Bureau of Safety and Environmental Enforcement’s (“BSEE”) revised Production Safety Systems Rule (“PSSR”), effective December 27, 2018, modified and relaxed certain environmental and safety protections under the 2016 PSSR. Additionally, the BSEE amended the Well Control Rule, effective July 15, 2019, which rolled back 16 Table of Contents certain reforms regarding the safety of drilling operations, and former U.S.
There is substantial legal authority supporting this position consisting of case law and IRS pronouncements concerning the characterization of income derived from time charters as services income for other tax purposes. However, 25 Table of Contents there is also authority which characterizes time charter income as rental income rather than services income for other tax purposes.
There is substantial legal authority supporting this position consisting of case law and IRS pronouncements concerning the characterization of income derived from time charters as services income for other tax purposes. However, there is also authority which characterizes time charter income as rental income rather than services income for other tax purposes.
The BWM Convention’s implementing regulations call for a phased introduction of 12 Table of Contents mandatory ballast water exchange requirements, to be replaced in time with mandatory concentration limits, and require all ships to carry a ballast water record book and an international ballast water management certificate.
The BWM Convention’s implementing regulations call for a phased introduction of mandatory ballast water exchange requirements, to be replaced in time with mandatory concentration limits, and require all ships to carry a ballast water record book and an international ballast water management certificate.
Under the 2010 HNS Convention, if damage is caused by bulk HNS, 14 Table of Contents claims for compensation will first be sought from the shipowner up to a maximum of 100 million SDR. If the damage is caused by packaged HNS or by both bulk and packaged HNS, the maximum liability is 115 million SDR.
Under the 2010 HNS Convention, if damage is caused by bulk HNS, claims for compensation will first be sought from the shipowner up to a maximum of 100 million SDR. If the damage is caused by packaged HNS or by both bulk and packaged HNS, the maximum liability is 115 million SDR.
International negotiations are continuing with respect to a successor to the Kyoto Protocol, and restrictions on shipping emissions may be included in any new treaty. In December 2009, more than 27 nations, including the U.S. and China, signed the Copenhagen Accord, which includes a non-binding commitment to reduce greenhouse gas 18 Table of Contents emissions.
International negotiations are continuing with respect to a successor to the Kyoto Protocol, and restrictions on shipping emissions may be included in any new treaty. In December 2009, more than 27 nations, including the U.S. and China, signed the Copenhagen Accord, which includes a non-binding commitment to reduce greenhouse gas emissions.
Compliance with such laws, regulations and other requirements entails significant expense, including vessel modifications and implementation of certain operating procedures. A variety of government and private entities subject our vessels to both scheduled and unscheduled inspections.
Compliance with such laws, regulations and other requirements entails significant expense, including vessel modifications and implementation of certain operating procedures. 8 Table of Contents A variety of government and private entities subject our vessels to both scheduled and unscheduled inspections.
A United States Holder’s ability to deduct capital losses is subject to certain limitations. Passive Foreign Investment Company Status and Significant Tax Consequences Special United States federal income tax rules apply to a United States Holder that holds shares in a foreign corporation classified as a “passive foreign investment company,” or a PFIC, for United States federal income tax purposes.
A United States Holder’s ability to deduct capital losses is subject to certain limitations. 25 Table of Contents Passive Foreign Investment Company Status and Significant Tax Consequences Special United States federal income tax rules apply to a United States Holder that holds shares in a foreign corporation classified as a “passive foreign investment company,” or a PFIC, for United States federal income tax purposes.
United States Holders (including United States entities) and Non-United States Holders are encouraged consult their own tax advisors regarding their reporting obligations in respect of our common shares. Available Information Our website is located at www.dorianlpg.com. Information on our website does not constitute a part of this Annual Report.
United States Holders (including United States entities) and Non-United States Holders are encouraged consult their own tax advisors regarding their reporting obligations in respect of our common shares. Available Information Our website is located at www.dorianlpg.com. Information included on or accessible through our website does not constitute a part of this Annual Report.
To trade internationally, a vessel must attain an International Ship Security Certificate (“ISSC”) from a recognized security organization approved by the vessel’s flag state. Ships operating without a valid certificate may be detained, expelled from, or refused entry at port until they obtain an ISSC.
To trade internationally, a vessel must 20 Table of Contents attain an International Ship Security Certificate (“ISSC”) from a recognized security organization approved by the vessel’s flag state. Ships operating without a valid certificate may be detained, expelled from, or refused entry at port until they obtain an ISSC.
In spite of the end of the COVID-19 public health crisis, we continue to maintain be vigilant of the health of our seafarers and have resources in place to respond to any outbreaks of COVID 19. We support meaningful learning and development opportunities.
In spite of the end of the COVID-19 public health crisis, we continue to maintain be vigilant of the health of our seafarers and have resources in place to respond to pandemics. We support meaningful learning and development opportunities.
Shipowners will be held strictly liable up to a maximum limit of liability for the cost of an HNS incident and are required to have insurance that is State certified.
Shipowners will be held strictly 9 Table of Contents liable up to a maximum limit of liability for the cost of an HNS incident and are required to have insurance that is State certified.
Our twenty-one VLGCs (excluding the four-time chartered-in vessels) have an average age of 8.0 years compared to the global VLGC fleet’s average age of 10.8 years. Refer to “Item 1A.
Our twenty-one VLGCs (excluding the four-time chartered-in vessels) have an average age of 9.0 years compared to the global VLGC fleet’s average age of 10.3 years. Refer to “Item 1A.
This staff also provides administrative support to our operations in finance, accounting and human resources. Risk of Loss and Insurance The operation of any vessel, including LPG carriers, has inherent risks.
This staff also provides administrative support to our operations in finance, accounting and human resources. Risk of Loss and Insurance The operation of ships, including LPG carriers, has inherent risks.
In addition to the added costs, the concern over climate change and 19 Table of Contents regulatory measures to reduce greenhouse gas emissions may reduce global demand for oil and oil products, which would have an adverse effect on our business, financial results and cash flows.
In addition to the added costs, the concern over climate change and regulatory measures to reduce greenhouse gas emissions may reduce global demand for oil and oil products, which would have an adverse effect on our business, financial results and cash flows.
As a result, we may have to accept lower rates or experience off-hire time for our vessels, which may adversely impact our business, financial condition and operating results. Human Capital As of March 31, 2023, we employed 82 shore-based persons in our offices in the United States, Greece, and Denmark, and had approximately 511 seafaring staff serving on our technically-managed vessels.
As a result, we may have to accept lower rates or experience off-hire time for our vessels, which may adversely impact our business, financial condition and operating results. Human Capital As of March 31, 2024, we employed 88 shore-based persons in our offices in the United States, Greece, and Denmark, and had approximately 489 seafaring staff serving on our technically managed vessels.
These amendments will enter into force on January 1, 2024. Air Emissions In September of 1997, the IMO adopted Annex VI to MARPOL to address air pollution from vessels.
These amendments entered into force on January 1, 2024. Air Emissions In September of 1997, the IMO adopted Annex VI to MARPOL to address air pollution from vessels.
The information on our website is not incorporated by reference into this annual report on Form 10-K (“Annual Report”). Dorian’s ESG strategies, risks and initiatives are overseen by our board of directors (the “Board of Directors”), which includes independent members and experts in shipping and compliance matters.
The information included on or accessible through our website is not incorporated by reference into this annual report on Form 10-K (“Annual Report”). Dorian’s ESG strategies, risks and initiatives are overseen by our board of directors (the “Board of Directors”), which includes independent members and experts in shipping matters.
Ltd., or Phoenix, a wholly-owned subsidiary of Mitsui OSK Lines Ltd., an unaffiliated third party, began operation of Helios LPG Pool LLC, or the Helios Pool, a joint venture owned 50% by us and 50% by Phoenix. We believe that the operation of certain of our VLGCs in this pool allows us to achieve better market coverage and utilization.
Ltd., a wholly-owned subsidiary of Mitsui OSK Lines Ltd., an unaffiliated third party, began operation of Helios LPG Pool LLC, (the “Helios Pool”), a joint venture owned 50% by us and 50% by MOL Energia. We believe that the operation of certain of our VLGCs in this pool allows us to achieve better market coverage and utilization.
However, there are factual circumstances beyond our control that could cause us to lose the benefit of the Section 883 exemption.
However, there are 23 Table of Contents factual circumstances beyond our control that could cause us to lose the benefit of the Section 883 exemption.
For the Company’s shoreside offices and operations, we implemented various health and safety measures intended to address COVID-19 and other public health concerns.
For our shoreside offices and operations, we implemented various health and safety measures intended to address COVID-19 and other public health concerns.
As of May 25, 2023, the Helios Pool operated twenty-seven VLGCs, including twenty-three vessels from our fleet and four Phoenix vessels. 1 Table of Contents Our Fleet The following table sets forth certain information regarding our fleet as of May 25, 2023: Scrubber Capacity ECO Equipped Charter (Cbm) Shipyard Year Built Vessel (1) or Dual-Fuel Employment Expiration (2) Dorian VLGCs Captain John NP 82,000 Hyundai 2007 Pool (4) Comet 84,000 Hyundai 2014 X S Pool (4) Corsair (3) 84,000 Hyundai 2014 X S Time Charter (6) Q4 2024 Corvette 84,000 Hyundai 2015 X S Pool (4) Cougar (3) 84,000 Hyundai 2015 X Pool-TCO (5) Q1 2025 Concorde 84,000 Hyundai 2015 X S Time Charter (7) Q1 2024 Cobra 84,000 Hyundai 2015 X Pool (4) Continental 84,000 Hyundai 2015 X Pool-TCO (5) Q4 2023 Constitution 84,000 Hyundai 2015 X S Pool (4) Commodore 84,000 Hyundai 2015 X Pool-TCO (5) Q1 2024 Cresques (3) 84,000 Daewoo 2015 X S Pool (4) Constellation 84,000 Hyundai 2015 X S Pool (4) Cheyenne 84,000 Hyundai 2015 X S Pool-TCO (5) Q4 2023 Clermont 84,000 Hyundai 2015 X S Pool-TCO (5) Q4 2023 Cratis (3) 84,000 Daewoo 2015 X S Pool (4) Chaparral (3) 84,000 Hyundai 2015 X Pool (4) Copernicus (3) 84,000 Daewoo 2015 X S Pool (4) Commander 84,000 Hyundai 2015 X S Pool (4) Challenger 84,000 Hyundai 2015 X Pool-TCO (5) Q2 2023 Caravelle (3) 84,000 Hyundai 2016 X Pool (4) Captain Markos (3) 84,000 Kawasaki 2023 X DF Pool (4) Total 1,762,000 Time chartered-in VLGCs Future Diamond (8) 80,876 Hyundai 2020 X S Pool (4) Astomos Venus (9) 77,367 Mitsubishi 2016 X Pool (4) HLS Citrine (10) 86,090 Hyundai 2023 X DF Pool (4) HLS Diamond (11) 86,090 Hyundai 2023 X DF Pool (4) (1) Represents vessels with very low revolutions per minute, long-stroke, electronically controlled engines, larger propellers, advanced hull design, and low friction paint. (2) Represents calendar year quarters. (3) Operated pursuant to a bareboat chartering agreement.
As of May 23, 2024, the Helios Pool operated thirty VLGCs, including twenty-four vessels from our fleet, five MOL Energia vessels, and one time chartered-in vessel. 1 Table of Contents Our Fleet The following table sets forth certain information regarding our fleet as of May 23, 2024: Scrubber Time Capacity ECO Equipped Charter-Out (Cbm) Shipyard Year Built Vessel (1) or Dual-Fuel Employment Expiration (2) Dorian VLGCs Captain John NP 82,000 Hyundai 2007 Pool (4) Comet 84,000 Hyundai 2014 X S Pool (4) Corsair (3) 84,000 Hyundai 2014 X S Time Charter (6) Q4 2024 Corvette 84,000 Hyundai 2015 X S Pool (4) Cougar (3) 84,000 Hyundai 2015 X Pool-TCO (5) Q2 2025 Concorde 84,000 Hyundai 2015 X S Pool (4) Cobra 84,000 Hyundai 2015 X Pool (4) Continental 84,000 Hyundai 2015 X Pool (4) Constitution 84,000 Hyundai 2015 X S Pool (4) Commodore 84,000 Hyundai 2015 X Pool-TCO (5) Q2 2027 Cresques (3) 84,000 Daewoo 2015 X S Pool-TCO (5) Q2 2025 Constellation 84,000 Hyundai 2015 X S Pool (4) Cheyenne 84,000 Hyundai 2015 X S Pool (4) Clermont 84,000 Hyundai 2015 X S Pool (4) Cratis (3) 84,000 Daewoo 2015 X S Pool (4) Chaparral (3) 84,000 Hyundai 2015 X Pool-TCO (5) Q2 2025 Copernicus (3) 84,000 Daewoo 2015 X S Pool (4) Commander 84,000 Hyundai 2015 X S Pool (4) Challenger 84,000 Hyundai 2015 X S Pool-TCO (5) Q3 2026 Caravelle (3) 84,000 Hyundai 2016 X S Pool (4) Captain Markos (3) 84,000 Kawasaki 2023 X DF Pool (4) Total 1,762,000 Time chartered-in VLGCs Future Diamond (7) 80,876 Hyundai 2020 X S Pool (4) HLS Citrine (8) 86,090 Hyundai 2023 X DF Pool (4) HLS Diamond (9) 86,090 Hyundai 2023 X DF Pool (4) Cristobal (10) 86,980 Hyundai 2023 X DF Pool (4) (1) Represents vessels with very low revolutions per minute, long-stroke, electronically controlled engines, larger propellers, advanced hull design, and low friction paint. (2) Represents calendar year quarters. (3) Operated pursuant to a bareboat chartering agreement.
In December 2021, the member states of the Convention for the Protection of the Mediterranean Sea Against Pollution agreed to support the designation of a new ECA in the Mediterranean. On December 15, 2022, MEPC 79 adopted the designation of a new ECA in the Mediterranean, with an effective date of May 1, 2025.
In December 2021, the member states of the Convention for the Protection of the Mediterranean Sea Against Pollution agreed to support the designation of a new ECA in the Mediterranean (“Barcelona Convention”). On December 15, 2022, MEPC 79 adopted the Barcelona 10 Table of Contents Convention, with an effective date of May 1, 2025.
Any such inability to carry cargo or be employed, or any such violation of covenants, could have a material adverse impact on our financial condition and results of operations. Most insurance underwriters make it a condition for insurance coverage and lending that a vessel be certified as “in class” by a classification society, which is a member of the International Association of Classification Societies, or the IACS.
Any such inability to carry cargo or be employed, or any such violation of covenants, could have a material adverse impact on our financial condition and results of operations. Most insurance underwriters and lenders require a vessel to be certified as “in class” by a classification society, which is a member of the International Association of Classification Societies, or the IACS.
We rely upon the safety management system that we and our technical management team have developed 11 Table of Contents for compliance with the ISM Code.
We rely upon the safety management system that we and our technical management team have developed for compliance with the ISM Code.
Additionally, we maintain other insurance policies we believe are customary and are in amounts we believe to be adequate to protect us against material loss. The policies principally provide coverage for general liability, directors and officers, workers’ compensation, and insurance against the consequences of a cyber-attack.
Additionally, we maintain non-marine insurance policies we believe are customary and with limits we believe to be adequate to protect us against material loss. The policies principally provide coverage for general liability, directors and officers, workers’ compensation, and insurance against the consequences of a cyber-attack.
We are a member of four P&I clubs: The Standard Club Ireland DAC, The United Kingdom Mutual Steamship Assurance Association Limited, Assuranceforeningen Gard and The London Steam‑Ship Owners' Mutual Insurance Association Limited. All four P&I clubs are members of the International Group of P&I Clubs.
We are a member of three P&I clubs: The United Kingdom Mutual Steamship Assurance Association Limited, Assuranceforeningen Gard and The London Steam-Ship Owners' Mutual Insurance Association Limited. All three P&I clubs are members of the International Group of P&I Clubs.
As previously discussed, regulations relating to the inclusion of greenhouse gas emissions from the maritime sector in the European Union’s carbon market, EU ETS, are also forthcoming.
As part of this initiative, regulations relating to the inclusion of greenhouse gas emissions from the maritime sector in the European Union’s carbon market, EU ETS, are also forthcoming.
The IGF 9 Table of Contents Code will be mandatory under SOLAS through the adopted amendments. The IGF Code and the amendments to SOLAS became effective January 1, 2017.
The IGF Code will be mandatory under SOLAS through the adopted amendments. The IGF Code and the amendments to SOLAS became effective January 1, 2017.
Under our loss of hire policies, our insurers will pay us an agreed daily amount for the time that the vessel is out of service as a result of damage, for a maximum of 180 days following a 7 days deductible period. We have procured protection and indemnity insurance (“P&I”), which covers legal liabilities to third-parties in connection with operating our ships, and is provided by mutual protection and indemnity associations, or P&I clubs.
Under our loss of hire policies, our insurers will pay us an agreed daily amount for the time that the vessel is out of service as a result of damage, for a maximum of 180 days following a deductible period of 14 days for marine and 7 days for war risks. These covers are all placed with reputable insurance providers with high credit ratings. We have procured protection and indemnity insurance (“P&I”), which covers legal liabilities to crew and third parties in connection with operating our ships, and is provided by mutual protection and indemnity associations, or P&I clubs.
We do this by embracing diverse voices and experiences, supporting programs and resources that build an authentic and respectful workplace, and providing fair and equitable opportunities for each person to contribute meaningfully. We believe our workforce needs to be diverse, which, in turn, enables us to innovate, collaborate and better deliver to our customers.
We embrace diverse voices and experiences, support programs and resources that build an authentic and respectful workplace, and provide fair and equitable opportunities for each person to contribute meaningfully. We believe our workforce needs to be diverse, which, in turn, enables us to innovate, collaborate and better deliver to our customers.
MEPC 79 adopted amendments to MARPOL Annex VI, Appendix IX to include the attained and required CII values, the CII rating and attained EEXI for existing ships in the required information to be submitted to the IMO Ship Fuel Oil Consumption Database. The amendments will enter into force on May 1, 2024.
MEPC 79 adopted amendments to MARPOL Annex VI, Appendix IX to include the attained and required CII values, the CII rating and attained EEXI for existing ships in the required information to be submitted to the IMO Ship Fuel Oil Consumption Database.
MEPC 79 revised the EEDI calculation guidelines to include a CO2 conversion factor for ethane, a reference to the updated ITCC guidelines, and a clarification that in case of a ship with multiple load line certificates, the maximum certified summer draft should be used when determining the deadweight.
MEPC 79 also revised the EEDI calculation guidelines to include a CO2 conversion factor for ethane, a reference to the updated ITCC guidelines, and a clarification that in case of a ship with multiple load line certificates, the maximum certified summer draft should be used when determining the deadweight. The amendments will enter into force on May 1, 2024.
Excluding our time chartered-in vessels, we provide in-house technical management services for all of our vessels, including our vessels deployed in the Helios Pool. On April 1, 2015, we and Phoenix Tankers Pte.
Excluding our time chartered-in vessels, we provide in-house technical management services for all of our vessels, including our vessels deployed in the Helios Pool. On April 1, 2015, we and MOL Energia Pte. Ltd. (“MOL Energia”), formerly known as Phoenix Tankers Pte.
Effective March 23, 2023, the new adjusted limits of OPA liability for a tank vessel, other than a single-hull tank vessel, over 3,000 gross tons liability to the greater of $2,500 per gross ton or $21,521,300) (subject to periodic adjustment for inflation).
Effective March 23, 2023, the new adjusted limits of OPA liability for a tank vessel, other than a single-hull tank vessel, over 3,000 gross tons liability to the greater of $2,500 per gross ton or $21,521,300) (previous limit was $2,400 gross ton or $19,943,400).
According to industry sources, in the VLGC sector in which we operate as of May 22, 2023, there were 372 vessels with an aggregate carrying capacity of 18.0 million cbm in the world fleet and 74 vessels with 6.6 million cbm of capacity on order for delivery by the end of 2027. 3 Table of Contents Our largest competitors for VLGC shipping services include BW LPG Ltd., or BWLPG; Avance Gas Holding Ltd., or Avance; Petredec Pte.
According to industry sources, in the VLGC sector in which we operate as of May 22, 2024, there were 388 vessels with an aggregate carrying capacity of 32.4 million cbm in the world fleet and 85 vessels (including 41 Ammonia carriers) with 7.6 million cbm of capacity on order for delivery by the end of 2028. 3 Table of Contents Our largest competitors for VLGC shipping services include BW LPG Ltd., or BWLPG; Avance Gas Holding Ltd., or Avance; and Petredec Pte.
As of March 31, 2023, thirteen of our ECO-VLGCs, including one of our chartered-in ECO-VLGCs, are equipped with scrubbers and we have contractual commitments related to scrubbers on an additional three VLGCs as of March 31, 2023.
As of March 31, 2024, fifteen of our ECO-VLGCs, including one of our chartered-in ECO-VLGCs, are equipped with scrubbers and we have contractual commitments related to a scrubber on an additional VLGC as of March 31, 2024.
ITEM 1. BUSINESS Unless otherwise indicated, references to "Dorian," the "Company," "we," "our," "us," or similar terms refer to Dorian LPG Ltd. and its subsidiaries. We use the term "VLGC" to refer to very large gas carriers.
ITEM 1. BUSINESS Unless otherwise indicated, references to "Dorian," the "Company," "we," "our," "us," or similar terms refer to Dorian LPG Ltd. and its subsidiaries. We use the term "VLGC" to refer to very large gas carriers and “VLGC/AC” to refer to very large gas carriers that are purpose built to transport ammonia in addition to LPG.
Ltd., or Petredec; and KSS Line Limited. According to industry sources, there were approximately 104 owners in the worldwide VLGC fleet as of May 22, 2023, with the top ten owners possessing 41% of the total fleet on a vessel count basis.
Ltd., or Petredec. According to industry sources, there were approximately 106 owners in the worldwide VLGC fleet as of May 22, 2024, with the top ten owners possessing 40% of the total fleet on a vessel count basis.
Subject to the capping discussed below, our coverage, except for pollution, is unlimited. Our current P&I coverage for pollution liability is $1.0 billion per vessel per incident.
Except for pollution liability, the P&I cover is unlimited. Our current P&I coverage for pollution liability is $1.0 billion per vessel per incident.
We believe that each of our vessels is in compliance with the IGC Code. Our LPG vessels may also become subject to the 2010 HNS Convention, if it is entered into force. The Convention creates a regime of liability and compensation for damage from hazardous and noxious substances (“HNS”), including liquefied gases.
Hazardous Substances Our LPG vessels may also become subject to the HNS Convention if it is entered into force. The Convention creates a regime of liability and compensation for damage from hazardous and noxious substances, including liquefied gases.
The proposed rule would reduce 41 million tons of methane emissions between 2023 and 2035 and cut methane emissions in the oil and gas sector by approximately 74 percent compared to emissions from this sector in 2005.
The proposed rule would reduce 41 million tons of methane emissions between 2023 and 2035 and cut methane emissions in the oil and gas sector by approximately 74 percent compared to emissions from this sector in 2005. EPA issued a supplemental proposed rule in November 2022 to include additional methane reduction measures.
On December 18, 2022, the Environmental Council and European Parliament agreed to include maritime shipping emissions within the scope of the EU ETS on a gradual introduction of obligations for shipping companies to surrender allowances: 40% for verified emissions from 2024, 70% for 2025 and 100% for 2026.
On December 18, 2022, the Environmental Council and European Parliament agreed on a gradual introduction of obligations for shipping companies to surrender allowances equivalent to a portion of their carbon 18 Table of Contents emissions: 40% for verified emissions from 2024, 70% for 2025 and 100% for 2026.
Vessels entered into the Helios Pool are commercially managed jointly by Dorian LPG (UK) Ltd., our wholly-owned subsidiary, and Phoenix.
Vessels entered into the Helios Pool are commercially managed jointly by Dorian LPG (DK) ApS, our wholly-owned subsidiary, and MOL Energia.
Tier III requirements could apply to areas that will be designated for Tier III NOx in the future. At MEPC 70 and MEPC 71, the MEPC approved the North Sea and Baltic Sea as ECAs for nitrogen oxide for ships built on or after January 1, 2021. The EPA promulgated equivalent (and in some senses stricter) emissions standards in 2010.
At MEPC 70 and MEPC 71, the MEPC approved the North Sea and Baltic Sea as ECAs for nitrogen oxide for ships built on or after January 1, 2021. The EPA promulgated equivalent (and in some senses stricter) emissions standards in 2010.
The draft amendments introduced at MEPC 75 were adopted at the MEPC 76 session on June 2021 and have entered into force in November 2022, with the requirements for EEXI and CII certification coming into effect from January 1, 2023.
For ships above 5,000 gross tonnage, the SEEMP would need to include certain mandatory content. The draft amendments introduced at MEPC 75 were adopted at the MEPC 76 session on June 2021 and have entered into force in November 2022, with the requirements for EEXI and CII certification coming into effect from January 1, 2023.
As a result of these designations or similar future designations, we may be required to incur additional operating or other costs. 10 Table of Contents As determined at the MEPC 70, the new Regulation 22A of MARPOL Annex VI became effective as of March 1, 2018 and requires ships above 5,000 gross tonnage to collect and report annual data on fuel oil consumption to an IMO database, with the first year of data collection having commenced on January 1, 2019.
As determined at the MEPC 70, the new Regulation 22A of MARPOL Annex VI became effective as of March 1, 2018 and requires ships above 5,000 gross tonnage to collect and report annual data on fuel oil consumption to an IMO database, with the first year of data collection having commenced on January 1, 2019.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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ITEM 1A. RISK FACTORS ​ The following risks relate principally to us and our business and the industry in which we operate. Other risks relate principally to the securities markets and ownership of our common shares.
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ITEM 1A. RISK FACTORS ​ 30 ITEM 1B. UNRESOLVED STAFF COMMENTS ​ 63 ITEM 1C. CYBERSECURITY ​ 63 ITEM 2. PROPERTIES ​ 65 ITEM 3. LEGAL PROCEEDINGS ​ 65 ITEM 4. MINE SAFETY DISCLOSURES ​ 65 ​ ​ ​ ​ PART II. ​ ​ ​ ​ ​ ​ ​ ITEM 5.
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Any of the risk factors described below could significantly and negatively affect our business, financial condition and results of operations and our ability to pay dividends, and lower the trading price of our common shares. ​ Summary of Risk Factors ​ The following is a summary of the risk factors you should be aware of before making a decision to invest in our common stock.
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MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES ​ 66 ITEM 6. RESERVED ​ 68 ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ​ 69 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK ​ 83 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA ​ 84 ITEM 9.
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This summary does not address all the risks we face.
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CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE ​ 84 ITEM 9A. CONTROLS AND PROCEDURES ​ 84 ITEM 9B. OTHER INFORMATION ​ 85
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Additional discussion of the risks summarized in this risk factor summary, and other risks we face, can be found below in this risk factor section and should be carefully considered, together with other information in this Annual Report and other filings with the Commission, before making an investment decision regarding our common stock. ​ Risks Relating to Our Company ​ • We, and the Helios Pool, operate exclusively in the VLGC segment of the LPG shipping industry.
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Due to the general lack of industry diversification, adverse developments in the VLGC segment of the LPG shipping industry may adversely affect our business, financial condition and operating results. • Seasonal and other fluctuations in respect of spot market charter rates have had in the past and may have in the future a negative effect on our revenues, results of operations and cash flows. • We and/or our pool managers may not be able to successfully secure employment for our vessels or vessels in the Helios Pool, which could adversely affect our financial condition and results of operations. • We face substantial competition in trying to expand relationships with existing and new customers. • We, and the Helios Pool, are subject to risks with respect to counterparties which could cause us to suffer losses or negatively impact our results of operations and cash flows. • We expect to be dependent on a limited number of customers for a material part of our revenues. • Restrictions on VLGC transits and increased toll charges at the Panama Canal may have an adverse effect on our results of operations. • Our indebtedness and financial obligations may adversely affect our operational flexibility. • Our existing and future debt and financing agreements contain and are expected to contain restrictive covenants that may limit our liquidity and corporate activities. • We may be adversely affected by developments and exposed to volatility in the SOFR market. • We have and may in the future selectively enter into derivative contracts, which can result in higher than market interest rates and charges against our income and could result in losses. • Because we generate all of our revenues in U.S. dollars but incur a portion of our expenses in other currencies, exchange rate fluctuations could adversely affect our results of operations. • If we fail to manage our growth properly or effectively time investments, we may incur significant expenses and 29 Table of Contents losses and prevent the implementation of our business strategy. • If our fleet grows in size, we may need to update our operations and financial systems and recruit additional staff and crew. • We may be unable to attract and retain key personnel without incurring substantial expense. • Our directors and officers may in the future hold direct or indirect interests in companies that compete with us. • Our business and operations involve inherent operating risks, and our insurance and indemnities from our customers may not be adequate to cover potential losses from our operations. • We may be unable to procure adequate insurance coverage at commercially reasonable rates in the future and may be required to make additional premium payments. • We may incur increasing costs for the drydocking, maintenance or replacement of our vessels as they age, and, the risks associated with older vessels could adversely affect our ability to obtain profitable charters. • If we purchase secondhand vessels, we will be exposed to increased costs. • Certain shareholders have a substantial ownership stake in us, and their interests could conflict with the interests of our other shareholders. • United States tax authorities could treat us as a “passive foreign investment company.” • We may have to pay tax on United States source shipping income, which would reduce our earnings. ​ Risks Relating to Our Industry ​ ● The cyclical nature of seaborne LPG transportation may lead to significant changes in charter rates, vessel utilization and vessel values, which may adversely affect our revenues, profitability and financial condition. ● A shift in consumer demand from LPG towards other energy sources or changes to trade patterns may have a material adverse effect on our business. ● The market values of our vessels may fluctuate significantly. ● Increasing scrutiny and changing expectations from investors, lenders and other market participants with respect to our ESG policies may impose additional costs on us or expose us to additional risks. ● General economic, political and regulatory conditions, as well as macroeconomic conditions, could materially adversely affect our business, financial position and results of operations, as well as our future prospects. ● The state of global financial markets and general economic conditions, as well as the perceived impact of emissions by our vessels on the climate may adversely impact our ability to obtain financing or refinancing. ● Our operating results are subject to seasonal fluctuations, which could affect our operating results. ● Future technological innovation could reduce our charter hire income and the value of our vessels. ● Changes in fuel, or bunker, prices may adversely affect profits. ● We are subject to regulations and liabilities, including environmental laws and restrictions, which could require significant expenditures and adversely affect our financial conditions and results of operations. ● If our vessels call on ports located in countries or territories that are subject to sanctions or embargoes, it could lead to monetary fines or penalties and/or adversely affect our reputation and the market for our common shares. ● Our vessels are subject to periodic inspections. ● Maritime claimants could arrest and governments could requisition our vessels. ● The operation of ocean-going vessels is inherently risky, and an incident resulting in significant loss or environmental consequences involving any of our vessels could harm our reputation and business. ● We may be subject to litigation that could have an adverse effect on our business and financial condition. ● Acts of piracy on ocean - going vessels could adversely affect our business. ● Our operations outside the United States expose us to global risks, such as political instability, terrorism, war, international hostilities and global public health concerns, which may interfere with the operation of our vessels. ● Russia’s invasion of Ukraine and resulting sanctions by the United States, European Union and other countries have contributed to inflation, market disruptions and increased volatility in commodity prices. ● Outbreaks of epidemic and pandemic diseases could adversely affect our business. ● If labor or other interruptions are not resolved in a timely manner, such interruptions could have a material adverse effect on our financial condition. ● Information technology failures and data security breaches, including as a result of cybersecurity attacks, could negatively impact our results of operations and financial condition and expose us to litigation. ​ 30 Table of Contents Risks Relating to Our Common Shares ​ ● The price of our common shares has fluctuated in the past, has recently been volatile and may be volatile in the future, and as a result, investors in our common shares could incur substantial losses. ● Although we have initiated a stock repurchase program, we cannot assure you that we will continue to repurchase shares or that we will repurchase shares at favorable prices. ● We may be unable to pay dividends in the future. ● We are a holding company and depend on the ability of our subsidiaries to distribute funds to us in order to satisfy our financial obligations and to make dividend payments. ● A future sale of shares by major shareholders may reduce the share price. ● The Republic of the Marshall Islands does not have a well - developed body of corporate law. ● It may be difficult to enforce a United States judgment against us, our officers and our directors. ● Our organizational documents contain anti-takeover provisions. ​ Risks Relating to Our Company ​ We, and the Helios Pool, operate exclusively in the VLGC segment of the LPG shipping industry.
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Due to the general lack of industry diversification, adverse developments in the VLGC segment of the LPG shipping industry may adversely affect our business, financial condition and operating results. ​ We currently rely almost exclusively on the cash flow generated from the vessels in our fleet, all of which are VLGCs operating in the LPG shipping industry (including through the Helios Pool).
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Unlike some other shipping companies, which have vessels of varying sizes that can carry different cargoes, such as containers, dry bulk, crude oil and oil products, we focus and may continue to focus exclusively on VLGCs transporting LPG. Similarly, the Helios Pool also depends exclusively on the cash flow generated from VLGCs operating in the LPG shipping industry.
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General lack of industry diversification makes us vulnerable to adverse developments in the LPG shipping industry, which would have a significantly greater impact on our business, financial condition and operating results than such lack of diversification would if we or the Helios Pool owned and operated more diverse assets or engaged in more diverse lines of business. ​ Seasonal and other fluctuations in respect of spot market charter rates have had in the past and may have in the future a negative effect on our revenues, results of operations and cash flows.
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As of the date of this Annual Report, twenty-three vessels from our fleet, including our four time chartered-in vessels, operate in the Helios Pool, which employs vessels on short-term time charters, COAs, or in the spot market, the latter of which exposes us to fluctuations in spot market charter rates.
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We also employ two of our VLGCs on fixed time charters outside of the Helios Pool. As these fixed time charters expire, we may employ these vessels in the spot market.
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Generally, VLGC spot market rates are highly seasonal, typically demonstrating strength in the second and third calendar quarters as suppliers build inventory for high consumption during the northern hemisphere winter. However, 12-month time charter rates tend to smooth out these short-term fluctuations and recent LPG shipping market activity has not yielded the expected seasonal results.
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The successful operation of our vessels in the competitive and highly volatile spot charter market depends on, among other things, obtaining profitable spot charters, which depends greatly on vessel supply and demand and minimizing, to the extent possible, time spent waiting for charters and time spent traveling unladen to retrieve cargo.
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The spot charter market may fluctuate significantly based upon LPG and LPG vessel supply and demand. The successful operation of our vessels in the competitive spot charter market depends on, among other things, obtaining profitable spot charters and minimizing, to the extent possible, time spent waiting for charters and time spent traveling in ballast to pick up cargo.
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The spot market is very volatile and there have been and will be periods when spot charter rates decline below the operating cost of vessels. If future spot charter rates decline, we may be unable to operate our vessels trading in the spot market profitably, meet our obligations, including payments on indebtedness, or pay dividends in the future.
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Furthermore, as charter rates for spot charters are fixed for a single voyage which may last up to several weeks, during periods in which spot charter rates are rising, we will generally experience delays in realizing the benefits from such increases.
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If spot charter rates decline in the future, then we may not be able to profitably operate our vessels trading 31 Table of Contents in the spot market or participating in the Helios Pool; meet our obligations, including payments on indebtedness; or pay dividends. ​ Further, although our two fixed time charters outside of the Helios Pool generally provide reliable revenues, they also limit the portion of our fleet available for spot market voyages during an upswing in the market, when spot market voyages might be more profitable.
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Conversely, when the current charters for the two vessels in our fleet on fixed time charters outside of the Helios Pool expire (or if such charters are terminated early), we may not be able to re-charter these vessels at similar or higher rates, or at all.
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As a result, we may have to accept lower rates or experience off hire time for our vessels, which would adversely impact our revenues, results of operations and financial condition. ​ We and/or our pool managers may not be able to successfully secure employment for our vessels or vessels in the Helios Pool, which could adversely affect our financial condition and results of operations.
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As of May 25, 2023, twenty-three of our vessels, including our four time chartered-in vessels, are operating within the Helios Pool, which employs vessels on short-term time charters, COAs, or in the spot market, and two of our vessels are on fixed time charters outside of the Helios Pool that expire between the first calendar quarter of 2024 and the fourth calendar quarter of 2024.
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We cannot assure you that we will be successful in finding employment for our vessels in the spot market, on time charters or otherwise, or that any employment will be at profitable rates.
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Moreover, as vessels entered into the Helios Pool are commercially managed by our wholly-owned subsidiary and Phoenix, we also cannot assure you that we or they will be successful in finding employment for the vessels in the Helios Pool or that any employment will be profitable.
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Any inability to locate suitable employment for our vessels or the vessels in the Helios Pool could affect our general financial condition, results of operation and cash flow as well as the availability of financing. ​ We face substantial competition in trying to expand relationships with existing customers and obtain new customers. ​ The process of obtaining new charter agreements is highly competitive and generally involves an intensive screening and competitive bidding process, which, in certain cases, extends for several months.
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Contracts in the time charter market are awarded based upon a variety of factors, including: ​ ● the size, age, fuel efficiency, emissions levels, and condition of a vessel; ​ ● the charter rates offered; ​ ● the operator’s industry relationships, experience and reputation for customer service, quality operations and safety; ​ ● the quality, experience and technical capability of the crew; ​ ● the experience of the crew with the operator and type of vessel; ​ ● the operator’s relationships with shipyards and the ability to get suitable berths; ​ ● the operator’s construction management experience, including the ability to obtain on-time delivery of new vessels according to customer specifications; and ​ ● the operator's willingness to accept operational risks pursuant to the charter, such as allowing termination of the charter for force majeure events. ​ Contracts in the spot market are awarded based upon a variety of factors as well, and include: ​ ● the location of the vessel; and ​ ● competitiveness of the charter rate offered. ​ Our vessels, and the vessels operating in the Helios Pool, operate in a highly competitive market and we expect substantial competition for providing transportation services from a number of companies (both LPG vessel owners and 32 Table of Contents operators).
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We anticipate that an increasing number of maritime transport companies, including many with strong reputations and extensive resources and experience, has entered or will enter the LPG shipping market. Our existing and potential competitors may have significantly greater financial resources than us.
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In addition, competitors with greater resources may have larger fleets, or could operate larger fleets through consolidations, acquisitions, newbuildings or pooling of their vessels with other companies, and, therefore, may be able to offer a more competitive service than us or the Helios Pool, including better charter rates.
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We expect competition from a number of experienced companies providing contracts for gas transportation services to potential LPG customers, including state-sponsored entities and major energy companies affiliated with the projects requiring shipping services.
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As a result, we (including the Helios Pool) may be unable to expand our relationships with existing customers or to obtain new customers on a profitable basis, if at all, which would have a material adverse effect on our business, financial condition and operating results. ​ We and the Helios Pool are subject to risks with respect to counterparties, and failure of such counterparties to meet their obligations could cause us to suffer losses or negatively impact our results of operations and cash flows. ​ We have entered into, and expect to enter into in the future, various contracts that are material to the operation of our business, including charter agreements, COAs, shipbuilding contracts, credit facilities and financing arrangements, including leasing arrangements, that subject us to counterparty risks.
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Similarly, the Helios Pool has entered into, and expects to enter into in the future, various contracts, including charters and COAs, that subject it to counterparty risks.
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The ability and willingness of our and the Helios Pool’s counterparties to perform their obligations under any contract will depend on a number of factors that are beyond our control and may include, among other things, general economic conditions, the condition of the maritime and LPG industries, the overall financial condition of the counterparty, charter rates for specific types of vessels, and various expenses.
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For example, a reduction of cash flow resulting from declines in world trade or the lack of availability of debt or equity financing may result in a significant reduction in the ability of our charterers or the Helios Pool’s charterers to make required charter payments.
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In addition, in depressed market conditions, charterers and customers may no longer need a vessel that is then under charter or contract or may be able to obtain a comparable vessel at lower rates. As a result, charterers and customers may seek to renegotiate the terms of their existing charter agreements or avoid their obligations under those contracts.
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Should a counterparty fail to honor its obligations under agreements with us or the Helios Pool, we could sustain significant losses and a significant reduction in the charter hire we earn from the Helios Pool, which could have a material adverse effect on our business, financial condition, results of operations, cash flows and our ability to pay dividends to our shareholders in the amounts anticipated or at all. ​ Although we assess the creditworthiness of our counterparties, a prolonged period of difficult industry conditions could lead to changes in a counterparty’s liquidity and increase our exposure to credit risk and bad debts.
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In addition, we may offer extended payment terms to our customers in order to secure contracts, which may lead to more frequent collection issues and adversely affect our financial results and liquidity. ​ We expect to be dependent on a limited number of customers for a material part of our revenues, and failure of such customers to meet their obligations could cause us to suffer losses or negatively impact our results of operations and cash flows. ​ For the year ended March 31, 2023, the Helios Pool accounted for 94% of our total revenues.
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No other individual charterer accounted for more than 10%. Within the Helios Pool, two charterers represented more than 10% of net pool revenues—related party for the year ended March 31, 2023. We expect that a material portion of our revenues will continue to be derived from a limited number of customers.
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The ability of each of our customers to perform their obligations under a contract with us will depend on a number of factors that are beyond our control.
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Should the aforementioned customers fail to honor their obligations under agreements with us or the Helios Pool, we could sustain material losses that could have a material adverse effect on our business, financial condition, results of operations and cash flows. ​ Restrictions on VLGC transits and increased toll charges at the Panama Canal may have an adverse effect on our results of operations. ​ In June 2016, the expansion of the Panama Canal, or the Canal, was completed.
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The new locks allow the Canal to accommodate significantly larger vessels, including VLGCs, which we operate. Since the completion of the Canal, transit from the United States Gulf to Asia, an important trade route for our customers, has been shortened by 33 Table of Contents approximately 15 days compared to transiting via the Cape of Good Hope.
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According to industry sources, over 90% of the US-to-Asia LPG voyages had switched to the Canal by November 2016 and the majority of USA-to-Asia LPG voyages continue to utilize the Panama Canal as of the date of this Annual Report. With increased traffic, the toll has been increased over time.
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The Panama Canal Authorities decreed that the slots for transit by VLGCs could only be reserved up to 14 days in advance of a proposed transit. This change has resulted in longer wait times and resales of slots among VLGC operators at significantly higher rates than those charged by the Panama Canal Authority.
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These restrictions have added waiting time to transits, which is typically not paid for by charterers. In April 2022 the Panama Canal Authority proposed a comprehensive restructuring of its toll structure, which would increase rates charged on cargo, including the LPG that crosses the waterway, result in increased rates or additional waiting time for our VLGCs to cross the Canal.
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Such factors are not generally reflected in charter rates. This proposal was approved in July 2022 and began its phase-in period in January 2023, which will continue until January 2025. Our vessels and voyages could be impacted as phase-in continues, which could have an adverse effect on our results of operations and cash flows.
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Our latest two long-term time chartered-in Dual-fuel ECO VLGCs are Panamax vessels and can transit the old Panama Canal locks, which are not currently affected by the toll restructuring referenced above. ​ Our indebtedness and financial obligations may adversely affect our operational flexibility and financial condition. ​ As of March 31, 2023, we had outstanding indebtedness of $663.6 million, of which $491.6 million is hedged or fixed.
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Amounts owed under our current credit facility and financing arrangements, and any future credit facilities or financing arrangements, will require us to dedicate a part of our cash flow from operations to paying interest and principal payments, as applicable.
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These payments will limit funds available for working capital, capital expenditures, acquisitions, dividends, stock repurchases and other purposes and may also limit our ability to undertake further equity or debt financing in the future.
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Our indebtedness and obligations under our financing arrangements also increase our vulnerability to general adverse economic and industry conditions, limits our flexibility in planning for and reacting to changes in the industry, and places us at a disadvantage to other, less leveraged, competitors.
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Our credit facility and several of our Japanese financing arrangements bear interest at variable rates and we anticipate that any future credit facilities will also bear interest at variable rates.
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Increases in prevailing rates could increase the amounts that we would have to pay to our lenders or financing counterparties, even though the outstanding principal amount remains the same, and our net income and available cash flows would decrease as a result.
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We expect our earnings and cash flow to vary from year to year mainly due to the cyclical nature of the LPG shipping industry.
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If we do not generate or reserve enough cash flow from operations to satisfy our debt or financing obligations, we may have to undertake alternative financing plans, such as: ​ ● seeking to raise additional capital; ● refinancing or restructuring our debt or financing obligations; ● selling our VLGCs; and/or ● reducing or delaying capital investments. ​ However, these alternative financing plans, if necessary, may not be sufficient to allow us to meet our debt or financing obligations.
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If we are unable to meet our debt or financing obligations and we default on our obligations under our debt agreement or financing arrangements, our lenders could elect to declare our outstanding borrowings and certain other amounts owed, together with accrued interest and fees, to be immediately due and payable and foreclose on the vessels securing that debt, and our counterparties may seek to repossess the vessels subject to our debt agreement or financing arrangements. ​ Our existing and future debt and financing agreements contain and are expected to contain restrictive covenants that may limit our liquidity and corporate activities, which could have an adverse effect on our financial condition and results of operations. ​ Our debt agreement and financing arrangements contain, and any future debt agreements or financing arrangements are expected to contain, customary covenants and event of default clauses, including cross-default provisions that may be triggered by a default under one of our other contracts or agreements and restrictive covenants and performance 34 Table of Contents requirements, which may affect operational and financial flexibility.
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Such restrictions could affect, and in many respects limit or prohibit, among other things, our ability to pay dividends or repurchase stock, incur additional indebtedness, create liens, sell assets, or engage in mergers or acquisitions. These restrictions could limit our ability to plan for or react to market conditions or meet extraordinary capital needs or otherwise restrict corporate activities.
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There can be no assurance that such restrictions will not adversely affect our ability to finance our future operations or capital needs. ​ Our agreements relating to the debt facility that we entered into in July 2022 with a group of banks and financial institutions(the “2022 Debt Facility”), which were secured by, among other things, ten of our VLGCs, require us to maintain specified financial ratios and satisfy financial covenants. ​ Our agreements relating to the $83.4 million debt facility that we entered into in December 2021 with Banc of America Leasing & Capital, LLC, Pacific Western Bank, Raymond James Bank, a Florida chartered bank and City National Bank of Florida, as lenders (“BALCAP Facility”) , which are secured by, among other things, two of our VLGCs, require us to maintain specified financial ratios and satisfy financial covenants. ​ As of March 31, 2023, we were in compliance with the financial and other covenants contained in the 2022 Debt Facility and the BALCAP Facility.
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As of May 25, 2023, approximately $225.0 million remains outstanding under the 2022 Debt Facility and approximately $73.5 million remains outstanding under the BALCAP Facility. ​ The 2022 Debt Facility conditions payments of dividends by us to our shareholders and by our subsidiaries to us on the absence of an event of default and such payments not creating an event of default. ​ As a result of the restrictions in our debt agreement and financing arrangements, or similar restrictions in our future debt agreements or financing arrangements, we may need to seek permission from our lenders or counterparties in order to engage in certain corporate actions.
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Our lenders’ or counterparties’ interests may be different from ours and we may not be able to obtain their permission when needed or at all.
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This may prevent us from taking actions that we believe are in our best interest, which may adversely impact our revenues, results of operations and financial condition. ​ A failure by us to meet our payment and other obligations, including our financial and value to loan covenants, could lead to defaults under our current or future secured loan agreements.
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In addition, a default under one of our current or future credit facilities could result in the cross-acceleration of our other indebtedness.
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Our lenders could then accelerate our indebtedness and foreclose on our fleet. ​ The market values of our vessels may decrease, which could cause us to breach covenants in our loan agreements or record an impairment loss, or negatively impact our ability to enter into future financing arrangements, and as a result could have a material adverse effect on our business, financial condition and results of operations. ​ The 2022 Debt Facility and BALCAP Facility, which are secured by, among other things, liens on the vessels in our fleet contain various financial covenants, including requirements relating to our financial condition, financial performance and liquidity.
Removed
For example, we are required to maintain a minimum ratio of the market value of the vessels securing a loan to the principal amount outstanding under such loan.
Removed
The market value of LPG carriers is sensitive to, among other things, changes in the LPG carrier charter markets, with vessel values deteriorating when LPG carrier charter rates are anticipated to fall and improving when charter rates are anticipated to rise. LPG vessel values remain subject to significant fluctuations.
Removed
A decline in the fair market values of our vessels could result in us not being in compliance with certain of these loan covenants.
Removed
Furthermore, if the value of our vessels deteriorates and our estimated future cash flows decrease, we may have to record an impairment adjustment in our financial statements or we may be unable to enter into future financing arrangements acceptable to us or at all, which would adversely affect our financial results and further hinder our ability to raise capital. ​ If we are unable to comply with any of the restrictions and covenants in our 2022 Debt Facility and BALCAP Facility, financing arrangements, or in future debt financing agreements, and we are unable to obtain a waiver or amendment from our lenders or counterparties for such noncompliance, a default could occur under the terms of those agreements.
Removed
Our ability to comply with these restrictions and covenants, including meeting financial ratios and tests, is dependent on our future performance and may be affected by events beyond our control.
Removed
If a default occurs under these 35 Table of Contents agreements, lenders could terminate their commitments to lend or in some circumstances accelerate the outstanding loans and declare all amounts borrowed due and payable. Our vessels serve as security under our debt agreement.
Removed
If our lenders were to foreclose with respect to their liens on our vessels in the event of a default, such foreclosure could impair our ability to continue our operations.
Removed
In addition, our current debt agreement contains, and future debt agreements are expected to contain, cross-default provisions, meaning that if we are in default under certain of our current or future debt obligations, amounts outstanding under our current or other future debt agreements may also be in default, accelerated and become due and payable.
Removed
If any of these events occur, we cannot guarantee that our assets will be sufficient to repay in full all of our outstanding indebtedness, and we may be unable to find alternative financing. Even if we could obtain alternative financing, that financing might not be on terms that are favorable or acceptable to us.
Removed
In addition, if we find it necessary to sell our vessels at a time when vessel prices are low, we will recognize losses and a reduction in our earnings, which could affect our ability to raise additional capital necessary for us to comply with our debt agreement. ​ We may be adversely affected by developments in the SOFR market, changes in the methods by which SOFR is determined or the use of alternative reference rates.
Removed
In 2017, the U.K. Financial Conduct Authority announced that it intended to phase out LIBOR, and in 2021, it announced that all LIBOR fixings will either cease to be provided by any administrator or no longer be representative immediately after December 31, 2021, in the case of one-week and two-month U.S.
Removed
Dollar settings, and immediately after June 30, 2023, in the case of the remaining U.S. Dollar settings. The Federal Reserve also has advised banks to cease entering into new contracts that use U.S. Dollar LIBOR as a reference rate.
Removed
The Alternative Refinance Rate Committee, a committee convened by the Federal Reserve that includes major market participants, has identified SOFR, an index calculated by short-term repurchase agreements, backed by U.S. Treasury securities, as its preferred alternative rate for LIBOR in the United States. Although SOFR appears to be the preferred replacement rate for U.S.
Removed
Dollar LIBOR and has been adopted as the benchmark interest rate for our debt arrangements, it is unclear if other benchmarks may emerge.
Removed
The consequences of these developments cannot be entirely predicted, and there can be no assurance that they will not result in financial market disruptions, significant increases in benchmark interest rates, substantially higher financing costs or a shortage of available debt financing, any of which could have an adverse effect on our business, financial position and results of operations, and our ability to pay dividends.
Removed
We have and we intend to selectively enter into derivative contracts, which can result in higher than market interest rates and charges against our income. We have entered into and may selectively in the future enter into derivative contracts to hedge our overall exposure to interest rate risk related to our credit facility.
Removed
Entering into swaps and derivatives transactions is inherently risky and presents various possibilities for incurring significant expenses.
Removed
The derivatives strategies that we employ currently and, in the future, may not be successful or effective, and we could, as a result, incur substantial additional interest costs or losses. ​ We are exposed to volatility in the Secured Overnight Financing Rate (“SOFR”), which has only been published since April 2018 .
Removed
Due to the planned phase out of the London Interbank Offered Rate, or LIBOR, as a benchmark for floating rate loans entered into after 2021, all loans and financing agreements into which we have entered since the beginning of 2022 have been based on the one or three month Secured Overnight Financing Rate, or SOFR.
Removed
However, since we entered into both the Cresques and the Captain Markos Japanese financing arrangements in 2021, we amended the applicable floating interest rate on both financings in accordance with guidance given by the Alternative Reference Rate Committee, a committee convened by the Federal Reserve that includes major market participants.

319 more changes not shown on this page.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

11 edited+2 added5 removed6 unchanged
Biggest changeWe paid $39.9 million on January 25, 2022 and the remaining $0.2 million is deferred until certain shares of restricted stock vest. On July 30, 2021, we announced that our Board of Directors declared a cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on August 9, 2021, totaling $40.4 million.
Biggest changeWe paid $40.3 million on February 27, 2024 and the remaining $0.3 million is deferred until certain shares of restricted stock vest. On April 25, 2024, we announced that our Board of Directors has declared an irregular cash dividend of $1.00 per share of the Company’s common stock totaling $40.6 million.
See Note 11 to our consolidated financial statements included herein for a discussion of our 2022 Common Share Repurchase Authority. Dividends On April 26, 2023, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on May 8, 2023, totaling $40.4 million.
See Note 11 to our consolidated financial statements included herein for a discussion of our 2022 Common Share Repurchase Authority. Dividends On April 26, 2023, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of our common stock to all shareholders of record as of the close of business on May 8, 2023, totaling $40.4 million.
NVGS’s common stock trades on the New York Stock Exchange, while the common stock of Avance and BWLPG trade on the Oslo Stock Exchange in NOK.
NVGS’s common stock trades on the New York Stock Exchange, while the common stock of Avance and BWLPG primarily trade on the Oslo Stock Exchange in NOK.
For the purposes of the below comparison, the cumulative total returns for Avance and BWLPG were converted into U.S. dollars based on the relevant NOK to one USD exchange rate prevailing on the dates listed below. 64 Table of Contents 3/31/18 3/31/19 3/31/20 3/31/21 3/31/22 3/31/23 Dorian LPG Ltd.
For the purposes of the below comparison, the cumulative total returns for Avance and BWLPG were converted into U.S. dollars based on the relevant NOK to one USD exchange rate prevailing on the dates listed below. 3/31/19 3/31/20 3/31/21 3/31/22 3/31/23 3/31/24 Dorian LPG Ltd.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES. Our common shares have traded on the New York Stock Exchange, or NYSE, since May 9, 2014, under the symbol "LPG." As of May 25, 2023, we had 407 registered holders of our common shares, including Cede & Co., the nominee for the Depository Trust Company.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES. Our common shares have traded on the New York Stock Exchange, or NYSE, since May 9, 2014, under the symbol "LPG." As of May 23, 2024, we had 390 registered holders of our common shares, including Cede & Co., the nominee for the Depository Trust Company.
The graph tracks the performance of a $100 investment in our common stock and in each of the indices (with the reinvestment of dividends) from March 31, 2018 to March 31, 2023.
The graph tracks the performance of a $100 investment in our common stock and in each of the indices (with the reinvestment of dividends) from March 31, 2019 to March 31, 2024.
The actual amount and timing of share repurchases are subject to capital availability, our determination that share repurchases are in the best interest of our shareholders, and market conditions. As of March 31, 2023, our total purchases under the 2022 Common Share Repurchase Authority totaled 50,000 shares for an aggregate consideration of $0.7 million.
The actual amount and timing of share repurchases are subject to capital availability, our determination that share repurchases are in the best interest of our shareholders, and market conditions. As of March 31, 2024, our total purchases under the 2022 Common Share Repurchase Authority totaled 75,000 shares for an aggregate consideration of $1.8 million.
We paid $40.1 million on December 6, 2022 and the remaining $0.3 million is deferred until certain shares of restricted stock vest. On August 5, 2022, we paid $0.4 million of dividends that were deferred until the vesting of certain restricted stock. On August 3, 2022, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on August 15, 2022, totaling $40.3 million.
We paid $40.3 million on September 5, 2023, with the remaining $0.3 million deferred until certain shares of restricted stock vest. On August 5, 2023, we paid $0.7 million of dividends that were deferred until the vesting of certain restricted stock. On October 6, 2023, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on October 20, 2023, totaling $40.6 million.
We paid $40.1 million on February 28, 2023 and the remaining $0.3 million is deferred until certain shares of restricted stock vest. On October 27, 2022, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on November 7, 2022, totaling $40.4 million.
We paid $40.3 million on November 2, 2023, with the remaining $0.3 million deferred until certain shares of restricted stock vest. On January 24, 2024, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on February 5, 2024, totaling $40.6 million.
We paid $40.1 million on September 2, 2022 and the remaining $0.2 million is deferred until certain shares of restricted stock vest. On June 15, 2022, we paid $0.2 million of dividends that were deferred until the vesting of certain restricted stock. On May 4, 2022, we announced that our Board of Directors declared an irregular cash dividend of $2.50 per share of our common stock to all shareholders of record as of the close of business on May 16, 2022, totaling $100.3 million.
We paid $40.1 million on May 22, 2023, with the remaining $0.3 million deferred until certain shares of restricted stock vest. On June 15, 2023, we paid $0.4 million of dividends that were deferred until the vesting of certain restricted stock. On July 27, 2023, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on August 10, 2023, totaling $40.6 million.
("LPG") 100.00 85.71 116.29 175.30 224.62 421.20 Russell 2000 Index ("RTY Index") 100.00 102.01 77.52 151.01 142.23 125.68 Peer Index 100.00 79.20 63.46 166.35 166.65 241.98 NOK to USD exchange conversion rate 7.8417 8.6172 10.4848 8.5259 8.7643 10.4495 This performance graph shall not be deemed “soliciting material” or to be “filed” with the Commission for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Securities Act.
("LPG") 100.00 135.67 204.52 262.05 491.40 1093.27 Russell 2000 Index ("RTY Index") 100.00 84.38 223.98 219.62 325.22 637.47 Peer Index 100.00 75.99 148.04 139.42 123.20 147.43 NOK to USD exchange conversion rate 8.6172 10.4848 8.5259 8.7643 10.4495 10.8184 This performance graph shall not be deemed “soliciting material” or to be “filed” with the Commission for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Securities Act.
Removed
We paid $40.1 million on May 22, 2023 and the remaining $0.3 million is deferred until certain shares of restricted stock vest. .
Added
The dividend is payable on or about May 30, 2024 to all shareholders of record as of the close of business on May 8, 2024. ​ 66 Table of Contents These were irregular dividends.
Removed
On February 1, 2023, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on February 15, 2023, totaling $40.4 million.
Added
Business—Taxation” for a discussion of certain tax considerations related to holders of our common shares. ​ Issuer Purchases of Equity Securities ​ The table below sets forth information regarding our purchases of our common stock during the quarterly period ended March 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ ​ ​ ​ ​ ​ ​ Shares ​ ​ ​ ​ ​ ​ ​ ​ Purchased as ​ ​ ​ ​ ​ ​ ​ ​ Part of ​ Maximum Dollar ​ ​ Total ​ ​ ​ Publicly ​ Value of Shares ​ ​ Number ​ Average ​ Announced ​ that May Yet Be ​ ​ of Shares ​ Price Paid ​ Plans or ​ Purchased Under the Period ​ Purchased ​ Per Share ​ Programs ​ Plan or Programs January 1 to 31, 2024 ​ 28,063 ​ $ 41.57 ​ 25,000 ​ $ 98,226,993 February 1 to 29, 2024 ​ — ​ ​ — ​ — ​ ​ 98,226,993 March 1 to 31, 2024 ​ — ​ ​ — ​ — ​ ​ 98,226,993 Total ​ 28,063 ​ $ 41.57 ​ 25,000 ​ $ 98,226,993 ​ Purchases of our common shares during the quarterly period ended March 31, 2024 represent share repurchases under our Common Share Repurchase Program along with common shares reacquired in satisfaction of tax withholding obligations upon vesting of employee restricted equity awards ​ ​ 67 Table of Contents Stock Performance Graph ​ The performance graph below shows the cumulative total return to shareholders of our common stock relative to the cumulative total returns of the Russell 2000 Index and the Dorian Peer Group Index (defined below).
Removed
We paid $99.7 million on June 2, 2022, with the remaining $0.6 million deferred until certain shares of restricted stock vest. 63 Table of Contents ​ On January 4, 2022, we announced that our Board of Directors declared a cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on January 14, 2022, totaling $40.1 million.
Removed
We paid $40.2 million on September 8, 2021 and the remaining $0.2 million is deferred until certain shares of restricted stock vest. ​ These were irregular dividends.
Removed
Business—Taxation” for a discussion of certain tax considerations related to holders of our common shares. ​ Stock Performance Graph ​ The performance graph below shows the cumulative total return to shareholders of our common stock relative to the cumulative total returns of the Russell 2000 Index and the Dorian Peer Group Index (defined below).

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

89 edited+22 added32 removed64 unchanged
Biggest changeThis increase was driven by (1) $0.9 million in financial support for the families of our Ukrainian and Russian seafarers affected by the events in Ukraine and (2) increases of $0.9 million and $1.5 million in stock-based compensation and other general and administrative expenses, respectively, partially offset by a reduction in employee-related expenses of $1.4 million primarily resulting from favorable changes in exchange rates. Interest and Finance Costs Interest and finance costs amounted to $37.8 million for the year ended March 31, 2023, an increase of $10.7 million from $27.1 million for the year ended March 31, 2022.
Biggest changeExcluding those amounts, daily operating expenses increased by $369 from the year ended March 31, 2023. 76 Table of Contents Depreciation and Amortization Depreciation and amortization was $68.7 million for the year ended March 31, 2024, an increase of $5.3 million, or 8.3%, from $63.4 million for the year ended March 31, 2023, primarily resulting from the delivery of our Dual-fuel ECO VLGC Captain Markos in March 2023. General and Administrative Expenses General and administrative expenses were $39.0 million for the year ended March 31, 2024, an increase of $6.9 million, or 21.6%, from $32.1 million for the year ended March 31, 2023, primarily driven by increases of $4.1 million in stock-based compensation expense (largely due to higher stock price on the grant date in fiscal year 2024 compared to fiscal year 2023), $1.8 million in cash bonuses, and $1.5 million in employee-related costs and benefits, partially offset by a reduction of $0.5 million in other general and administrative expenses. Interest and Finance Costs Interest and finance costs amounted to $40.5 million for the year ended March 31, 2024, an increase of $2.7 million from $37.8 million for the year ended March 31, 2023.
Our gross revenue under voyage charters is generally higher than under comparable time charters so as to compensate us for bearing all voyage expenses. As a result, our revenue and voyage expenses may vary significantly depending on our mix of time charters and voyage charters.
Our gross revenue under voyage charters is generally higher than under comparable time charters so as to compensate us for our bearing all voyage expenses. As a result, our revenue and voyage expenses may vary significantly depending on our mix of time charters and voyage charters.
We believe that vessel pools can provide cost-effective commercial management activities for a group of similar class vessels and potentially result in lower waiting times and higher earnings. Contracts of Affreightment (“COAs”) relate to the carriage of multiple cargoes over the same or several routes at pre-agreed terms, volumes and periods and enables the COA holder to nominate and lift cargoes, without controlling tonnage themselves or having their own vessel in position.
We believe that vessel pools can provide cost-effective commercial management activities for a group of similar class vessels and potentially result in lower waiting times and higher earnings. Contracts of Affreightment relate to the carriage of multiple cargoes over the same or several routes at pre-agreed terms, volumes and periods and enables the COA holder to nominate and lift cargoes, without controlling tonnage themselves or having their own vessel in position.
For the year ended March 31, 2023, net cash used in financing activities consisted of repayments of long-term debt of $352.5 million, dividends paid of $220.6 million, payments of financing costs of $6.5 million, and repurchases of common stock totaling of $1.7 million, partially offset by $346 million of proceeds from long-term debt borrowings.
For the year ended March 31, 2023, net cash used in financing activities consisted of repayments of long-term debt of $352.5 million, dividends paid of $220.6 million, payments of financing costs of $6.5 million, and repurchases of common stock totaling of $1.7 million, partially offset by $346.0 million of proceeds from long-term debt borrowings.
In addition, vessel values are highly volatile; as such, our estimates may not be indicative of the current or future fair market value of our vessels or prices that we could achieve if we were to sell them. As of March 31, 2023, 2022 and 2021, independent appraisals of the commercially and technically-managed VLGCs in our fleet had no indicators of impairment on any of our VLGCs in accordance with ASC 360 Property, Plant, and Equipment .
In addition, vessel values are highly volatile; as such, our estimates may not be indicative of the current or future fair market value of our vessels or prices that we could achieve if we were to sell them. As of March 31, 2024, 2023 and 2022, independent appraisals of the commercially and technically managed VLGCs in our fleet had no indicators of impairment on any of our VLGCs in accordance with ASC 360 Property, Plant, and Equipment .
Risk Factors—Risks Relating to Our Company—We may incur 80 Table of Contents increasing costs for the drydocking, maintenance or replacement of our vessels as they age, and, as our vessels age, the risks associated with older vessels could adversely affect our ability to obtain profitable charters.” Description of Our Debt Obligations See Note 9 to our consolidated financial statements included herein for a description of our debt obligations. Recent Accounting Pronouncements Refer to Note 2 of our consolidated financial statements included herein.
Risk Factors—Risks Relating to Our Company—We may incur increasing costs for the drydocking, maintenance or replacement of our vessels as they age, and, as our vessels age, the risks associated with older vessels could adversely affect our ability to obtain profitable charters.” Description of Our Debt Obligations See Note 9 to our consolidated financial statements included herein for a description of our debt obligations. 82 Table of Contents Recent Accounting Pronouncements Refer to Note 2 of our consolidated financial statements included herein.
Our revenues are driven primarily by the number of vessels in our fleet, the number of days during which our vessels operate and the daily rates that our vessels earn under our charters, which, in turn, are affected by a number of factors, including levels of demand and supply in the LPG shipping industry; the age, condition and specifications of our vessels; the duration of our charters; the timing of when any profit-sharing arrangements are earned; the amount of time that we spend positioning our vessels; the availability of our vessels, which is related to the amount of time that our vessels spend in drydock undergoing repairs and the amount of time required to perform necessary maintenance or upgrade work; and other factors affecting rates for LPG vessels. 67 Table of Contents We generate revenue by providing seaborne transportation services to customers pursuant to three types of contractual relationships: Pooling Arrangements .
Our revenues are driven primarily by the number of vessels in our fleet, the number of days during which our vessels operate and the daily rates that our vessels earn under our charters, which, in turn, are affected by a number of factors, including levels of demand and supply in the LPG shipping industry; the age, condition and specifications of our vessels; the duration of our charters; the timing of when any profit-sharing arrangements are earned; the amount of time that we spend positioning our vessels; the availability of our vessels, which is related to the amount of time that our vessels spend in drydock undergoing repairs and the amount of time required to perform necessary maintenance or upgrade work; and other factors affecting rates for LPG vessels. We generate revenue by providing seaborne transportation services to customers pursuant to three types of contractual relationships: Pooling Arrangements .
Our estimates are based on information available from various industry sources, including: reports by industry analysts and data providers that focus on our industry and related dynamics affecting vessel values; news and industry reports of similar vessel sales; approximate market values for our vessels or similar vessels that we have received from shipbrokers, whether solicited or unsolicited, or that shipbrokers have generally disseminated; offers that we may have received from potential purchasers of our vessels; and vessel sale prices and values of which we are aware through both formal and informal communications with shipowners, shipbrokers, industry analysts and various other shipping industry participants and observers. As we obtain information from various industry and other sources, our estimates of fair market value are inherently uncertain.
Our estimates are based on information available from various industry sources, including: reports by industry analysts and data providers that focus on our industry and related dynamics affecting vessel values; news and industry reports of similar vessel sales; approximate market values for our vessels or similar vessels that we have received from shipbrokers, whether solicited or unsolicited, or that shipbrokers have generally disseminated; offers that we may have received from potential purchasers of our vessels; and 74 Table of Contents vessel sale prices and values of which we are aware through both formal and informal communications with shipowners, shipbrokers, industry analysts and various other shipping industry participants and observers. As we obtain information from various industry and other sources, our estimates of fair market value are inherently uncertain.
None of our revenue was generated pursuant to voyage charters from our VLGCs not in the Helios Pool for the years ended March 31, 2023, 2022, and 2021. Time Charters. A time charter is a contract under which a vessel is chartered for a defined period of time at a fixed daily or monthly rate.
None of our revenue was generated pursuant to voyage charters from our VLGCs not in the Helios Pool for the years ended March 31, 2024, 2023, and 2022. Time Charters. A time charter is a contract under which a vessel is chartered for a defined period of time at a fixed daily or monthly rate.
There were no indications of impairment on any of our vessels and no impairment was recorded during the year ended March 31, 2023 as we believed that the carrying value of our vessels was fully recoverable. (2) Carrying value for purposes of evaluating our vessels for impairment includes the carrying value of the vessel and unamortized deferred charges related to drydocking of the vessel.
There were no indications of impairment on any of our vessels and no impairment was recorded during the year ended March 31, 2024 as we believed that the carrying value of our vessels was fully recoverable. (2) Carrying value for purposes of evaluating our vessels for impairment includes the carrying value of the vessel and unamortized deferred charges related to drydocking of the vessel.
For a discussion of the year ended March 31, 2022 compared to the year ended March 31, 2021, please refer to Part II, Item 7, “Management’s Discussion and Analysis of Liquidity and Capital Resources” in our Annual Report on Form 10-K for the year ended March 31, 2022. Financing Cash Flows.
For a discussion of the year ended March 31, 2023 compared to the year ended March 31, 2022, please refer to Part II, Item 7, “Management’s Discussion and Analysis of Liquidity and Capital Resources” in our Annual Report on Form 10-K for the year ended March 31, 2023. Financing Cash Flows.
For a discussion of the year ended March 31, 2022 compared to the year ended March 31, 2021, 79 Table of Contents please refer to Part II, Item 7, “Management’s Discussion and Analysis of Liquidity and Capital Resources” in our Annual Report on Form 10-K for the year ended March 31, 2022. Net cash flow from operating activities depends upon our overall profitability, market rates for vessels employed on voyage charters, charter rates agreed to for time charters, the timing and amount of payments for drydocking expenditures and unscheduled repairs and maintenance, fluctuations in working capital balances and bunker costs. Investing Cash Flows.
For a discussion of the year ended March 31, 2023 compared to the year ended March 31, 2022, please refer to Part II, Item 7, “Management’s Discussion and Analysis of Liquidity and Capital Resources” in our Annual Report on Form 10-K for the year ended March 31, 2023. Net cash flow from operating activities depends upon our overall profitability, market rates for vessels employed on voyage charters, charter rates agreed to for time charters, the timing and amount of payments for drydocking expenditures and unscheduled repairs and maintenance, fluctuations in working capital balances and bunker costs. 81 Table of Contents Investing Cash Flows.
Refer to our accounting policies in Note 2 to our consolidated financial statements for vessels carrying values and deferred drydocking costs. As of March 31, 2022, the carrying value and unamortized deferred charges related to drydocking of none of our vessels exceeded their estimated market value.
Refer to our accounting policies in Note 2 to our consolidated financial statements for vessels carrying values and deferred drydocking costs. As of March 31, 2024, the carrying value and unamortized deferred charges related to drydocking of none of our vessels exceeded their estimated market value.
For a discussion of the year ended March 31, 2022 compared to the year ended March 31, 2021, please refer to Part II, Item 7, “Management’s Discussion and Analysis of Liquidity and Capital Resources” in our Annual Report on Form 10-K for the year ended March 31, 2022. Capital Expenditures.
For a discussion of the year ended March 31, 2023 compared to the year ended March 31, 2022, please refer to Part II, Item 7, “Management’s Discussion and Analysis of Liquidity and Capital Resources” in our Annual Report on Form 10-K for the year ended March 31, 2023. Capital Expenditures.
There is no assurance that we 77 Table of Contents will be able to obtain any such financing or modifications to our existing credit facility and financing arrangements on terms acceptable to us, or at all. On February 2, 2022, our Board of Directors authorized the repurchase of up to $100.0 million of our common shares under the 2022 Common Share Repurchase Authority.
There is no assurance that we will be able to obtain any such financing or modifications to our existing credit facility and financing arrangements on terms acceptable to us, or at all. On February 2, 2022, our Board of Directors authorized the repurchase of up to $100.0 million of our common shares under the 2022 Common Share Repurchase Authority.
We review our vessels for impairment when events or circumstances indicate the carrying amount of the asset may not be recoverable. In addition, we compare independent appraisals to our carrying value for indicators of impairment to our vessels.
We review our vessels for impairment when events or circumstances indicate the carrying amount of the vessel may not be recoverable. In addition, we compare independent appraisals to our carrying value for indicators of impairment to our vessels.
As of May 25, 2023, twenty-three of our twenty-five VLGCs, including the four time chartered-in vessels, were deployed in the Helios Pool. Our customers, either directly or through the Helios Pool, include or have included global energy companies such as Exxon Mobil Corp., Chevron Corp., China International United Petroleum & Chemicals Co., Ltd., Royal Dutch Shell plc, Equinor ASA, Total S.A., and Sunoco LP, commodity traders such as Glencore plc, Itochu Corporation, Bayegan Group, and the Vitol Group and importers such as E1 Corp., Indian Oil Corporation, SK Gas Co.
As of May 23, 2024, twenty-four of our twenty-five VLGCs, including the four time chartered-in vessels, were deployed in the Helios Pool. Our customers, either directly or through the Helios Pool, include or have included global energy companies such as Exxon Mobil Corp., Chevron Corp., China International United Petroleum & Chemicals Co., Ltd., Royal Dutch Shell plc, Equinor ASA, Total S.A., and Sunoco LP, commodity traders such as Glencore plc, Itochu Corporation, Bayegan Group, and the Vitol Group and importers such as E1 Corp., Indian Oil Corporation, SK Gas Co.
GAAP measure of the average daily revenue performance of a vessel. TCE rate is a shipping industry performance measure used primarily to compare period‑to‑period changes in a shipping company’s performance despite changes in the mix of charter types (such as time charters, voyage charters) under which the vessels may be employed between the periods.
GAAP measure of the average daily revenue performance of a vessel. TCE rate is a shipping industry performance measure used primarily to compare period‑to‑period changes in 78 Table of Contents a shipping company’s performance despite changes in the mix of charter types (such as time charters, voyage charters) under which the vessels may be employed between the periods.
We believe that the operation of certain of our VLGCs in this pool allows us to achieve better market coverage and utilization. Vessels entered into the Helios Pool are commercially managed jointly by Dorian LPG (DK) ApS, our wholly-owned subsidiary, and Phoenix.
We believe that the operation of certain of our VLGCs in this pool allows us to achieve better market coverage and utilization. Vessels entered into the Helios Pool are commercially managed jointly by Dorian LPG (DK) ApS, our wholly-owned subsidiary, and MOL Energia.
Our vessel operating expenses will increase with the 69 Table of Contents expansion of our fleet and are subject to change because of higher crew costs, higher insurance premiums, unexpected repair expenses and general inflation. Furthermore, we expect maintenance costs will increase as our vessels age and during periods of drydock. Daily Vessel Operating Expenses.
Our vessel operating expenses will increase with the expansion of our fleet and are subject to change because of higher crew costs, higher insurance premiums, unexpected repair expenses and general inflation. Furthermore, we expect maintenance costs will increase as our vessels age and during periods of drydock. Daily Vessel Operating Expenses.
GAAP. We use these non-GAAP financial measures in assessing the performance of our ongoing operations and in planning and forecasting future periods. These adjusted measures provide a more comparable basis to analyze operating results and earnings and are measures commonly used by shareholders to measure our performance.
GAAP. We use these non-GAAP financial measures in assessing the performance of our ongoing operations and in planning and forecasting future periods. These adjusted measures provide a more comparable basis to analyze operating 77 Table of Contents results and earnings and are measures commonly used by shareholders to measure our performance.
Vessels operating in the spot market generate revenues that are less predictable but may enable us to capture increased profit margins during periods of 66 Table of Contents improvements in the freight market although we are exposed to the risk of a decline in the freight market and lower utilization.
Vessels operating in the spot market generate revenues that are less predictable but may enable us to capture increased profit margins during periods of improvements in the freight market although we are exposed to the risk of a decline in the freight market and lower utilization.
Generally, we are required to drydock a vessel under 15 years of age once every five years unless an extension of the drydocking to seven and one-half years is granted by the classification society and the vessel is not older than 20 years of age.
Generally, we are required to drydock 72 Table of Contents a vessel under 15 years of age once every five years unless an extension of the drydocking to seven and one-half years is granted by the classification society and the vessel is not older than 20 years of age.
The vessels entered into the Helios Pool may operate either in the spot market, pursuant to COAs or on time charters of two years' duration or less.
The vessels entered into the Helios Pool may operate either in the spot market, COAs, or on time charters of two years' duration or less.
COAs are usually based on voyage terms, where all of the vessel's operating, voyage and capital costs are borne by the ship owner. On April 1, 2015, Dorian and Phoenix began operation of the Helios Pool, which is a pool of VLGC vessels.
COAs are usually based on voyage terms, where all of the vessel's operating, voyage and capital costs are borne by the ship owner. On April 1, 2015, Dorian and MOL Energia began operation of the Helios Pool, which is a pool of VLGC vessels.
For the years ended March 31, 2023, 2022, and 2021, approximately 5.8%, 8.2% and 6.2%, respectively, of our revenue was generated pursuant to time charters from our VLGCs not in the Helios Pool. Other Revenues, net.
For the years ended March 31, 2024, 2023, and 2022, approximately 4.6%, 5,8% and 8.2%, respectively, of our revenue was generated pursuant to time charters from our VLGCs not in the Helios Pool. Other Revenues, net.
Two of our four time chartered-in VLGCs are dual-fuel Panamax design and one of the time chartered-in VLGCs is scrubber-equipped. On April 1, 2015, Dorian and Phoenix began operations of the Helios Pool, which entered into pool participation agreements for the purpose of establishing and operating, as charterer, under a variable rate time charter to be entered into with owners or disponent owners of VLGCs, a commercial pool of VLGCs whereby revenues and expenses are shared.
Three of our four time chartered-in VLGCs are dual-fuel Panamax design and one of the time chartered-in VLGCs is scrubber-equipped. On April 1, 2015, Dorian and MOL Energia began operations of the Helios Pool, which entered into pool participation agreements for the purpose of establishing and operating, as charterer, under a variable rate time charter to be entered into with owners or disponent owners of VLGCs, a commercial pool of VLGCs whereby revenues and expenses are shared.
On an aggregate fleet basis, the estimated market value of our vessels was higher than their carrying value and unamortized deferred charges related to drydocking as of March 31, 2023 by $270.2 million.
On an aggregate fleet basis, the estimated market value of our vessels was higher than their carrying value and unamortized deferred charges related to drydocking as of March 31, 2023 by 75 Table of Contents $270.2 million.
No other individual charterer accounted for more than 10%. Within the Helios Pool, one charterer represented 16% of net pool revenues—related party. See “Item 1A. Risk Factors—We operate exclusively in the LPG shipping industry.
No other individual charterer accounted for more than 10%. Within the Helios Pool, no charterers represented more than 10% of net pool revenues—related party. See “Item 1A. Risk Factors—We operate exclusively in the LPG shipping industry.
We also have one newbuilding dual-fuel VLGC and two chartered-in dual-fuel vessels that have the capability to burn LPG as fuel, which we believe provides an economic benefit over traditional fuel. Please see "Item 1A.
We also have one newbuilding Dual-fuel ECO VLGC and three chartered-in dual-fuel vessels that have the capability to burn LPG as fuel, which we believe provides an economic benefit over traditional fuel. Please see "Item 1A.
For the years ended March 31, 2023, 2022, and 2021, approximately 0.6%, 2.0% and 1.2%, respectively, of our revenue was generated pursuant to other revenues, net. Of these revenue streams, revenue generated from voyage charter agreements is further described in our revenue recognition policy as described in Note 2 to our consolidated financial statements.
For the years ended March 31, 2024, 2023, and 2022, approximately 0.3%, 0.6% and 2.0%, respectively, of our revenue was generated pursuant to other revenues, net. Of these revenue streams, revenue generated from voyage charter agreements is further described in our revenue recognition policy as described in Note 2 to our consolidated financial statements.
An impairment charge is recognized if the carrying value is in excess of the estimated future undiscounted net operating cash flows. The impairment loss is measured based 70 Table of Contents on the excess of the carrying amount over the fair market value of the asset.
An impairment charge is recognized if the carrying value is in excess of the estimated future undiscounted net operating cash flows. The impairment loss is measured based on the excess of the carrying amount over the fair market value of the asset.
Our nineteen ECO VLGCs, which incorporate fuel efficiency and emission-reducing technologies and certain custom features, were acquired by us for an aggregate purchase price of $1.4 billion and delivered to us between July 2014 and February 2016, seventeen of which were delivered 65 Table of Contents during calendar year 2015 or later and twelve are scrubber-equipped.
Our nineteen ECO VLGCs, which incorporate fuel efficiency and emission-reducing technologies and certain custom features, were acquired by us for an aggregate purchase price of $1.4 billion and delivered to us between July 2014 and February 2016, seventeen of which were delivered during calendar year 2015 or later and fourteen, of which, are scrubber-equipped.
When such indicators are present, an asset is tested for recoverability by comparing the estimate of future undiscounted net operating cash flows expected to be generated by the use of the asset over its remaining useful life and its eventual disposition to its carrying amount.
When such indicators are present, a vessel is tested for recoverability by comparing the estimate of future undiscounted net operating cash flows expected to be generated by the use of the vessel over its remaining useful life and its eventual disposition to its carrying amount.
In particular, the pool manager aggregates the revenues and voyage expenses of all of the pool participants and Helios Pool general and administrative expenses and distributes the net earnings to participants based on: pool points (vessel attributes such as cargo carrying capacity, fuel consumption, and speed are taken into consideration); and number of days the vessel was on-hire in the Helios Pool in the period. For the years ended March 31, 2023, 2022, and 2021, 94%, 90% and 93% of our revenue, respectively, was generated through the Helios Pool as net pool revenues—related party. Voyage Charters.
In particular, the pool manager aggregates the revenues and voyage expenses of all of the pool participants and Helios Pool general and administrative expenses and distributes the net earnings to participants based on: pool points (vessel attributes such as cargo carrying capacity, fuel consumption, and speed are taken into consideration); and number of days the vessel was on-hire in the Helios Pool in the period. For the years ended March 31, 2024, 2023, and 2022, 95%, 94% and 90% of our revenue, respectively, was generated through the Helios Pool as net pool revenues—related party. 71 Table of Contents Voyage Charters.
General and administrative expenses principally consist of the costs incurred in the corporate administration of the vessel and non‑vessel owning subsidiaries. We have granted restricted stock awards to certain of our officers, directors, employees and non-employee consultants that vest over various periods (see Note 12 to our consolidated financial statements included herein).
General and administrative expenses principally consist of the costs incurred in the corporate administration of the vessel and non‑vessel owning subsidiaries. We have granted restricted stock awards to certain of our officers, directors and employees that vest over various periods (see Note 12 to our consolidated financial statements included herein). Granting of restricted stock results in an increase in expenses.
The Baltic Exchange Liquid Petroleum Gas Index, an index published daily by the Baltic Exchange for the spot market rate for the benchmark Ras Tanura-Chiba route (expressed as U.S. dollars per metric ton), averaged $87.009 during the year ended March 31, 2023 compared to an average of $52.689 for the year ended March 31, 2022.
The Baltic Exchange Liquid Petroleum Gas Index, an index published daily by the Baltic Exchange for the spot market rate for the benchmark Ras Tanura-Chiba route (expressed as U.S. dollars per metric ton), averaged $104.948 during the year ended March 31, 2024 compared to an average of $87.009 for the year ended March 31, 2023.
We estimate the current cash outlay for a VLGC special survey to be approximately $1.0 million per vessel (excluding any capital improvements, such as scrubbers and ballast water management systems, to the vessel that may be made during such drydockings and the cost of an intermediate survey to be between $100,000 and $200,000 per vessel.
We estimate the current cash outlay for a VLGC special survey to be approximately $1.2 million per vessel (excluding any capital improvements, such as scrubbers and ballast water management systems, to the vessel that may be made during such drydockings) and the cost of an intermediate survey to be between $150,000 and $250,000 per vessel.
Our fleet currently consists of twenty-five VLGCs, including one dual-fuel ECO VLGC, nineteen ECO VLGCs, one modern VLGC, and four time chartered-in VLGCs. Our dual-fuel ECO VLGC was delivered to us in March 2023.
Our fleet currently consists of twenty-five VLGCs, including one Dual-fuel ECO VLGC, nineteen ECO VLGCs, one modern VLGC, three time chartered-in Dual-fuel ECO Panamax design VLGCs, and one time chartered-in ECO VLGC. Our Dual-fuel ECO VLGC was delivered to us in March 2023.
For the year ended March 31, 2023, net cash used in investing activities was comprised of $68.8 million in payments for vessels and vessel capital expenditures, and $11.3 million in purchases of U.S. treasury notes, partially offset by $3.7 million in proceeds from the sale of investment securities.
For the year ended March 31, 2023, net cash provided by investing activities was comprised of $68.8 million in payments for a vessel under construction and vessel capital expenditures, and $11.3 million in purchases of U.S treasury notes, partially offset by $3.7 million in proceeds from the sale of investment securities.
For the year ended March 31, 2022, the Helios Pool accounted for 90% of our total revenues. No other individual charterer accounted for more than 10%. Within the Helios Pool, no charterers represented more than 10% of net pool revenues—related party. For the year ended March 31, 2021, the Helios Pool accounted for 93% of our total revenues.
For the year ended March 31, 2023, the Helios Pool accounted for 94% of our total revenues. No other individual charterer accounted for more than 10%. Within the Helios Pool, two charterers represented more than 10% of net pool revenues—related party. For the year ended March 31, 2022, the Helios Pool accounted for 90% of our total revenues.
The actual amount and timing of share repurchases are subject to capital availability, our determination that share repurchases are in the best interest of our shareholders, and market conditions. As of March 31, 2023, our total purchases under the 2022 Common Share Repurchase Authority totaled 50,000 shares for an aggregate consideration of $0.7 million.
The actual amount and timing of share repurchases are subject to capital availability, our determination that share repurchases are in the best interest of our shareholders, and market conditions. As of March 31, 2024, our total purchases under the 2022 Common Share Repurchase Authority totaled 75,000 shares for an aggregate consideration of $1.8 million.
Operating data using both methodologies is as follows: Year ended Year ended Year ended Company Methodology: March 31, 2023 March 31, 2022 March 31, 2021 Operating Days 7,652 7,785 7,891 Fleet Utilization 95.0 % 94.9 % 92.8 % Time charter equivalent rate $ 50,462 $ 34,669 $ 39,606 Alternate Methodology: Operating Days 8,035 8,193 8,505 Fleet Utilization 99.8 % 99.9 % 100.0 % Time charter equivalent rate $ 48,057 $ 32,942 $ 36,747 We believe that Our Methodology using the underlying vessel employment provides more meaningful insight into market conditions and the performance of our vessels. Liquidity and Capital Resources Our business is capital intensive, and our future success depends on our ability to maintain a high‑quality fleet.
Operating data using both methodologies is as follows: Year ended Year ended Year ended Company Methodology: March 31, 2024 March 31, 2023 March 31, 2022 Operating Days 8,457 7,652 7,785 Fleet Utilization 93.9 % 95.0 % 94.9 % Time charter equivalent rate $ 65,986 $ 50,462 $ 34,669 Alternate Methodology: Operating Days 9,002 8,035 8,193 Fleet Utilization 100.0 % 99.8 % 99.9 % Time charter equivalent rate $ 61,991 $ 48,057 $ 32,942 We believe that Our Methodology using the underlying vessel employment provides more meaningful insight into market conditions and the performance of our vessels. Liquidity and Capital Resources Our business is capital intensive, and our future success depends on our ability to maintain a high‑quality fleet.
On an aggregate fleet basis, the estimated market value of our vessels was higher than their carrying value and unamortized deferred charges related to drydocking as of March 31, 2022 by $85.1 million.
On an aggregate fleet basis, the estimated market value of our vessels was higher than their carrying value and unamortized deferred charges related to drydocking as of March 31, 2024 by $588.0 million.
Ltd., and Astomos Energy Corporation, or subsidiaries of the foregoing. For the year ended March 31, 2023, the Helios Pool accounted for 94% of our total revenues. No other individual charterer accounted for more than 10%. Within the Helios Pool, two charterers represented more than 10% of net pool revenues—related party.
Ltd., and Astomos Energy Corporation, or subsidiaries of the foregoing. For the year ended March 31, 2024, the Helios Pool accounted for 95% of our total revenues. No other individual charterer accounted for more than 10%. Within the Helios Pool, one charterer represented more than 10% of net pool revenues—related party.
Net cash provided by operating activities for the year ended March 31, 2023 was $224.1 million compared with $118.7 million for the year ended March 31, 2022. The increase is primarily related to an increase in operating income.
Net cash provided by operating activities for the year ended March 31, 2024 was $388.4 million compared with $224.1 million for the year ended March 31, 2023. The increase is primarily related to an increase in operating income.
As of March 31, 2023, the outstanding balance of our long-term debt, net of deferred financing fees of $6.2 million, was $657.4 million including $53.1 million of principal on our long-term debt scheduled to be repaid during the year ending March 31, 2023. Operating expenses, including expenses to maintain the quality of our vessels in order to comply with international shipping standards and environmental laws and regulations, the funding of working capital requirements, long-term debt repayments, financing costs, and commitments for drydocking and scrubbers as described in Note 18 to our consolidated financial statements represent our short - term, medium - term and long - term liquidity needs as of March 31, 2023.
As of March 31, 2024, the outstanding balance of our long-term debt, net of deferred financing fees of $5.4 million, was $605.1 million including $53.5 million of principal on our long-term debt scheduled to be repaid during the year ending March 31, 2025. Operating expenses, including expenses to maintain the quality of our vessels in order to comply with international shipping standards and environmental laws and regulations, the funding of working capital requirements, long-term debt repayments, financing costs, and commitments, as described in Note 18 to our consolidated financial statements, to build a VLGC/AC and for drydocking and scrubbers, represent our short - term, medium - term and long - term 79 Table of Contents liquidity needs as of March 31, 2024.
We paid $99.7 million on June 2, 2022, with the remaining $0.6 million deferred until certain shares of restricted stock vest. On June 15, 2022, we paid $0.2 million of dividends that were deferred until the vesting of certain restricted stock. On August 3, 2022, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on August 15, 2022, totaling $40.3 million.
We paid $40.3 million on September 5, 2023, with the remaining $0.3 million deferred until certain shares of restricted stock vest. On August 5, 2023, we paid $0.7 million of dividends that were deferred until the vesting of certain restricted stock. On October 6, 2023, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on October 20, 2023.
Our other non-dual fuel vessels currently consume compliant fuels on board (0.5% sulfur), which are readily available globally, but at a significantly higher cost. We have entered into contracts to purchase scrubbers on an additional three of our ECO VLGCs and we have contractual commitments for scrubber purchases of $3.5 million as of March 31, 2023.
Our other non-dual fuel vessels currently consume compliant fuels on board (0.5% sulfur), which are readily available globally, but at a significantly higher cost. We have entered into contracts to commission scrubbers on an additional ECO VLGC and we have contractual commitments for scrubbers of $0.2 million as of March 31, 2024.
Net cash used in financing activities was $235.2 million for the year ended March 31, 2023, compared with net cash used in financing activities of $35.2 million for the year ended March 31, 2022.
Net cash used in financing activities was $219.7 million for the year ended March 31, 2024, compared with net cash used in financing activities of $235.2 million for the year ended March 31, 2023.
We paid $40.1 million on December 6, 2022 and the remaining $0.3 million is deferred until certain shares of restricted stock vest. On February 1, 2023, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on February 15, 2023, totaling $40.4 million.
We paid $40.1 million on May 22, 2023 and the remaining $0.3 million is deferred until certain shares of restricted stock vest. On June 15, 2023, we paid $0.4 million of dividends that were deferred until the vesting of certain restricted stock. On July 27, 2023, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on August 10, 2023, totaling $40.6 million.
As of May 25, 2023, twenty-three of our twenty-five VLGCs, including the four time chartered-in vessels, were employed in the Helios Pool, which includes time charters with a term of less than two years.
As of May 23, 2024, twenty-four of our twenty-five VLGCs, including the four time chartered-in vessels, were employed in the Helios Pool, which includes time charters with a term of less than two years unless otherwise agreed.
Net cash used in investing activities was $76.3 million for the year ended March 31, 2023, compared with net cash provided by investing activities of $68.8 million for the year ended March 31, 2022.
Net cash used in investing activities was $34.8 million for the year ended March 31, 2024, compared with net cash used in investing activities of $76.3 million for the year ended March 31, 2023.
GAAP financial measures and the reconciliations to those measures, provide meaningful supplemental information to assist investors and analysts in understanding our business results and assessing our prospects for future performance. Year ended Year ended Year ended (in U.S. dollars, except fleet data) March 31, 2023 March 31, 2022 March 31, 2021 Financial Data Adjusted EBITDA $ 271,386,648 $ 161,149,380 $ 188,555,935 Fleet Data (1) Calendar days 7,301 7,780 8,030 Time chartered-in days 791 579 740 Available days 8,053 8,201 8,505 Operating days 7,652 7,785 7,891 Fleet utilization 95.0 % 94.9 % 92.8 % Average Daily Results (1) Time charter equivalent rate $ 50,462 $ 34,669 $ 39,606 Daily vessel operating expenses $ 9,793 $ 9,538 $ 9,741 75 Table of Contents (1) Refer to “Important Financial and Operational Terms and Concepts” above for definitions of calendar days, time chartered-in days, available days, operating days, fleet utilization, and daily vessel operating expenses. Adjusted EBITDA Adjusted EBITDA is an unaudited non-U.S.
GAAP financial measures and the reconciliations to those measures, provide meaningful supplemental information to assist investors and analysts in understanding our business results and assessing our prospects for future performance. Year ended Year ended Year ended (in U.S. dollars, except fleet data) March 31, 2024 March 31, 2023 March 31, 2022 Financial Data Adjusted EBITDA $ 417,429,321 $ 271,386,648 $ 161,149,380 Fleet Data (1) Calendar days 7,686 7,301 7,780 Time chartered-in days 1,512 791 579 Available days 9,003 8,053 8,201 Operating days 8,457 7,652 7,785 Fleet utilization 93.9 % 95.0 % 94.9 % Average Daily Results (1) Time charter equivalent rate $ 65,986 $ 50,462 $ 34,669 Daily vessel operating expenses $ 10,469 $ 9,793 $ 9,538 (1) Refer to “Important Financial and Operational Terms and Concepts” above for definitions of calendar days, time chartered-in days, available days, operating days, fleet utilization, and daily vessel operating expenses. Adjusted EBITDA Adjusted EBITDA is an unaudited non-U.S.
We expect to finance the purchase price of any future acquisitions either through internally generated funds, public or private debt financings, public or private issuances of additional equity securities or a combination of these forms of financing. Cash Flows The following table summarizes our cash and cash equivalents provided by/(used in) operating, financing and investing activities for the periods presented: March 31, 2023 March 31, 2022 March 31, 2021 Net cash provided by operating activities $ 224,059,836 $ 118,695,170 $ 170,595,696 Net cash provided by/(used in) investing activities (76,341,190) 68,766,198 1,021,090 Net cash used in financing activities (235,232,008) (35,178,821) (174,484,467) Net increase/(decrease) in cash, cash equivalents, and restricted cash $ (87,963,264) $ 152,109,715 $ (2,661,928) Operating Cash Flows.
We expect to finance the purchase price of any future acquisitions either through internally generated funds, public or private debt financings, public or private issuances of additional equity securities or a combination of these forms of financing. Cash Flows The following table summarizes our cash and cash equivalents provided by/(used in) operating, financing and investing activities for the periods presented: March 31, 2024 March 31, 2023 March 31, 2022 Net cash provided by operating activities $ 388,446,808 $ 224,059,836 $ 118,695,170 Net cash provided by/(used in) investing activities (34,801,539) (76,341,190) 68,766,198 Net cash used in financing activities (219,719,362) (235,232,008) (35,178,821) Net increase/(decrease) in cash, cash equivalents, and restricted cash $ 133,710,119 $ (87,963,264) $ 152,109,715 Operating Cash Flows.
The increase is primarily attributable to increased average TCE rates and a slight increase in fleet utilization. Average TCE rates of $50,462 for the year ended March 31, 2023 increased $15,793 from $34,669 for the year ended March 31, 2022, primarily due to higher spot rates partially offset by higher bunker prices.
The increase is primarily attributable to increased average TCE rates and fleet size, partially offset by a slight decrease in fleet utilization. Average TCE rates of $65,986 for the year ended March 31, 2024 increased by $15,524 from $50,462 for the year ended March 31, 2023, primarily due to higher spot rates and lower bunker prices.
As of March 31, 2023, the outstanding balance of our long-term debt, excluding deferred financing fees, was $663.6 million. Unrealized Gain on Derivatives Unrealized gain on derivatives amounted to $2.8 million for the year ended March 31, 2023 compared to $11.1 million for the year ended March 31, 2022.
As of March 31, 2024, the outstanding balance of our long-term debt, excluding deferred financing fees, was $610.5 million. Unrealized Gain on Derivatives Unrealized gain on derivatives amounted to less than $0.1 million for the year ended March 31, 2024 compared to $2.8 million for the year ended March 31, 2023.
Adjusted EBITDA as presented below may not be computed consistently with similarly titled measures of other companies and, therefore, might not be comparable with other companies. The following table sets forth a reconciliation of net income to Adjusted EBITDA (unaudited) for the periods presented: Year ended Year ended Year ended (in U.S. dollars) March 31, 2023 March 31, 2022 March 31, 2021 Net income $ 172,443,930 $ 71,935,018 $ 92,564,653 Interest and finance costs 37,803,787 27,067,395 27,596,124 Unrealized gain on derivatives (2,766,065) (11,067,870) (7,202,880) Realized (gain)/loss on interest rate swaps (3,771,522) 3,450,443 3,779,363 Stock-based compensation expense 4,280,387 3,332,279 3,356,199 Depreciation and amortization 63,396,131 66,432,115 68,462,476 Adjusted EBITDA $ 271,386,648 $ 161,149,380 $ 188,555,935 Time charter equivalent rate Time charter equivalent rate, or TCE rate, is a non-U.S.
Adjusted EBITDA as presented below may not be computed consistently with similarly titled measures of other companies and, therefore, might not be comparable with other companies. The following table sets forth a reconciliation of net income to Adjusted EBITDA (unaudited) for the periods presented: Year ended (in U.S. dollars) March 31, 2024 March 31, 2023 March 31, 2022 Net income $ 307,446,913 $ 172,443,930 $ 71,935,018 Interest and finance costs 40,480,428 37,803,787 27,067,395 Unrealized gain on derivatives (5,665) (2,766,065) (11,067,870) Realized (gain)/loss on interest rate swaps (7,493,246) (3,771,522) 3,450,443 Stock-based compensation expense 8,334,838 4,280,387 3,332,279 Depreciation and amortization 68,666,053 63,396,131 66,432,115 Adjusted EBITDA $ 417,429,321 $ 271,386,648 $ 161,149,380 Time charter equivalent rate Time charter equivalent rate, or TCE rate, is a non-U.S.
Pools, in return, typically negotiate charters with customers primarily in the spot market.
Pools, in 70 Table of Contents return, typically negotiate charters with customers primarily in the spot market.
LPG is typically transported under a time charter arrangement, with terms ranging up to seven years.
LPG is frequently transported under a time charter arrangement, with terms ranging from one to seven years.
See Note 10 to our consolidated financial statements included herein for a discussion of our 2022 Common Share Repurchase Authority. On May 4, 2022, we announced that our Board of Directors declared an irregular cash dividend of $2.50 per share of our common stock to all shareholders of record as of the close of business on May 16, 2022, totaling $100.3 million.
See Note 11 to our consolidated financial statements included herein for a discussion of our 2022 Common Share Repurchase Authority. On April 26, 2023, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on May 8, 2023, totaling $40.4 million.
The increase in interest on our long-term debt was driven by an increase in average interest rates due to rising SOFR on our floating-rate long-term debt, and an increase in average indebtedness, excluding deferred financing fees, from $609.0 million for the year ended March 31, 2022 to $649.0 million for the year ended 74 Table of Contents March 31, 2023.
The increase in interest on our long-term debt was driven by an increase in average interest rates due to rising SOFR on our floating-rate long-term debt, partially offset by a decrease in average indebtedness, excluding deferred financing fees, from $649.0 million for the year ended March 31, 2023 to $639.9 million for the year ended March 31, 2024.
We paid $40.1 million on February 28, 2023 and the remaining $0.3 million is deferred until certain shares of restricted stock vest. On April 26, 2023, we announced that our Board of Directors has declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on May 8, 2023, totaling $40.4 million.
We paid $40.3 million on November 2, 2023 with the remaining $0.3 million deferred until certain shares of restricted stock vest. On January 24, 2024, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on February 5, 2024.
The increase of $10.7 million during the year ended March 31, 2023 was driven by increases of $11.3 million in interest incurred on our long-term debt and $0.8 million in loan expenses. This was partially offset by an increase of $1.1 million in capitalized interest and a decrease of $0.3 million in amortization of financing costs.
The increase of $2.7 million during the year ended March 31, 2024 was driven by increases of $6.6 million in interest incurred on our long-term debt and a decrease of $1.4 million in capitalized interest, partially offset by decreases of $4.4 million in amortization of financing costs and $0.9 in loan expenses and bank charges.
The $8.3 million difference is primarily attributable to reductions in notional amounts and an unfavorable change in forward SOFR yield curves (forward LIBOR curves in the prior period). Realized Gain/(Loss) on Derivatives Realized gain on derivatives was $3.8 million for the year ended March 31, 2023, compared to a realized loss of $3.5 million for the year ended March 31, 2022.
The $2.8 million difference is primarily attributable to changes in forward SOFR yield curves and reductions in notional amounts. Realized Gain on Derivatives Realized gain on derivatives was $7.5 million for the year ended March 31, 2024, compared to $3.8 million for the year ended March 31, 2023.
Gain on disposal of vessels amounted to $7.3 million for the year ended March 31, 2022 and was attributable to the sales of Captain Markos NL and Captain Nicholas ML. Results of Operations For The Year Ended March 31, 2022 As Compared To The Year Ended March 31, 2021 For a discussion of the year ended March 31, 2022 compared to the year ended March 31, 2021, please refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended March 31, 2022. Operating Statistics and Reconciliation of GAAP to non-GAAP Financial Measures To supplement our financial statements presented in accordance with U.S.GAAP, we present certain operating statistics and non-GAAP financial measures to assist in the evaluation of our business performance.
The favorable $3.7 million difference is largely due to an increase in floating SOFR resulting in the realized gain on our interest rate swaps. Results of Operations For The Year Ended March 31, 2023 As Compared To The Year Ended March 31, 2022 For a discussion of the year ended March 31, 2023 compared to the year ended March 31, 2022, please refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended March 31, 2023. Operating Statistics and Reconciliation of GAAP to non-GAAP Financial Measures To supplement our financial statements presented in accordance with U.S.GAAP, we present certain operating statistics and non-GAAP financial measures to assist in the evaluation of our business performance.
We paid $40.1 million on May 22, 2023 and the remaining $0.3 million is deferred until certain shares of restricted stock vest. Vessel Deployment—Spot Voyages, Time Charters, COAs, and Pooling Arrangements We seek to employ our vessels in a manner that maximizes fleet utilization and earnings upside through our chartering strategy in line with our goal of maximizing shareholder value and returning capital to shareholders when appropriate, taking into account fluctuations in freight rates in the market and our own views on the direction of those rates in the future.
The dividend is payable on or about May 30, 2024 to all shareholders of record as of the close of business on May 8, 2024. Vessel Deployment—Spot Voyages, Time Charters, COAs, and Pooling Arrangements We seek to employ our vessels in a manner that maximizes fleet utilization and earnings upside through our chartering strategy in line with our goal of maximizing shareholder value and returning capital to shareholders when appropriate, taking into account fluctuations in freight rates in the market and our own views on the direction of those rates in the future.
As of March 31, 2023, we had cash and cash equivalents of $148.8 million and non-current restricted cash of $0.1 million. Our primary sources of capital during the year ended March 31, 2023 were $224.1 million in cash generated from operations and $29.9 million in net proceeds from the refinancing of Cougar.
As of March 31, 2024, we had cash and cash equivalents of $282.5 million and non-current restricted cash of $0.1 million. Our primary sources of capital during the year ended March 31, 2024 were $388.4 million in cash generated from operations.
Calendar days are an indicator of the size of the fleet over a period and affect both the amount of revenues and the amount of expenses that are recorded during that period. 68 Table of Contents Time Chartered-in Days.
Calendar days are an indicator of the size of the fleet over a period and affect both the amount of revenues and the amount of expenses that are recorded during that period. Time Chartered-in Days. We define time chartered-in days as the aggregate number of days in a period during which we time chartered-in vessels from third parties.
Our method of calculating TCE rate is to divide revenue net of voyage expenses by operating days for the relevant time period, which may not be calculated the same by other companies. 76 Table of Contents The following table sets forth a reconciliation of revenues to TCE rate (unaudited) for the periods presented: (in U.S. dollars, except operating days) Year ended Year ended Year ended Numerator: March 31, 2023 March 31, 2022 March 31, 2021 Revenues $ 389,749,215 $ 274,221,448 $ 315,938,812 Voyage expenses (3,611,452) (4,324,712) (3,409,650) Time charter equivalent $ 386,137,763 $ 269,896,736 $ 312,529,162 Pool adjustment* (514,015) (2,978) 5,579,857 Time charter equivalent excluding pool adjustment* $ 385,623,748 $ 269,893,758 $ 318,109,019 Denominator: Operating days 7,652 7,785 7,891 TCE rate: Time charter equivalent rate $ 50,462 $ 34,669 $ 39,606 TCE rate excluding pool adjustment* $ 50,395 $ 34,668 $ 40,313 * Adjusted for the effects of reallocations of pool profits in accordance with the pool participation agreements as a result of the actual speed and consumption performance of the vessels operating in the Helios Pool exceeding the originally estimated speed and consumption levels. We determine operating days for each vessel based on the underlying vessel employment, including our vessels in the Helios Pool, or the Company Methodology.
The following table sets forth a reconciliation of revenues to TCE rate (unaudited) for the periods presented: (in U.S. dollars, except operating days) Year ended Year ended Year ended Numerator: March 31, 2024 March 31, 2023 March 31, 2022 Revenues $ 560,717,436 $ 389,749,215 $ 274,221,448 Voyage expenses (2,674,179) (3,611,452) (4,324,712) Time charter equivalent $ 558,043,257 $ 386,137,763 $ 269,896,736 Pool adjustment* 1,416,187 (514,015) (2,978) Time charter equivalent excluding pool adjustment* $ 559,459,444 $ 385,623,748 $ 269,893,758 Denominator: Operating days 8,457 7,652 7,785 TCE rate: Time charter equivalent rate $ 65,986 $ 50,462 $ 34,669 TCE rate excluding pool adjustment* $ 66,153 $ 50,395 $ 34,668 * Adjusted for the effects of reallocations of pool profits in accordance with the pool participation agreements as a result of the actual speed and consumption performance of the vessels operating in the Helios Pool exceeding the originally estimated speed and consumption levels. We determine operating days for each vessel based on the underlying vessel employment, including our vessels in the Helios Pool, or the Company Methodology.
No impairment charges were recognized for the years ended March 31, 2023, 2022 and 2021. The amount, if any, and timing of any impairment charges we may recognize in the future will depend upon the then current and expected future charter rates and vessel values, which may differ materially from those used in our estimates as of March 31, 2023, 2022 and 2021. 71 Table of Contents The table set forth below indicates the carrying value of each commercially and technically-managed vessel in our fleet as of March 31, 2023 and 2022 at which times none of the vessels listed in the table below was being held for sale: Date of Capacity Year Acquisition/ Purchase Price/ Carrying value at Carrying value at Vessels (Cbm) Built Delivery Original Cost March 31, 2023 (1) March 31, 2022 (2) Captain John NP 82,000 2007 7/29/2013 64,955,636 36,877,876 40,322,640 Comet 84,000 2014 7/25/2014 75,276,432 55,569,951 58,662,563 Corsair 84,000 2014 9/26/2014 80,906,292 59,732,692 63,099,862 Corvette 84,000 2015 1/2/2015 84,262,500 60,797,725 64,056,780 Cougar 84,000 2015 6/15/2015 80,427,640 58,141,111 61,232,767 Concorde 84,000 2015 6/24/2015 81,168,031 60,229,695 61,594,838 Cobra 84,000 2015 6/26/2015 80,467,667 58,303,794 61,405,078 Continental 84,000 2015 7/23/2015 80,487,197 58,740,786 61,231,113 Constitution 84,000 2015 8/20/2015 80,517,226 61,749,813 65,002,816 Commodore 84,000 2015 8/28/2015 80,468,889 58,823,308 61,895,270 Cresques 84,000 2015 9/1/2015 82,960,176 63,422,959 66,747,081 Constellation 84,000 2015 9/30/2015 78,649,026 60,476,385 63,516,945 Clermont 84,000 2015 10/13/2015 80,530,199 62,632,616 65,936,680 Cheyenne 84,000 2015 10/22/2015 80,503,271 61,958,761 65,128,970 Cratis 84,000 2015 10/30/2015 83,186,333 63,978,931 67,288,784 Commander 84,000 2015 11/5/2015 78,056,729 61,150,118 64,364,497 Chaparral 84,000 2015 11/20/2015 80,516,187 59,233,063 62,302,458 Copernicus 84,000 2015 11/25/2015 83,333,085 64,344,201 67,670,583 Challenger 84,000 2015 12/11/2015 80,576,863 60,305,474 62,805,187 Caravelle 84,000 2016 2/25/2016 81,119,450 60,996,102 63,635,778 Captain Markos 84,000 2023 3/31/2023 84,830,545 84,830,545 1,762,000 $ 1,683,199,374 $ 1,272,295,906 $ 1,247,900,690 (1) Carrying value for purposes of evaluating our vessels for impairment includes the carrying value of the vessel and unamortized deferred charges related to drydocking of the vessel.
The table set forth below indicates the carrying value of each commercially and technically managed vessel in our fleet as of March 31, 2024 and 2023 at which times none of the vessels listed in the table below was being held for sale: Date of Capacity Year Acquisition/ Purchase Price/ Carrying value at Carrying value at Vessels (Cbm) Built Delivery Original Cost March 31, 2024 (1) March 31, 2023 (2) Captain John NP 82,000 2007 7/29/2013 64,955,636 34,845,414 36,877,876 Comet 84,000 2014 7/25/2014 75,276,432 52,533,021 55,569,951 Corsair 84,000 2014 9/26/2014 80,906,292 56,419,451 59,732,692 Corvette 84,000 2015 1/2/2015 84,262,500 57,476,184 60,797,725 Cougar 84,000 2015 6/15/2015 80,427,640 55,040,985 58,141,111 Concorde 84,000 2015 6/24/2015 81,168,031 56,973,175 60,229,695 Cobra 84,000 2015 6/26/2015 80,467,667 55,194,014 58,303,794 Continental 84,000 2015 7/23/2015 80,487,197 56,893,425 58,740,786 Constitution 84,000 2015 8/20/2015 80,517,226 58,487,898 61,749,813 Commodore 84,000 2015 8/28/2015 80,468,889 55,742,930 58,823,308 Cresques 84,000 2015 9/1/2015 82,960,176 60,089,729 63,422,959 Constellation 84,000 2015 9/30/2015 78,649,026 59,052,993 60,476,385 Clermont 84,000 2015 10/13/2015 80,530,199 59,319,500 62,632,616 Cheyenne 84,000 2015 10/22/2015 80,503,271 58,663,899 61,958,761 Cratis 84,000 2015 10/30/2015 83,186,333 60,660,009 63,978,931 Commander 84,000 2015 11/5/2015 78,056,729 58,026,855 61,150,118 Chaparral 84,000 2015 11/20/2015 80,516,187 58,034,099 59,233,063 Copernicus 84,000 2015 11/25/2015 83,333,085 61,008,706 64,344,201 Challenger 84,000 2015 12/11/2015 80,576,863 62,066,325 60,305,474 Caravelle 84,000 2016 2/25/2016 81,119,450 62,754,986 60,996,102 Captain Markos 84,000 2023 3/31/2023 84,830,545 81,848,713 84,830,545 1,762,000 $ 1,683,199,374 $ 1,221,132,311 $ 1,272,295,906 (1) Carrying value for purposes of evaluating our vessels for impairment includes the carrying value of the vessel and unamortized deferred charges related to drydocking of the vessel.
Compensation expense for employees is measured at the grant date based on the estimated fair value of the awards and is recognized over the vesting period and for nonemployees is re-measured at the end of each reporting period based on the estimated fair value of the awards on that date and is recognized over the vesting period. Critical Accounting Estimates We prepare our consolidated financial statements in accordance with U.S.
Stock-based compensation expense for officers, directors and employees is measured at the grant date stock price (or, if a market 73 Table of Contents condition is attached to the award, at the estimated fair value of the award on grant date) and is recognized over the vesting period. Critical Accounting Estimates We prepare our consolidated financial statements in accordance with U.S.
The increase of $6.9 million, or 42.6%, was mainly caused by an increase in time chartered-in days from 579 for the year ended March 31, 2022 to 791 for the year ended March 31, 2023 and an increase in average time charter in expense per day from $28,093 for the year ended March 31, 2022 to $29,323 per day for the year ended March 31, 2023. Vessel Operating Expenses Vessel operating expenses were $71.5 million during the year ended March 31, 2023, or $9,793 per vessel per calendar day, which is calculated by dividing vessel operating expenses by calendar days for the relevant time period for the vessels that were in our fleet.
The increase of $20.5 million, or 88.3%, was mainly caused by an increase in time chartered-in days from 791 for the year ended March 31, 2023 to 1,512 for the year ended March 31, 2024, partially offset by a slight decline in time charter hire expense per day. Vessel Operating Expenses Vessel operating expenses were $80.5 million during the year ended March 31, 2024, or $10,469 per vessel per calendar day, which is calculated by dividing vessel operating expenses by calendar days for the relevant time period for the technically managed vessels that were in our fleet.
For the year ended March 31, 2022, net cash used in financing activities consisted of repayments of long-term debt of $230.3 million, dividends paid of $80.1 million, repurchase of common stock of $21.4 million, and payments of financing costs of $1.7 million, partially offset by $298.3 million of proceeds from long-term debt borrowings.
For the year ended March 31, 2024, net cash used in financing activities consisted of dividends paid of $162.3 million, repayments of long-term debt of $53.1 million, repurchases of common stock of $3.9 million, and financing costs paid totaling $0.4 million.
For the year ended March 31, 2022, net cash provided by investing activities was comprised of $90.5 million in proceeds from disposal of VLGCs Captain Markos NL and Captain Nicholas ML , and $3.7 million in proceeds from the sale of investment securities, partially offset by $23.2 million in payments for vessels under construction and vessel capital expenditures and $2.3 million in purchases of investment securities.
For the year ended March 31, 2024, net cash used in investing activities was comprised of $32.9 million in payments for a vessel under construction and vessel capital expenditures, and $6.0 million in purchases of investment securities, partially offset by $4.0 million in proceeds from the sale of investment securities.
We anticipate satisfying our liquidity needs for at least the next twelve months with cash on hand and cash from operations. We may also seek additional liquidity through alternative sources of debt financings and/or through equity financings by way of private or public offerings.
We may also seek additional liquidity through alternative sources of debt financings and/or through equity financings by way of private or public offerings.
We paid $40.1 million on September 2, 2022 and the remaining $0.2 million is deferred until certain shares of restricted stock vest. On August 5, 2022, we paid $0.4 million of dividends that were deferred until the vesting of certain restricted stock. On October 27, 2022, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per share of the Company’s common stock to all shareholders of record as of the close of business on November 7, 2022, totaling $40.4 million.
We paid $40.3 million on February 27, 2024 with the remaining $0.3 million deferred until certain shares of restricted stock vest. On April 25, 2024, we announced that our Board of Directors has declared an irregular cash dividend of $1.00 per share of the Company’s common stock totaling $40.6 million.
Drydocking of vessels occurs every five years unless an extension is granted by the classification society to seven and one-half years and the vessel is not older than 20 years of age. Intermediate surveys are performed every two and one-half years after the first special survey. Drydocking each vessel takes approximately 10 to 20 days.
Ltd. in the third calendar quarter of 2026. We are generally required to complete a special survey for a vessel once every five years. Drydocking of vessels occurs every five years unless an extension is granted by the classification society to seven and one-half years and the vessel is not older than 15 years of age.
The average price of very low sulfur fuel oil (expressed as U.S. dollars per metric ton) from Singapore and Fujairah increased from $609 during the year ended March 31, 2022, to $773 during the year ended March 31, 2023.Our fleet utilization increased from 94.9% during the year ended March 31, 2022 to 95.0% during the year ended March 31, 2023. Charter Hire Expenses Charter hire expenses for the vessels chartered in from third parties were $23.2 million for the year ended March 31, 2023 compared to $16.3 million for the year ended March 31, 2022.
The average price of very low sulfur fuel oil (expressed as U.S. dollars per metric ton) from Singapore and Fujairah decreased from $773 during the year ended March 31, 2023, to $623 during the year ended March 31, 2024.
This was a decrease of $2.7 million, or 3.6%, from $74.2 million, or $9,538 per vessel per calendar day, for the year ended March 31, 2022.
This was an increase of $9.0 million, or 12.5%, from $71.5 million, or $9,793 per vessel per calendar day, for the year ended March 31, 2023.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

7 edited+0 added0 removed15 unchanged
Biggest changeOur debt agreement currently contains interest rates that fluctuate with SOFR. We have entered into interest rate swap agreements to hedge a majority of our exposure to fluctuations of interest rate risk associated with our 2022 Debt Facility.
Biggest changeOur 2023 A&R Debt Facility currently contains interest rates that fluctuate with SOFR. We have entered into interest rate swap agreements to hedge a majority of our exposure to fluctuations of interest rate risk associated with our 2023 A&R Debt Facility.
If this shortage were to continue or worsen, it may impair our ability to operate and could have an adverse effect on our business, financial condition and operating results. Inflationary pressures on bunker (fuel and oil) costs could have a material effect on our future operations 81 Table of Contents if the number of vessels employed on voyage charters increases.
If this shortage were to continue or worsen, it may impair our ability to operate and could have an adverse effect on our business, financial condition and operating results. Inflationary pressures on bunker (fuel and oil) costs could have a material effect on our future operations if the number of vessels employed on voyage charters increases.
For the year ended March 31, 2023, 25% of our expenses (excluding depreciation and amortization, interest and finance costs and gain/loss on derivatives), were in currencies other than the U.S. dollar, and as a result we expect the foreign exchange risk associated with these operating expenses to be immaterial.
For the year ended March 31, 2024, 27% of our expenses (excluding depreciation and amortization, interest and finance costs and gain/loss on derivatives), were in currencies other than the U.S. dollar, and as a result we expect the foreign exchange risk associated with these operating expenses to be immaterial.
Risk Factors—Changes in fuel, or bunker, prices may adversely affect profits.” Although inflation has had a moderate impact on our vessel operating expenses, insurance and corporate overheads, management does not consider inflation to be a significant risk to direct costs in the current and foreseeable economic environment.
Risk Factors—Changes in fuel, or bunker, prices may adversely affect profits.” 83 Table of Contents Although inflation has had a moderate impact on our vessel operating expenses, insurance and corporate overheads, management does not consider inflation to be a significant risk to direct costs in the current and foreseeable economic environment.
For the 12 months following March 31, 2023, a hypothetical increase or decrease of 20 basis points in the underlying SOFR rates would result in an increase or decrease of our interest expense on our unhedged interest-bearing debt by $0.3 million assuming all other variables are held constant.
For the 12 months following March 31, 2024, a hypothetical increase or decrease of 20 basis points in the underlying SOFR rates would result in an increase or decrease of our interest expense on our unhedged interest-bearing debt by $0.1 million assuming all other variables are held constant.
As of March 31, 2023, we had no outstanding FFA positions.
As of March 31, 2024, we had no outstanding FFA positions.
We have hedged $183.5 million of amortizing principal as of March 31, 2023 and thus increasing interest rates could adversely impact our future earnings.
We have hedged $164.0 million of amortizing principal as of March 31, 2024 and thus increasing interest rates could adversely impact our future earnings.

Other LPG 10-K year-over-year comparisons