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What changed in DORIAN LPG LTD.'s 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of DORIAN LPG LTD.'s 2024 and 2025 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 2025 report.

+432 added−459 removedSource: 10-K (2025-05-29) vs 10-K (2024-05-29)

Top changes in DORIAN LPG LTD.'s 2025 10-K

432 paragraphs added · 459 removed · 361 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

243 edited+48 added−71 removed443 unchanged
Biggest changeDue 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 and forward freight agreements, which can result in higher than market interest rates, lower than market freight 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 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 30 Table of Contents of our other shareholders. ● United States tax authorities could treat us as a “passive foreign investment company.” ● Changes in tax laws and unanticipated tax liabilities, including if we have to pay tax on United States source shipping income, could materially and adversely affect the taxes we pay, results of operations and financial results. ​ 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. ● The IMO 2020 regulations have and may continue to cause us to incur substantial costs and to procure low-sulfur fuel oil directly on the wholesale market for storage at sea and onward consumption on our vessels. ● New environmental regulations stipulated by the International Maritime Organization could lead to additional costs. ● 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, including as a result of the ongoing conflicts in Ukraine and the Middle East, and global public health concerns, which may interfere with the operation of our vessels. ● 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. ​ 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 may have paid irregular dividends in the past, there can be no assurance that we will or will be able to pay any dividends in the future.
Biggest changeDue 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 and forward freight agreements, which can result in higher than market interest rates, lower than market freight 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 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. 30 Table of Contents ● 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.” ● Changes in tax laws and unanticipated tax liabilities, including if we have to pay tax on United States source shipping income, could materially and adversely affect the taxes we pay, results of operations and financial results. ​ Risks Relating to Our Industry ​ ● The cyclical nature of seaborne LPG transportation may lead to significant changes in charter rates, vessel availability 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. ● An increase in trade protectionism, including the imposition of tariffs, trade embargoes or other economic sanctions, as well as any escalation of trade tensions resulting in a “trade war,” could have a material adverse impact on our industry and, in turn, could cause a material adverse impact on our results of operations, financial condition and cash flows. ● We are subject to a number of environmental laws, regulations and restrictions, which could require significant expenditures and adversely affect our financial conditions and results of operations. ● 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. ● 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. ● 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. ● Our operations outside the United States expose us to global risks, such as political instability, terrorism, war, international hostilities, including as a result of the ongoing conflicts in Ukraine and the Middle East, and global public health concerns, which may interfere with the operation of our vessels. ● 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. ​ 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 may have paid irregular dividends in the past, there can be no assurance that we will or will be able to pay any dividends in the future.
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.
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-in dual fuel Panamax size VLGCs; and one time chartered-in ECO Panamax VLGC.
Additional amendments, which came into force on June 1, 2022, include (1) addition of a definition of dosage rate, (2) additions to the list of high consequence dangerous goods, (3) new provisions for medical/clinical waste, (4) addition of various ISO standards for gas cylinders, (5) a new handling code, and (6) changes to stowage and segregation provisions.
Additional amendments, which came into force on June 1, 2022, include (1) addition of a definition of dosage rate, (2) additions to the list of high consequence dangerous goods, (3) provisions for medical/clinical waste, (4) addition of various ISO standards for gas cylinders, (5) a new handling code, and (6) changes to stowage and segregation provisions.
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.
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).
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 $2,300 gross ton or $19,943,400).
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.
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 ​ 22 Table of Contents 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.
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.
It is expected that any sale of a vessel by us will be considered to occur outside of the United States. ​ 24 Table of Contents 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.
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.
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. 27 Table of Contents ​ 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.
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.
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; ​ 28 Table of Contents ● 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.
A reduction in or elimination of dividends could cause investors in our common shares to incur substantial losses. 31 Table of Contents ● 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 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.
A reduction in or elimination of dividends could cause investors in our common shares to 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. 31 Table of Contents ● 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.
Similarly, this concentration of share ownership may adversely affect the trading price of our shares because investors may perceive disadvantages in owning shares in a company with concentrated ownership. ​ United States tax authorities could treat us as a “passive foreign investment company,” which could have adverse United States federal income tax consequences to United States holders. ​ A foreign corporation will be treated as a PFIC for United States federal income tax purposes if either (1) at least 75% of its gross income for any taxable year consists of “passive income” or (2) at least 50% of the average value of the corporation’s assets produce or are held for the production of “passive income.” For purposes of these tests, “passive income” generally includes dividends, interest, and gains from the sale or exchange of investment property and rents and royalties other than rents and royalties which are received from unrelated parties in connection with the active conduct of a trade or business.
Similarly, this concentration of share ownership may adversely affect the trading price of our shares because investors may perceive disadvantages in owning shares in a company with concentrated ownership. ​ United States tax authorities could treat us as a “passive foreign investment company,” or PFIC, which could have adverse United States federal income tax consequences to United States holders. ​ A foreign corporation will be treated as a PFIC for United States federal income tax purposes if either (1) at least 75% of its gross income for any taxable year consists of “passive income” or (2) at least 50% of the average value of the corporation’s assets produce or are held for the production of “passive income.” For purposes of these tests, “passive income” generally includes dividends, interest, and gains from the sale or exchange of investment property and rents and royalties other than rents and royalties which are received from unrelated parties in connection with the active conduct of a trade or business.
The LPG shipping market historically has been stronger in the spring and summer months in anticipation of increased consumption of propane and butane for heating during the winter months. In addition, unpredictable weather patterns in these months tend to disrupt vessel scheduling and the supply of certain commodities.
The LPG shipping market historically has been stronger in the spring and summer months in anticipation of increased consumption of propane and butane for heating during the winter months. In addition, unpredictable weather patterns in these months tend to disrupt vessel scheduling and the supply of certain commodities.
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.
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.
The discussion below is based, in part, on the description of our business as described in this report and assumes that we conduct our business as described herein. ​ United States Federal Income Taxation of Operating Income: In General ​ Unless we qualify for an exemption from United States federal income taxation under the rules of Section 883 of the Code, or Section 883, as discussed below, a foreign corporation such as the Company will be subject to United States federal income taxation on its “shipping income” that is treated as derived from sources within the United States, to which we refer as “United States source shipping income.” For United States federal income tax purposes, "United States source shipping income" includes 50% of shipping income that is attributable to transportation that begins or ends, but that does not both begin and end, in the United States. ​ Shipping income attributable to transportation exclusively between non-United States ports will be considered to be 100% derived from sources entirely outside the United States.
The discussion below is based, in part, on the description of our business as described in this Annual Report and assumes that we conduct our business as described herein. ​ United States Federal Income Taxation of Operating Income: In General ​ Unless we qualify for an exemption from United States federal income taxation under the rules of Section 883 of the Code, or Section 883, as discussed below, a foreign corporation such as the Company will be subject to United States federal income taxation on its “shipping income” that is treated as derived from sources within the United States, to which we refer as “United States source shipping income.” For United States federal income tax purposes, "United States source shipping income" includes 50% of shipping income that is attributable to transportation that begins or ends, but that does not both begin and end, in the United States. ​ Shipping income attributable to transportation exclusively between non-United States ports will be considered to be 100% derived from sources entirely outside the United States.
Taxation—United States Federal Income Tax Considerations—United States Federal Income Taxation of United States Holders” for a more comprehensive discussion of the United States federal income tax consequences to United States shareholders if we are treated as a PFIC. ​ We may have to pay tax on United States source shipping income, which would reduce our earnings. ​ Under the Code, 50% of the gross shipping income of a corporation that owns or charters vessels, as we and our subsidiaries do, that is attributable to transportation that begins or ends, but that does not both begin and end, in the United States may be subject to a 4%, or an effective 2%, United States federal income tax without allowance for deduction, unless that corporation qualifies for exemption from tax under Section 883 of the Code and the applicable Treasury Regulations promulgated thereunder. ​ We believe that we qualify, and we expect to qualify, for exemption under Section 883 for our taxable year ended March 31, 2024 and our subsequent taxable years and we intend to take this position for United States federal income tax return reporting purposes.
Taxation—United States Federal Income Tax Considerations—United States Federal Income Taxation of United States Holders” for a more comprehensive discussion of the United States federal income tax consequences to United States shareholders if we are treated as a PFIC. ​ We may have to pay tax on United States source shipping income, which would reduce our earnings. ​ Under the Code, 50% of the gross shipping income of a corporation that owns or charters vessels, as we and our subsidiaries do, that is attributable to transportation that begins or ends, but that does not both begin and end, in the United States may be subject to a 4%, or an effective 2%, United States federal income tax without allowance for deduction, unless that corporation qualifies for exemption from tax under Section 883 of the Code and the applicable Treasury Regulations promulgated thereunder. ​ We believe that we qualify, and we expect to qualify, for exemption under Section 883 for our taxable year ended March 31, 2025 and our subsequent taxable years and we intend to take this position for United States federal income tax return reporting purposes.
Amendments which took effect on January 1, 2020 also reflect the latest material from the UN Recommendations on the Transport of Dangerous Goods, including (1) new provisions regarding IMO type 9 tank, (2) new abbreviations for segregation groups, and (3) special provisions for carriage of lithium batteries and of vehicles powered by flammable liquid or gas.
Amendments which took effect on January 1, 2020 also reflect the latest material from the UN Recommendations on the Transport of Dangerous Goods, including (1) provisions regarding IMO type 9 tank, (2) abbreviations for segregation groups, and (3) special provisions for carriage of lithium batteries and of vehicles powered by flammable liquid or gas.
If global economic conditions continue to worsen, or if capital markets related financing is rendered less accessible or made unavailable to the shipping industry or if lenders for any reason decide not to provide debt financing to us, we may, among other things not be able to secure additional financing to the extent required, on acceptable terms or at all.
If global economic conditions worsen, or if capital markets related financing is rendered less accessible or made unavailable to the shipping industry or if lenders for any reason decide not to provide debt financing to us, we may, among other things, not be able to secure additional financing to the extent required, on acceptable terms or at all.
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.
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.
The ISM Code requires the party with operational control of a vessel to develop an extensive safety management system that includes, among other things, the adoption of a safety and environmental protection policy setting forth instructions and procedures for operating its vessels safely and describing procedures for responding to emergencies.
The ISM Code requires the party with operational control of a vessel to develop an extensive safety management system that includes, among other things, the adoption of a safety and environmental protection policy setting forth instructions and procedures for operating its vessels safely and for responding to emergencies.
The ISM Code requires ship owners and bareboat charterers to develop and maintain an extensive “Safety Management System” that includes, among other things, the adoption of a safety and environmental protection policy setting forth instructions and procedures for safe operation and describing procedures for dealing with emergencies.
The ISM Code requires ship owners and bareboat charterers to develop and maintain an extensive “Safety Management System” that includes, among other things, the adoption of a safety and environmental protection policy setting forth instructions and procedures for safe operation and for dealing with emergencies.
As a result, our shareholders should not assume that courts in the countries in which we or our subsidiaries are incorporated or where our assets or the assets of our subsidiaries are located (1) would enforce judgments of United States courts obtained in actions against us or our subsidiaries based upon the civil liability provisions of applicable United States federal and state securities laws or (2) would enforce, in original actions, liabilities against us or our subsidiaries based upon these laws. ​ 62 Table of Contents Our organizational documents contain anti - takeover provisions. ​ Several provisions of our articles of incorporation and our bylaws could make it difficult for our shareholders to change the composition of our board of directors in any one year, preventing them from changing the composition of management.
As a result, our shareholders should not assume that courts in the countries in which we or our subsidiaries are incorporated or where our assets or the assets of our subsidiaries are located (1) would enforce judgments of United States courts obtained in actions against us or our subsidiaries based upon the civil liability provisions of applicable United States 59 Table of Contents federal and state securities laws or (2) would enforce, in original actions, liabilities against us or our subsidiaries based upon these laws. ​ Our organizational documents contain anti - takeover provisions. ​ Several provisions of our articles of incorporation and our bylaws could make it difficult for our shareholders to change the composition of our board of directors in any one year, preventing them from changing the composition of management.
The market price for our common shares may be influenced by many factors, including the following: ​ ● investor reaction to our business strategy; ​ ● our continued compliance with the listing standards of the NYSE; ​ ● regulatory or legal developments in the United States and other countries, especially changes in laws or regulations applicable to our industry; ​ ● variations in our financial results or those of companies that are perceived to be similar to us; ​ ● our ability or inability to raise additional capital and the terms on which we raise it; ​ ● declines in the market prices of stocks generally; ​ ● trading volume of our common shares; ​ ● sales of our common shares by us or our stockholders; ​ ● general economic, industry and market conditions; and ​ ● other events or factors, including those resulting from such events, or the prospect of such events, including war, terrorism and other international conflicts, public health issues including health epidemics or pandemics, adverse weather and climate conditions could disrupt our operations or result in political or economic instability. ​ These broad market and industry factors may seriously harm the market price of our common shares, regardless of our operating performance, and may be inconsistent with any improvements in actual or expected operating performance, financial condition or other indicators of value.
The market price for our common shares may be influenced by many factors, including the following: ​ ● investor reaction to our business strategy; ​ ● our continued compliance with the listing standards of the NYSE; ​ ● regulatory or legal developments in the United States and other countries, especially changes in laws or regulations applicable to our industry; ​ ● variations in our financial results or those of companies that are perceived to be similar to us; ​ ● our ability or inability to raise additional capital and the terms on which we raise it; ​ ● declines in the market prices of stocks generally; ​ ● trading volume of our common shares; ​ ● sales of our common shares by us or our stockholders; ​ 56 Table of Contents ● general economic, industry and market conditions; and ​ ● other events or factors, including those resulting from such events, or the prospect of such events, including war, terrorism and other international conflicts, public health issues including health epidemics or pandemics, adverse weather and climate conditions could disrupt our operations or result in political or economic instability. ​ These broad market and industry factors may seriously harm the market price of our common shares, regardless of our operating performance, and may be inconsistent with any improvements in actual or expected operating performance, financial condition or other indicators of value.
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.
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, 2025. ​ 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, 2025 or subsequent taxable years, and we intend to take such position for our United States federal income tax reporting purposes.
There can be no assurance that such restrictions will not adversely affect the 2023 A&R Debt Facility or the 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, 2024, we were in compliance with the financial and other covenants contained in the 2023 A&R Debt Facility and the BALCAP Facility.
There can be no assurance that such restrictions will not adversely affect the 2023 A&R Debt Facility or the 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, 2025, we were in compliance with the financial and other covenants contained in the 2023 A&R Debt Facility and the BALCAP Facility.
For example, a future serious incident, such as the April 2010 Deepwater Horizon oil spill in the Gulf of Mexico, may result in new regulatory initiatives. ​ The operation of our vessels is affected by the requirements set forth in the ISM Code.
For example, a future serious incident, such as the April 2010 Deepwater Horizon oil spill in the Gulf of Mexico, may result in new regulatory initiatives. ​ The operation of our vessels is also affected by the requirements set forth in the ISM Code.
For purposes of these tests, income derived from the performance of services generally does not constitute “passive income.” United States shareholders of a PFIC are subject to an adverse United States federal income tax regime with respect to the income derived by the PFIC, the distributions they receive from the PFIC and the gain, if any, they derive from the sale or other disposition of their shares in the PFIC. ​ Whether we will be treated as a PFIC for our taxable year ended March 31, 2024 and subsequent taxable years will depend upon the nature and extent of our operations.
For purposes of these tests, income derived from the performance of services generally does not constitute “passive income.” United States shareholders of a PFIC are subject to an adverse United States federal income tax regime with respect to the income derived by the PFIC, the distributions they receive from the PFIC and the gain, if any, they derive from the sale or other disposition of their shares in the PFIC. ​ Whether we will be treated as a PFIC for our taxable year ended March 31, 2025 and subsequent taxable years will depend upon the nature and extent of our operations.
Our Nominating and Corporate Governance Committee monitors progress of ESG efforts and together with management ensures integrity of reporting. The Company’s executive leadership team, led by our Chief Executive Officer, President and Chairman of the Board of Directors, Mr. John C.
Our Nominating and Corporate Governance Committee monitors the progress of efforts and together with management ensures integrity of reporting. The Company’s executive leadership team, led by our Chief Executive Officer, President and Chairman of the Board of Directors, Mr. John C.
When the market values of our vessels are low, we may incur a loss on sale of a vessel or record an impairment charge, which may adversely affect our earnings and possibly lead to defaults under our loan agreements or under future loan agreements we may enter into. ​ 45 Table of Contents Vessel values are both cyclical and volatile, and may fluctuate due to a number of different factors, including general economic and market conditions affecting the shipping industry; sophistication and condition of the vessels; types and sizes of vessels; competition from other shipping companies; the availability of other modes of transportation; increases in the supply of vessel capacity; charter rates; the cost and delivery of newbuildings; governmental or other regulations; supply of and demand for LPG; prevailing freight rates; and the need to upgrade secondhand and previously owned vessels as a result of charterer requirements, technological advances in vessel design, equipment propulsion, overall vessel efficiency, or otherwise.
When the market values of our vessels are low, we may incur a loss on sale of a vessel or record an impairment charge, which may adversely affect our earnings and possibly lead to defaults under our loan agreements or under future loan agreements we may enter into. ​ Vessel values are both cyclical and volatile, and may fluctuate due to a number of different factors, including general economic and market conditions affecting the shipping industry; sophistication and condition of the vessels; types and sizes of vessels; competition from other shipping companies; the availability of other modes of transportation; increases in the supply of vessel capacity; charter rates; the cost and delivery of newbuildings; governmental or other regulations; supply of and demand for LPG; prevailing freight rates; and the need to upgrade secondhand and previously owned vessels as a result of charterer requirements, technological advances in vessel design, equipment propulsion, overall vessel efficiency, or otherwise.
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. ​ On November 24, 2023 we entered into an agreement for a newbuilding VLGC/AC, which is expected to be delivered in the third calendar quarter of 2026.
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. ​ On November 24, 2023 we entered into an agreement for a newbuilding VLGC/AC, which is expected to be delivered in the second calendar quarter of 2026.
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.
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, 2025, 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.
In connection with the 2023 A&R Debt Facility, the margin applicable to certain new facilities (the “New Facilities”) may be adjusted by up to ten (10) basis points (upwards or downwards) per annum for changes in the average efficiency ratio 47 Table of Contents (“AER”) (which weighs carbon emissions for a voyage against the design deadweight of a vessel and the distance travelled on such voyage) for the vessels in our fleet that are owned or technically managed pursuant to a bareboat charter. ​ Additionally, certain investors and lenders may exclude fossil fuel transport companies, such as us, from their investing portfolios altogether due to environmental, social and governance factors.
In connection with the 2023 A&R Debt Facility, the margin applicable to certain new facilities (the “New Facilities”) may be adjusted by up to ten (10) basis points (upwards or downwards) per annum for changes in the average efficiency ratio (“AER”) (which weighs carbon emissions for a voyage against the design deadweight of a vessel and the distance travelled on such voyage) for the vessels in our fleet that are owned or technically managed pursuant to a bareboat charter. ​ Additionally, certain investors and lenders may exclude fossil fuel transport companies, such as us, from their investing portfolios altogether due to environmental, social and governance factors.
In addition, as we continue to grow the volume of transactions in our businesses, our existing IT systems infrastructure, applications and related functionality may be unable to effectively support a larger scale operation, which can cause the information being processed to be unreliable and impact our decision-making or damage our reputation with customers. ​ Despite our efforts to ensure the integrity of our systems and prevent future cybersecurity attacks, it is possible that our business, financial and other systems could be compromised, especially because such attacks can originate from a wide variety of sources including persons involved in organized crime or associated with external service providers.
In addition, as we continue to grow the volume of transactions in our businesses, our existing IT systems infrastructure, applications and related functionality may be unable to effectively support a larger scale operation, which can cause the information being processed to be unreliable and impact our decision-making or damage our reputation with customers. ​ 55 Table of Contents Despite our efforts to ensure the integrity of our systems and prevent future cybersecurity attacks, it is possible that our business, financial and other systems could be compromised, especially because such attacks can originate from a wide variety of sources including persons involved in organized crime or associated with external service providers.
On November 24, 2023, we entered into an agreement for a newbuilding Very Large Gas Carrier / Ammonia Carrier (“VLGC/AC”), with a cargo carrying capacity of 93,000 cbm that can transport LPG or ammonia and is expected to be delivered from Hanwha Ocean Co. Ltd. in the third calendar quarter of 2026.
On November 24, 2023, we entered into an agreement for a newbuilding Very Large Gas Carrier / Ammonia Carrier (“VLGC/AC”), with a cargo carrying capacity of 93,000 cbm that can transport LPG or ammonia and is expected to be delivered from Hanwha Ocean Co. Ltd. in the second calendar quarter of 2026.
We intend to promptly notify our shareholders if we determine we are a PFIC for any taxable year. ​ Taxation of United States Holders Making a Timely QEF Election ​ If a United States Holder makes a timely QEF election, which United States Holder we refer to as an “Electing Holder,” the Electing Holder must report for United States federal income tax purposes its pro rata share of our ordinary earnings and net capital gain, if any, for each of our taxable years during which we are a PFIC that ends with or within the taxable year of the Electing Holder, regardless of whether distributions were received from us by the Electing Holder.
We intend to promptly notify our shareholders if we determine we are a PFIC for any taxable year. ​ Taxation of United States Holders Making a Timely QEF Election ​ If a United States Holder makes a timely QEF election, which United States Holder we refer to as an “Electing Holder,” the Electing Holder must report for United States federal income tax purposes its pro rata share of our ordinary 26 Table of Contents earnings and net capital gain, if any, for each of our taxable years during which we are a PFIC that ends with or within the taxable year of the Electing Holder, regardless of whether distributions were received from us by the Electing Holder.
Any reserves set aside for vessel replacement will not be available for the payment of dividends to shareholders. ​ If we purchase secondhand vessels, we may be exposed to increased costs which could adversely affect our earnings. ​ We may acquire secondhand vessels in the future, and while we rigorously inspect previously owned or secondhand vessels prior to purchase, that inspection does not provide us with the same knowledge about their condition and cost of any required (or anticipated) repairs that we would have had if these vessels had been built for and operated exclusively by us.
Any reserves set aside for vessel replacement will not be available for the payment of dividends to shareholders. ​ 40 Table of Contents If we purchase secondhand vessels, we may be exposed to increased costs which could adversely affect our earnings. ​ We may acquire secondhand vessels in the future, and while we rigorously inspect previously owned or secondhand vessels prior to purchase, that inspection does not provide us with the same knowledge about their condition and cost of any required (or anticipated) repairs that we would have had if these vessels had been built for and operated exclusively by us.
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.
At MEPC 70, 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.
Violations of the price cap policy or the risk that information, documentation, or attestations provided by parties in the supply chain are later determined to be false may pose additional risks adversely affecting our business. ​ Further hostilities in or closure of major waterways in the Middle East, Black Sea, or South China Sea region could adversely affect the availability of and demand for crude oil and petroleum products, as well as LPG, and negatively affect our investment and our customers' investment decisions over an extended period of time.
Violations of the petroleum services prohibition or the price cap policy, including the risk that information, documentation, or attestations provided by parties in the supply chain are later determined to be false, may pose additional risks adversely affecting our business. ​ Further hostilities in or closure of major waterways in the Middle East, Black Sea, or South China Sea region could adversely affect the availability of and demand for crude oil and petroleum products, as well as LPG, and negatively affect our investment and our customers' investment decisions over an extended period of time.
See Note 11 to our consolidated financial statements included herein for a discussion of our common share repurchase authorities. ​ 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. ​ We are a holding company and our subsidiaries conduct all of our operations and own all of our operating assets.
See Note 12 to our consolidated financial statements included herein for a discussion of our common share repurchase authorities. ​ 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. ​ We are a holding company and our subsidiaries conduct all of our operations and own all of our operating assets.
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: ​ ● location of the vessel; ​ ● attractiveness of the contractual terms of the voyage charter agreement; and ​ ● competitiveness of the charter rate offered. ​ 33 Table of Contents 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 operators).
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: ​ ● location of the vessel; ​ ● attractiveness of the contractual terms of the voyage charter agreement; and ​ ● competitiveness of the charter rate offered. ​ 33 Table of Contents VLGCs 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 operators).
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 for the year ended March 31, 2024. We expect that a material portion of our revenues will continue to be derived from a limited number of customers.
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 for the year ended March 31, 2025. We expect that a material portion of our revenues will continue to be derived from a limited number of customers.
The 2010 HNS Convention will enter into force 18 months after the date on which it is ratified by at least twelve States, four of which must each have a merchant have a merchant shipping fleet of no less than 2 million units of gross tonnage, and having received during the preceding calendar year a total quantity of at least 40 million tons of cargo that would be contributing to the general account.
The 2010 HNS Convention will enter into force 18 months after the date on which it is ratified by at least twelve States, four of which must each have a merchant shipping fleet of no less than 2 million units of gross tonnage, and having received during the preceding calendar year a total quantity of at least 40 million tons of cargo that would be contributing to the general 9 Table of Contents account.
As of March 31, 2024, we had no FFAs in our portfolio. ​ 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. ​ We generate all of our revenues in U.S. dollars and the majority of our expenses are also in U.S. dollars.
As of March 31, 2025, we had no FFAs in our portfolio. ​ 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. ​ We generate all of our revenues in U.S. dollars and the majority of our expenses are also in U.S. dollars.
We are also required by various governmental and quasi-governmental agencies to obtain permits, licenses, certificates and financial assurances with respect to our corporate and ships’ operations. These permits, licenses, certificates and financial assurances 51 Table of Contents may be issued or renewed with terms that could materially and adversely affect our operations.
We are also required by various governmental and quasi-governmental agencies to obtain permits, licenses, certificates and financial 46 Table of Contents assurances with respect to our corporate and ships’ operations. These permits, licenses, certificates and financial assurances may be issued or renewed with terms that could materially and adversely affect our operations.
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.
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.
A secondhand vessel may also have conditions or defects that we were not aware of when we bought the vessel and which may require us to incur costly repairs to the vessel. These repairs may require us to put a vessel into drydock, which would reduce our fleet utilization and increase our operating costs.
A secondhand vessel may also have conditions or defects that we were not aware of when we bought the vessel and which may require us to incur costly repairs to the vessel. These repairs may require us to put a vessel into drydock, which would reduce our fleet availability and increase our operating costs.
If we determine that such sanctions or embargoes require us to terminate existing or future contracts to which we or our subsidiaries are party or if we are found to be in violation of such applicable sanctions or embargoes, we could face monetary fines, we may suffer reputational harm and our results of operations may be adversely affected. ​ As a result of the armed conflict between Russia and Ukraine and Israel and Hamas, the United States, EU and United Kingdom, together with numerous other jurisdictions, have imposed significant sanctions, which may adversely affect our ability to operate in such regions and also restrict parties whose cargo our vessels may carry.
If we determine that such sanctions or embargoes require us to terminate existing or future contracts to which we or our subsidiaries are party or if we are found to be in violation of such applicable sanctions or embargoes, we could face monetary fines, penalties, or other sanctions, as well as suffer reputational harm, and our results of operations may be adversely affected. ​ As a result of the armed conflict between Russia and Ukraine and Israel and Hamas, the United States, EU and United Kingdom, together with numerous other countries, have imposed significant sanctions, which may adversely affect our ability to operate in such regions and also restrict parties whose cargo our vessels may carry.
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.
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.
In addition, although we intend to conduct our affairs in a manner to avoid being classified as a PFIC with respect to any taxable year, we cannot assure you that the nature of our operations will not change in the future. ​ For any taxable year in which we are, or were to be treated as, a PFIC, United States shareholders would face adverse United States federal income tax consequences.
In addition, although we intend to conduct our affairs in a manner to avoid being classified as a PFIC with respect to any taxable year, we cannot assure you that the nature of our operations will not change in the future. 41 Table of Contents ​ For any taxable year in which we are, or were to be treated as, a PFIC, United States shareholders would face adverse United States federal income tax consequences.
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. 50 Table of Contents Future technological innovation could reduce our charter hire income and the value of our vessels. ​ The charter hire rates and the value and operational life of a vessel are determined by a number of factors including the vessel's efficiency, operational flexibility and physical life.
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. ​ Future technological innovation could reduce our charter hire income and the value of our vessels. ​ The charter hire rates and the value and operational life of a vessel are determined by a number of factors including the vessel's efficiency, operational flexibility and physical life.
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.
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 23 Table of Contents 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, 2025 and we also expect to continue to do so for our subsequent taxable years.
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.
In late 2022, 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.
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, 2024, the Helios Pool accounted for 95% of our total revenues.
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, 2025, the Helios Pool accounted for 97% of our total revenues.
In that case, they may face conflicts between their own interests and their obligations to us. ​ We cannot provide assurance that our directors and officers will not be influenced by their interests in or affiliation with other shipping companies, or our competitors, and seek to cause us to take courses of action that might involve risks to our other shareholders or adversely affect us or our shareholders.
In that case, they may face conflicts between their own interests and their obligations to us. 39 Table of Contents ​ We cannot provide assurance that our directors and officers will not be influenced by their interests in or affiliation with other shipping companies, or our competitors, and seek to cause us to take courses of action that might involve risks to our other shareholders or adversely affect us or our shareholders.
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.
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 Energy Transfer Partners, 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.
It is possible that these guidelines, if adopted in jurisdictions in which we operate including the global minimum corporate tax rate measure of 15%, could increase the burden and costs of our tax compliance, the amount of taxes we incur in those jurisdictions and our global effective tax rate, which could have a material adverse impact on our results of operations and financial results. ​ 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. ​ Historically, the LPG shipping market has been cyclical with attendant volatility in profitability, charter rates and vessel values.
It is possible that these guidelines, if adopted in jurisdictions in which we operate including the global minimum corporate tax rate measure of 15%, could increase the burden and costs of our tax compliance, the 42 Table of Contents amount of taxes we incur in those jurisdictions and our global effective tax rate, which could have a material adverse impact on our results of operations and financial results. ​ Risks Relating to Our Industry ​ The cyclical nature of seaborne LPG transportation may lead to significant changes in charter rates, vessel availability and vessel values, which may adversely affect our revenues, profitability and financial condition. ​ Historically, the LPG shipping market has been cyclical with attendant volatility in profitability, charter rates and vessel values.
You are encouraged to consult your own tax advisors concerning the overall tax consequences arising in your own particular situation under United States federal, state, local or non-United States law of the ownership of common shares. ​ Marshall Islands Tax Considerations ​ In the opinion of Seward & Kissel LLP, the following are the material Marshall Islands tax consequences of our activities to us and of our common shares to our shareholders.
You are encouraged to consult your own tax advisors concerning the overall tax consequences arising in your own particular situation under United States federal, state, local or non-United States law of the ownership of common shares. 21 Table of Contents ​ Marshall Islands Tax Considerations ​ In the opinion of Seward & Kissel LLP, the following are the material Marshall Islands tax consequences of our activities to us and of our common shares to our shareholders.
The delivery of the VLGC/AC will give us the opportunity to carry full cargoes of LPG or ammonia. ​ The expansion of our fleet, through our investment in the VLGC/AC or otherwise in the future, may impose significant additional responsibilities on our management and staff, including the management and staff of our in-house commercial and technical managers, and may necessitate that we increase the number of our personnel.
The delivery of the VLGC/AC will give us the opportunity to carry full cargoes of LPG or ammonia. 38 Table of Contents ​ The expansion of our fleet, through our investment in the VLGC/AC or otherwise in the future, may impose significant additional responsibilities on our management and staff, including the management and staff of our in-house commercial and technical managers, and may necessitate that we increase the number of our personnel.
These hazards may result in death or injury to persons, loss of revenues or property, environmental damage, higher insurance rates, damage to our customer relationships, market disruptions, delay or rerouting, any of which may also subject us to litigation. As a result, we could be exposed to substantial liabilities not recoverable under our insurances.
These hazards may result in death or injury to persons, loss of revenues or property, environmental damage, higher insurance rates, damage to our customer relationships, market disruptions, delay or rerouting, any of which may also subject us to litigation. As a result, we could be exposed to 52 Table of Contents substantial liabilities not recoverable under our insurances.
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.
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, 2025, 2024 and 2023 approximately 97%, 95% and 94% of our revenues, respectively, were generated through the Helios Pool as net pool revenues—related party.
As a member of these P&I clubs, we are – in addition to the annual premiums (called “advanced calls”) - subject to potential additional premiums (called “supplemental calls”), based on each club’s over-all claims record, as well as – due to the mutual reinsurance arrangement between the clubs - the claims record of the other members of the P&I clubs comprising the International Group.
As a member of these P&I clubs, we are – in addition to the annual premiums (called “advanced calls”) - subject to potential additional premiums (called “supplemental calls”), based on each club’s over-all claims record, as well as – due to the mutual reinsurance arrangement between the clubs - the 6 Table of Contents claims record of the other members of the P&I clubs comprising the International Group.
The report includes information on how we monitor, manage and perform on material ESG issues in the face of increasing expectations and regulations. Our ESG Report may be found on our website at www.dorianlpg.com.
The report includes information on how we monitor, manage and perform on material environmental issues in the face of increasing expectations and regulations and may be found on our website at www.dorianlpg.com.
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.
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 or other substances, and other related costs, including wreck removal.
Compliance with the Maritime EU ETS will result in additional compliance and administration costs to properly incorporate the provisions of the Directive into our business routines. Additional EU regulations which are part of the EU’s "Fit-for-55," could also affect our financial position in terms of compliance and administration costs when they take effect.
Compliance with the Maritime EU ETS or the FuelEU Maritime regulation will result in additional compliance and administration costs to properly incorporate the provisions of the Directive into our business routines. Additional EU regulations which are part of the EU’s "Fit-for-55," could also affect our financial position in terms of compliance and administration costs when they take effect.
Also, there may be a high degree of variability from period to period in the amount of cash that is available for the payment of dividends. ​ We may incur expenses or liabilities or be subject to other circumstances in the future that reduce or eliminate the amount of cash that we have available for distribution as dividends, including as a result of the risks described herein.
Also, 57 Table of Contents there may be a high degree of variability from period to period in the amount of cash that is available for the payment of dividends. ​ We may incur expenses or liabilities or be subject to other circumstances in the future that reduce or eliminate the amount of cash that we have available for distribution as dividends, including as a result of the risks described herein.
Any future litigation may have an adverse effect on our business, financial 55 Table of Contents position, results of operations and our ability to pay dividends, because of potential negative outcomes, the costs associated with prosecuting or defending such lawsuits, and the diversion of management's attention to these matters.
Any future litigation may have an adverse effect on our business, financial position, results of operations and our ability to pay dividends, because of potential negative outcomes, the costs associated with prosecuting or defending such lawsuits, and the diversion of management's attention to these matters.
Sales or the possibility of sales of substantial amounts of our common shares by any of our major shareholders could adversely affect the market price of our common shares. ​ ​ 61 Table of Contents We are incorporated in the Republic of the Marshall Islands, which does not have a well - developed body of corporate law. ​ We are incorporated in the Republic of the Marshall Islands, which does not have a well-developed body of corporate or case law.
Sales or the possibility of sales of substantial amounts of our common shares by any of our major shareholders could adversely affect the market price of our common shares. ​ We are incorporated in the Republic of the Marshall Islands, which does not have a well - developed body of corporate law. ​ We are incorporated in the Republic of the Marshall Islands, which does not have a well-developed body of corporate or case law.
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.
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. These amendments entered into force on May 1, 2024.
Our issuance of additional shares would have the following effects: our existing shareholders' proportionate ownership interest in us will decrease; the amount of cash available for dividends payable per share may decrease; the relative voting strength of each previously outstanding share may be diminished; and the market price of our shares may decline. ​ A future sale of shares by major shareholders may reduce the share price. ​ As of the date of this report and based on information contained in documents publicly filed by John C.
Our issuance of additional shares would have the following effects: our existing shareholders' proportionate ownership interest in us will decrease; the amount of cash available for dividends payable per share may decrease; the 58 Table of Contents relative voting strength of each previously outstanding share may be diminished; and the market price of our shares may decline. ​ A future sale of common shares by our major shareholders may reduce the share price. ​ As of the date of this Annual Report and based on information contained in documents publicly filed by John C.
If such activities result in a sanctions violation, we could be subject to monetary fines, penalties, or other sanctions, and our reputation and the market for our common shares could be adversely affected. ​ The laws and regulations imposed by the United States and other governmental jurisdictions vary in their application, and do not all apply to the same covered persons or proscribe the same activities.
If such activities result in a sanctions violation, we could be subject to monetary fines, penalties, or other sanctions, and our reputation and the market for our common shares could be adversely affected. ​ Applicable sanctions laws and regulations imposed by the United States and other governmental jurisdictions vary in their application, and by jurisdiction, as they do not all apply to the same covered persons or proscribe the same activities.
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.
See Note 10 to our consolidated financial statements. ​ (5) “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. ​ (6) “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. ​ (7) Vessel has a Panamax beam and is currently time chartered-in to our fleet with an expiration during the first calendar quarter of 2026. ​ (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.
To implement certain portions of the MTSA, the USCG issued regulations requiring the implementation of certain security requirements aboard vessels operating in waters subject to the jurisdiction of the United States and at certain ports and facilities, some of which are regulated by the EPA.
To implement certain portions of the MTSA, the USCG issued regulations requiring the implementation of certain security 20 Table of Contents requirements aboard vessels operating in waters subject to the jurisdiction of the United States and at certain ports and facilities, some of which are regulated by the EPA.
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.
The information included on or accessible through our website is not incorporated by reference into this annual report on Form 10-K (this “Annual Report”). ​ Dorian’s sustainability and corporate responsibility strategies, risks and initiatives are overseen by our board of directors (the “Board of Directors”), which includes independent members and experts in shipping matters.
MEPC 77 adopted a non-binding resolution which urges Member States and ship operators to voluntarily use distillate or other cleaner alternative fuels or methods of propulsion that are safe for ships and could contribute to the reduction of Black Carbon emissions from ships when operating in or near the Arctic.
That same year, MEPC also adopted a non-binding resolution which urges Member States and ship operators to voluntarily use distillate or other cleaner alternative fuels or methods of propulsion that are safe for ships and could contribute to the reduction of Black Carbon emissions from ships when operating in or near the Arctic.
An exception exists to permit such services when the price of the seaborne Russian oil does not exceed the relevant price cap; but implementation of this price exception relies on a recordkeeping and attestation process that allows each party in the supply chain of seaborne Russian oil to demonstrate or confirm that oil has been purchased at or below the price cap.
An exception exists to permit such services when the prices of the seaborne Russian oil does not exceed the relevant price caps; but implementation of this price exception relies on a recordkeeping and attestation process that requires each party in the supply chain of seaborne Russian oil to demonstrate or confirm that oil has been purchased at or below the price cap.
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.
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.
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.
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.
Unless otherwise indicated, all references to "U.S. dollars," "USD," and "$" in this report are to the lawful currency of the United States of America and references to "Norwegian Krone" and "NOK" are to the lawful currency of Norway. ​ Overview ​ Dorian was incorporated on July 1, 2013 under the laws of the Republic of the Marshall Islands, is headquartered in the United States and is engaged in the transportation of LPG.
Unless otherwise indicated, all references to "U.S. dollars," "USD," and "$" in this report are to the lawful currency of the United States of America. ​ Overview ​ Dorian was incorporated on July 1, 2013 under the laws of the Republic of the Marshall Islands, is headquartered in the United States and is engaged in the transportation of LPG.
Based in part on these evaluations, we create and implement a program of continual maintenance and improvement for our vessels and their systems. ​ 5 Table of Contents Safety, Management of Ship Operations and Administration ​ Safety is our top operational priority.
Based in part on these evaluations, we create and implement a program of continual maintenance and improvement for our vessels and their systems. ​ Safety, Management of Ship Operations and Administration ​ Safety is our top operational priority.
Effective January 1, 2018, the IMDG Code includes (1) updates to the provisions for radioactive material, reflecting the latest provisions from the International Atomic Energy Agency, (2) new marking, packing and classification requirements for dangerous goods and (3) new mandatory training requirements.
Effective January 1, 2018, the IMDG Code includes (1) provisions for radioactive material, reflecting the latest provisions from the International Atomic Energy Agency, (2) marking, packing and classification requirements for dangerous goods and (3) mandatory training requirements.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeITEM 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.
Biggest changeITEM 1A. RISK FACTORS ​ 30 ITEM 1B. UNRESOLVED STAFF COMMENTS ​ 60 ITEM 1C. CYBERSECURITY ​ 60 ITEM 2. PROPERTIES ​ 61 ITEM 3. LEGAL PROCEEDINGS ​ 62 ITEM 4. MINE SAFETY DISCLOSURES ​ 62 ​ ​ ​ ​ PART II. ​ ​ ​ ​ ​ ​ ​ ITEM 5.
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.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES ​ 63 ITEM 6. RESERVED ​ 65 ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ​ 66 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK ​ 81 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA ​ 82 ITEM 9.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE ​ 84 ITEM 9A. CONTROLS AND PROCEDURES ​ 84 ITEM 9B. OTHER INFORMATION ​ 85
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE ​ 82 ITEM 9A. CONTROLS AND PROCEDURES ​ 82 ITEM 9B. OTHER INFORMATION ​ 83

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThe processes outlined above have also been integrated into our overall risk management strategy. ​ For the year ended March 31, 2024 and through the date of this Annual Report, we are not aware of any material risks from cybersecurity threats that have materially affected or are reasonably likely to materially affect the Company, including our business strategy, results of operations or financial condition.
Biggest changeThese policies are developed and periodically reviewed by our IT department. The processes outlined above have also been integrated into our overall risk management strategy. ​ We are not aware of any material risks from cybersecurity threats that have materially affected or are reasonably likely to materially affect the Company, including our business strategy, results of operations or financial condition.
Our processes for assessing, identifying and managing material risks from cybersecurity threats include, but are not limited to: ​ ● cybersecurity processes designed in accordance with international standards guidelines including the National Institute of Standards and Technology (NIST) Core Framework, ISO/IEC 27001, ISO/IEC 27002, the Tanker Management Self-Assessment (TMSA) 13 Elements, BIMCO, IMO Guidelines and International Ship and Port Facility Security (ISPS) Code, ISA/IEC 62443 for industrial Operational Technology, IACS UR E26/27, and OCIMF SIRE 2.0; ​ ● system protection mechanisms such as access procedures, antivirus programs, endpoint detection & response, maintaining a firewall and antispam, anti-phishing and email filtering processes; ​ ● implementation of internal policies and procedures, including an Information Security and Acceptable Use Policy, Information Security Management System Policy, Cyber Incident Response Procedures and Cyber Security Assessments on Policies and Procedures, to manage cybersecurity risk, implement incident reporting procedures 63 Table of Contents and cybersecurity threat responses and regularly assess and monitor the Company’s cybersecurity measures; ​ ● periodic vulnerability assessment and penetration testing on shore and on vessels to review our cybersecurity weaknesses, using either internal competencies or external firms; ​ ● a multi-vendor approach to reduce the risk of the compromise of a major cybersecurity vendor; ​ ● periodic cybersecurity awareness training for both ship and shore personnel; and ​ ● use of external cybersecurity vendors and threat detection and intelligence services to assist with incidence response and handling. ​ We also have processes to oversee and identify cybersecurity risks from cybersecurity threats associated with our use of suppliers, vendors, third-party service providers and IT support companies.
Our processes for assessing, identifying and managing material risks from cybersecurity threats include, but are not limited to: ​ ● cybersecurity processes designed in accordance with international standards guidelines including the National Institute of Standards and Technology (NIST) Core Framework, ISO/IEC 27001, ISO/IEC 27002, the Tanker Management Self-Assessment (TMSA) 13 Elements, BIMCO, IMO Guidelines and International Ship and Port Facility Security (ISPS) Code, ISA/IEC 62443 for industrial Operational Technology, IACS UR E26/27, and OCIMF SIRE 2.0; ​ ● system protection mechanisms such as access procedures, antivirus programs, endpoint detection & response, maintaining a firewall and antispam, anti-phishing and email filtering processes; ​ ● implementation of internal policies and procedures, including an Information Security and Acceptable Use Policy, Information Security Management System Policy, Cyber Incident Response Procedures and Cyber Security Assessments on Policies and Procedures, to manage cybersecurity risk, implement incident reporting procedures and cybersecurity threat responses and regularly assess and monitor the Company’s cybersecurity measures; ​ ● periodic vulnerability assessment and penetration testing on shore and on vessels to review our cybersecurity 60 Table of Contents weaknesses, using either internal competencies or external firms; ​ ● a multi-vendor approach to reduce the risk of the compromise of a major cybersecurity vendor; ​ ● periodic cybersecurity awareness training for both ship and shore personnel; and ​ ● use of external cybersecurity vendors and threat detection and intelligence services to assist with incidence response and handling. ​ We also have processes to oversee and identify cybersecurity risks from cybersecurity threats associated with our use of suppliers, vendors, third-party service providers and IT support companies.
The quarterly reports also include changes to cybersecurity processes, products and third-party service providers, third-party cybersecurity risk reviews, and regulatory changes. ​ 64 Table of Contents ​
The quarterly reports also include changes to cybersecurity processes, products and third-party service providers, third-party cybersecurity risk reviews, and regulatory changes. ​ ​
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These policies are developed and periodically reviewed by our IT department.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeOur principal corporate office locations are leased at 27 Signal Road, Stamford, Connecticut, 06902, USA; Overgaden Oven Vandet 62A, 3 rd Floor, 1415 Copenhagen, Denmark; and 24 Poseidonos Avenue, 17674, Kallithea, Greece. ​ ​
Biggest changeOur principal corporate office locations are leased at 27 Signal Road, Stamford, Connecticut, 06902, USA; Overgaden Oven Vandet 62A, 3 rd Floor, 1415 Copenhagen, Denmark; and 24 Poseidonos Avenue, 17674, Kallithea, Greece. ​ 61 Table of Contents ​

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeBusiness—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).
Biggest changeBusiness—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, 2025: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 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, 2025 ​ — ​ $ — ​ — ​ $ 98,226,993 February 1 to 28, 2025 ​ 40,000 ​ ​ 25.34 ​ 40,000 ​ ​ 97,213,429 March 1 to 31, 2025 ​ 46,500 ​ ​ 21.37 ​ 46,500 ​ ​ 96,219,942 Total ​ 86,500 ​ $ 23.20 ​ 86,500 ​ $ 96,219,942 ​ Purchases of our common shares during the quarterly period ended March 31, 2025 represent share repurchases under our 2022 Common Share Repurchase Program.
The stock price performance included in this graph is not necessarily indicative of future stock price performance. ​ The Dorian Peer Group Index is a self-constructed peer group that consists of the following direct competitors on a line-of-business basis: BWLPG, NVGS and Avance.
The stock price performance included in this graph is not necessarily indicative of future stock price performance. ​ The Dorian Peer Group Index is a self-constructed peer group that consists of the following direct competitors on a line-of-business basis: BWLPG, and NVGS.
All declarations of dividends are subject to the determination and discretion of the Company’s Board of Directors based on its consideration of various factors, including the Company’s results of operations, financial condition, level of indebtedness, anticipated capital requirements, contractual restrictions, restrictions in its debt agreements, restrictions under applicable law, its business prospects and other factors that the Company’s Board of Directors may deem relevant. ​ Equity Compensation Plans ​ Information about the securities authorized for issuance under our equity compensation plan is set forth under “Item 12.
All declarations of dividends are subject to the determination and discretion of our Board of Directors based on its consideration of various factors, including our results of operations, financial condition, level of indebtedness, anticipated capital requirements, contractual restrictions, restrictions in our debt agreements, restrictions under applicable law, our business prospects and other factors that our Board of Directors may deem relevant. 63 Table of Contents ​ Equity Compensation Plans ​ Information about the securities authorized for issuance under our equity compensation plan is set forth under “Item 12.
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.
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, 2025, we had 375 registered holders of our common shares, including Cede & Co., the nominee for the Depository Trust Company.
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.
For the purposes of the below comparison, the cumulative total returns for BWLPG were converted into U.S. dollars based on the relevant NOK to USD exchange rate prevailing on the dates listed below. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 3/31/20 ​ 3/31/21 ​ 3/31/22 ​ 3/31/23 ​ 3/31/24 ​ 3/31/25 Dorian LPG Ltd.
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.
See Note 12 to our consolidated financial statements included herein for a discussion of our 2022 Common Share Repurchase Authority. ​ Dividends ​ On April 25, 2024, 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, 2024, totaling $40.6 million.
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 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, 2020 to March 31, 2025.
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 $42.6 million on August 21, 2024, with the remaining $0.2 million deferred until certain shares of restricted stock vest. ​ On August 5, 2024, we paid $1.1 million of dividends that had been deferred until the vesting of certain restricted stock. ​ On October 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 November 5, 2024, totaling $42.8 million.
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.
The dividend is payable on or about May 30, 2025 to all shareholders of record as of the close of business on May 16, 2025. ​ These were irregular dividends.
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.
We paid $40.4 million on May 29, 2024, with the remaining $0.2 million deferred until certain shares of restricted stock vest. ​ On July 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 August 8, 2024, totaling $42.8 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.
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 May 23, 2025, our total purchases under the 2022 Common Share Repurchase Authority totaled 261,500 shares for an aggregate consideration of $5.6 million.
We 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.
We paid $29.8 million on February 27, 2025 , with the remaining $0.2 million deferred until certain shares of restricted stock vest. ​ On May 2, 2025, we announced that our Board of Directors has declared an irregular cash dividend of $0.50 per share of the Company’s common stock totaling $21.3 million.
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.
NVGS’s common stock trades on the New York Stock Exchange, while the common stock of BWLPG is traded on the Oslo Stock Exchange in NOK and, since April 2024, the New York Stock Exchange.
("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. ​
("LPG") ​ 100.00 ​ 150.75 ​ 193.15 ​ 362.21 ​ 805.83 ​ 524.84 Russell 2000 Index ("RTY Index") ​ 100.00 ​ 194.82 ​ 183.48 ​ 162.14 ​ 194.02 ​ 186.21 Peer Index ​ 100.00 ​ 236.20 ​ 286.75 ​ 347.40 ​ 558.98 ​ 593.49 NOK to USD exchange conversion rate ​ 10.4848 ​ 8.5259 ​ 8.7643 ​ 10.4495 ​ 10.8184 ​ 10.5181 ​ 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. ​
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 $42.6 million on November 22, 2024, with the remaining $0.2 million deferred until certain shares of restricted stock vest. ​ On January 24, 2025, we announced that our Board of Directors declared an irregular cash dividend of $0.70 per share of the Company’s common stock totaling $30.0 million.
Added
For more information, see “Item 5 – Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities – Common Share Repurchase Authority” above. 64 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).

Item 7. Management's Discussion & Analysis

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

89 edited+22 added−21 removed65 unchanged
Biggest changeThe 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.
Biggest changeAccordingly, no undiscounted cash flow tests were required to be performed for any of our vessels, and, as a result, this is not considered a critical accounting estimate and no impairment charges were recognized for each years ended March 31, 2025, 2024 and 2023. ​ 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, 2025, 2024 and 2023. ​ 72 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, 2025 and 2024 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, 2025 (1) ​ March 31, 2024 (2) Captain John NP 82,000 2007 7/29/2013 ​ 64,955,636 ​ 30,885,062 ​ 34,845,414 ​ Comet 84,000 2014 7/25/2014 ​ 75,276,432 ​ 52,106,715 ​ 52,533,021 ​ Corsair 84,000 2014 9/26/2014 ​ 80,906,292 ​ 54,489,492 ​ 56,419,451 ​ Corvette 84,000 2015 1/2/2015 ​ 84,262,500 ​ 56,625,716 ​ 57,476,184 ​ Cougar ​ 84,000 ​ 2015 ​ 6/15/2015 ​ ​ 80,427,640 ​ ​ 52,314,984 ​ ​ 55,040,985 ​ Concorde ​ 84,000 ​ 2015 ​ 6/24/2015 ​ ​ 81,168,031 ​ ​ 53,778,905 ​ ​ 56,973,175 ​ Cobra ​ 84,000 ​ 2015 ​ 6/26/2015 ​ ​ 80,467,667 ​ ​ 52,494,623 ​ ​ 55,194,014 ​ Continental ​ 84,000 ​ 2015 ​ 7/23/2015 ​ ​ 80,487,197 ​ ​ 56,873,496 ​ ​ 56,893,425 ​ Constitution ​ 84,000 ​ 2015 ​ 8/20/2015 ​ ​ 80,517,226 ​ ​ 56,736,780 ​ ​ 58,487,898 ​ Commodore ​ 84,000 ​ 2015 ​ 8/28/2015 ​ ​ 80,468,889 ​ ​ 52,729,135 ​ ​ 55,742,930 ​ Cresques ​ 84,000 ​ 2015 ​ 9/1/2015 ​ ​ 82,960,176 ​ ​ 57,056,704 ​ ​ 60,089,729 ​ Constellation ​ 84,000 ​ 2015 ​ 9/30/2015 ​ ​ 78,649,026 ​ ​ 55,841,679 ​ ​ 59,052,993 ​ Clermont ​ 84,000 ​ 2015 ​ 10/13/2015 ​ ​ 80,530,199 ​ ​ 56,343,369 ​ ​ 59,319,500 ​ Cheyenne ​ 84,000 ​ 2015 ​ 10/22/2015 ​ ​ 80,503,271 ​ ​ 55,845,284 ​ ​ 58,663,899 ​ Cratis ​ 84,000 ​ 2015 ​ 10/30/2015 ​ ​ 83,186,333 ​ ​ 58,650,621 ​ ​ 60,660,009 ​ Commander ​ 84,000 ​ 2015 ​ 11/5/2015 ​ ​ 78,056,729 ​ ​ 55,103,550 ​ ​ 58,026,855 ​ Chaparral ​ 84,000 ​ 2015 ​ 11/20/2015 ​ ​ 80,516,187 ​ ​ 54,772,889 ​ ​ 58,034,099 ​ Copernicus ​ 84,000 ​ 2015 ​ 11/25/2015 ​ ​ 83,333,085 ​ ​ 57,938,003 ​ ​ 61,008,706 ​ Challenger ​ 84,000 ​ 2015 ​ 12/11/2015 ​ ​ 80,576,863 ​ ​ 58,480,228 ​ ​ 62,066,325 ​ Caravelle ​ 84,000 ​ 2016 ​ 2/25/2016 ​ ​ 81,119,450 ​ ​ 59,199,672 ​ ​ 62,754,986 ​ Captain Markos ​ 84,000 ​ 2023 ​ 3/31/2023 ​ ​ 84,830,545 ​ ​ 78,777,537 ​ ​ 81,848,713 ​ ​ 1,762,000 ​ ​ ​ ​ ​ $ 1,683,199,374 ​ $ 1,167,044,444 ​ $ 1,221,132,311 ​ (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.
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.
We believe that the operation of certain of our VLGCs in this pool allows us to achieve better market coverage. Vessels entered into the Helios Pool are commercially managed jointly by Dorian LPG (DK) ApS, our wholly-owned subsidiary, and MOL Energia.
For a description of our significant accounting policies, see Note 2 of our consolidated financial statements included herein. ​ Vessel Depreciation. The cost of our vessels less their estimated residual value is depreciated on a straight‑line basis over the vessels' estimated useful lives.
For a description of our significant accounting policies, see Note 2 to our consolidated financial statements included herein. ​ Vessel Depreciation. The cost of our vessels less their estimated residual value is depreciated on a straight‑line basis over the vessels' estimated useful lives.
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 .
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, 2025, 2024 and 2023, 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 .
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.
See Note 12 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.
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.
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 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.
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 fifteen, of which, are scrubber-equipped.
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.
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 14 to our consolidated financial statements included herein). Granting of restricted stock results in an increase in expenses.
Ongoing costs for compliance with environmental regulations are primarily included as part of our drydocking and classification society survey costs. In order to comply with current emissions regulations, we have installed scrubbers on fourteen of our vessels and have one chartered-in scrubber-equipped vessel, which allows us to burn heavy fuel oil.
Ongoing costs for compliance with environmental regulations are primarily included as part of our drydocking and classification society survey costs. In order to comply with current emissions regulations, we have installed scrubbers on fifteen of our vessels and have one chartered-in scrubber-equipped vessel, which allows us to burn heavy fuel oil.
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.” ​ We continue to pursue a balanced chartering strategy by employing our vessels on a mix of multi-year time charters, some of which may include a profit-sharing component, shorter-term time charters, spot market voyages and COAs.
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.” ​ We continue to pursue a balanced chartering strategy by employing our vessels on a mix of multi-year time charters, some of which may include a profit-sharing component, shorter-term time charters, spot market voyages and 66 Table of Contents COAs.
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.
There were no indications of impairment on any of our vessels and no impairment was recorded during the year ended March 31, 2025 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 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.
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. ​ Financing 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, 2023, 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, 2025, 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, 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.
For a discussion of the year ended March 31, 2024 compared to the year ended March 31, 2023, 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, 2024. ​ Capital Expenditures.
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.
Stock-based compensation expense for officers, directors and employees is measured at the grant date stock price (or, if a market 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.
Marshall Islands law 80 Table of Contents generally prohibits the payment of dividends other than from surplus or while a company is insolvent or would be rendered insolvent by the payment of such a dividend. ​ On June 12, 2023, we agreed to an addendum to the Cresques Japanese Financing’s bareboat charter agreement that became effective on June 20, 2023.
Marshall Islands law generally prohibits the payment of dividends other than from surplus or while a company is insolvent or would be rendered insolvent by the payment of such a dividend. ​ On June 12, 2023, we agreed to an addendum to the Cresques Japanese Financing’s bareboat charter agreement that became effective on June 20, 2023.
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.
For the years ended March 31, 2025, 2024, and 2023, approximately 1.0%, 0.3% and 0.6%, 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.
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.
Our method of calculating TCE rate is to divide revenue net of voyage expenses by available days for the relevant time period, which may not be calculated the same by other companies.
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.
For a discussion of the year ended March 31, 2024 compared to the year ended March 31, 2023, 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, 2024. ​ 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.
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.
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.
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.
For the years ended March 31, 2025, 2024, and 2023, approximately 2.3%, 4.6% and 5.8%, respectively, of our revenue was generated pursuant to time charters from our VLGCs not in the Helios Pool. ​ Other Revenues, net.
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.
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.
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.
The dividend is payable on or about May 30, 2025 to all shareholders of record as of the close of business on May 16, 2025. ​ Vessel Deployment—Spot Voyages, Time Charters, COAs, and Pooling Arrangements ​ We seek to employ our vessels in a manner that maximizes fleet availability 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 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.
As of May 23, 2025, all twenty-five of our 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.
Other revenues, net represent income from charterers, including the Helios Pool, relating to reimbursement of expenses such as costs for security guards and war risk insurance for voyages operating in high-risk areas.
Other revenues, net represent income from charterers, including the Helios Pool, relating to reimbursement of expenses such as costs for security guards and war risk insurance for voyages operating in 69 Table of Contents high-risk areas.
We define available days as the sum of calendar days and time chartered-in days (collectively representing our commercially managed vessels) less aggregate off hire days associated with major repairs and scheduled maintenance, which include drydockings, vessel upgrades or special or intermediate surveys.
We define available days as the sum of calendar days and time chartered-in days (including waiting time) collectively representing our commercially-managed vessels, less aggregate off hire days associated with both unscheduled and scheduled maintenance, which include major repairs, drydockings, vessel upgrades or special or intermediate surveys.
A decrease in the useful life of a vessel may occur as a result of poor vessel maintenance performed, harsh ocean going and weather conditions the vessel is subjected to, or poor quality of the shipbuilding or yard.
A decrease in the useful life of a 71 Table of Contents vessel may occur as a result of poor vessel maintenance performed, harsh ocean going and weather conditions the vessel is subjected to, or poor quality of the shipbuilding or yard.
We generally bear all voyage expenses under voyage charters and, as such, voyage expenses are generally greater under voyage charters than time charters. As a result, our voyage expenses may vary significantly depending on our mix of time charters and voyage charters. ​ Charter Hire Expenses.
We generally bear all voyage expenses under voyage charters and, as such, voyage expenses are generally 70 Table of Contents greater under voyage charters than time charters. As a result, our voyage expenses may vary significantly depending on our mix of time charters and voyage charters. ​ Charter Hire Expenses.
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.
Ltd., and Astomos Energy Corporation, or subsidiaries of the foregoing. For the year ended March 31, 2025, the Helios Pool accounted for 97% of our total revenues. No other individual charterer accounted for more than 10% of our total revenues. Within the Helios Pool, one charterer represented more than 10% of net pool revenues—related party.
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.
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, 2025, 2024, and 2023, 97%, 95% and 94% of our revenue, respectively, was generated through the Helios Pool as net pool revenues—related party. ​ Voyage Charters.
Vessels operating on time charters provide more predictable cash flows, but can yield lower profit margins than vessels operating in the spot market during periods characterized by favorable market conditions.
Vessels operating on time charters provide more predictable cash flows, but can yield lower profits than vessels operating in the spot market during periods characterized by favorable market conditions.
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.
As of May 23, 2025, all twenty-five of our 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 Energy Transfer Partners, 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.
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.
None of our revenue was generated pursuant to voyage charters from our VLGCs outside of the Helios Pool for the years ended March 31, 2025, 2024, and 2023. ​ 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.
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.
The $5.8 million difference is primarily attributable to changes in forward SOFR yield curves and changes in notional amounts. ​ Realized Gain on Derivatives ​ Realized gain on derivatives was $5.3 million for the year ended March 31, 2025, compared to $7.5 million for the year ended March 31, 2024.
Revenue generated from pools and time charters is accounted for as revenue earned under recently adopted accounting guidance to update the requirements of financial accounting and reporting for lessees and lessors as described in Note 2 to our consolidated financial statements. ​ Calendar Days.
Revenue generated from pools and time charters is accounted for as revenue earned under the requirements of financial accounting and reporting for lessees and lessors as described in Note 2 to our consolidated financial statements. ​ Calendar Days.
Business” above. ​ Important Financial and Operational Terms and Concepts ​ We use a variety of financial and operational terms and concepts in the evaluation of our business and operations including the following: ​ Vessel Revenues.
Business” above. ​ 68 Table of Contents Important Financial and Operational Terms and Concepts ​ We use a variety of financial and operational terms and concepts in the evaluation of our business and operations including the following: ​ Vessel Revenues.
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.
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 $57.951 for the year ended March 31, 2025.
In addition, we may also have profit-sharing arrangements with some of our customers that provide for additional payments above a floor monthly rate (usually up to an agreed ceiling) based on the actual, average daily rate quoted by the Baltic Exchange for VLGCs on the benchmark Ras Tanura‑Chiba route over an agreed time period converted to a time charter equivalent (“TCE”) monthly rate.
In addition, we may also have profit-sharing arrangements with some of our customers that provide for additional payments above a floor monthly rate (usually up to an agreed ceiling) based on the actual, average daily rate quoted by the Baltic Exchange for VLGCs on one or more of the benchmark routes over an agreed time period converted to a time charter equivalent (“TCE”) monthly rate.
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.
Vessels operating in the spot market generate revenues that are less predictable but may enable us to capture increased profits during periods of improvements in the freight market although we are exposed to the risk of a decline in the freight market and lower vessel availability.
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. ​ These were irregular dividends.
The dividend is payable on or about May 30, 2025 to all shareholders of record as of the close of business on May 16, 2025. ​ These were irregular dividends.
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.
We estimate the current cash outlay for a VLGC special survey to be approximately $1.2 million per vessel (excluding any capital improvements, such 80 Table of Contents as scrubbers, ballast water management systems, energy saving devices, and performance improvement additions 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.
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, 2024, net cash used in financing activities consisted of (i) dividend payments of $162.3 million, (ii) repayments of long-term debt of $53.1 million, (iii) repurchases of common stock of $3.9 million, and (iv) financing costs paid totaling $0.4 million.
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.
The average price of very low sulfur fuel oil (expressed as U.S. dollars per metric ton) from Singapore and Fujairah decreased from $621 during the year ended March 31, 2024, to $591 during the year ended March 31, 2025.
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.
As of March 31, 2025, the outstanding balance of our long-term debt, net of deferred financing fees of $4.1 million, was $553.3 million including $54.5 million of principal on our long-term debt scheduled to be repaid during the year ending March 31, 2026. ​ 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, commitments, as described in Note 20 to our consolidated financial statements, for the building of a VLGC/AC, the fabrication and installation of scrubber, and drydocking represent our short-term, medium-term and long-term liquidity needs as of March 31, 2025.
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.
Net cash used in investing activities was $7.4 million for the year ended March 31, 2025, compared with net cash used in investing activities of $34.8 million for the year ended March 31, 2024.
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.
Net cash used in financing activities was $131.3 million for the year ended March 31, 2025, compared with net cash used in financing activities of $219.7 million for the year ended March 31, 2024.
Under pool arrangements, vessels typically enter the pool under a time charter agreement whereby the cost of bunkers and port expenses are borne by the charterer (i.e., the pool) and operating costs, including crews, maintenance and insurance are typically paid by the owner of the vessel.
Under pool arrangements, vessels typically enter the pool under a time charter agreement whereby the cost of bunkers and port expenses are borne by the charterer (i.e., the pool) and operating costs, including crews, maintenance and insurance are typically paid by the owner of the vessel. Pools, in return, typically negotiate charters with customers primarily in the spot market.
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.
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, 2025 by $589.5 million.
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.
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% of our total revenues. Within the Helios Pool, two charterers each represented more than 10% of net pool revenues—related party. See “Item 1A. Risk Factors—We operate exclusively in the LPG shipping industry.
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.
The unfavorable $2.2 million difference is largely due to (1) a $1.7 million decrease in realized gains on our interest rate swaps and (2) a realized loss on our FFAs totaling $0.5 million. ​ Results of Operations For The Year Ended March 31, 2024 As Compared To The Year Ended March 31, 2023 ​ For a discussion of the year ended March 31, 2024 compared to the year ended March 31, 2023, 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, 2024. ​ 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.
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.
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 and is a factor in management’s business decisions and is useful to investors in understanding our underlying performance and business trends.
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.
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. ​ 79 Table of Contents 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, 2025 ​ March 31, 2024 ​ March 31, 2023 Net cash provided by operating activities $ 173,013,491 ​ $ 388,446,808 ​ $ 224,059,836 Net cash used in investing activities (7,362,396) ​ (34,801,539) ​ (76,341,190) Net cash used in financing activities (131,288,727) ​ (219,719,362) ​ (235,232,008) Net increase/(decrease) in cash, cash equivalents, and restricted cash $ 34,369,843 ​ $ 133,710,119 ​ $ (87,963,264) ​ Operating Cash Flows.
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.
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, 2025 ​ March 31, 2024 ​ March 31, 2023 Net income ​ $ 90,170,480 ​ $ 307,446,913 ​ $ 172,443,930 Interest and finance costs ​ 35,812,923 ​ 40,480,428 ​ 37,803,787 Unrealized (gain)/loss on derivatives ​ 5,786,717 ​ (5,665) ​ (2,766,065) Realized gain on interest rate swaps ​ ​ (5,824,074) ​ ​ (7,493,246) ​ ​ (3,771,522) Stock-based compensation expense ​ 10,423,520 ​ 8,334,838 ​ 4,280,387 Depreciation and amortization ​ ​ 69,599,593 ​ ​ 68,666,053 ​ ​ 63,396,131 Adjusted EBITDA ​ $ 205,969,159 ​ $ 417,429,321 ​ $ 271,386,648 ​ Time charter equivalent rate Time charter equivalent rate, or TCE rate, is a non-U.S.
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.
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% of our total revenues. Within the Helios Pool, one charterer represented more than 10% of net pool revenues—related party.
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.
Ltd. in the second calendar quarter of 2026. ​ 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.
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 decrease of $4.7 million during the year ended March 31, 2025 74 Table of Contents was driven by a decrease of $4.4 million in interest incurred on our long-term debt and an increase of $0.4 million in capitalized interest, partially offset by a decrease of $0.1 million in loan expenses and bank charges.
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.
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. our total purchases under the 2022 Common Share Repurchase Authority totaled 261,500 shares for an aggregate consideration of $5.6 million. We are not obligated to make any common share repurchases.
Voyage expenses are typically paid by us under voyage charters and by the charterer under time charters, including our VLGCs chartered to the Helios Pool. Accordingly, we generally only incur voyage expenses for our own account when performing voyage charters or during repositioning voyages between time charters for which no cargo is available or travelling to or from drydocking.
Accordingly, we generally only incur voyage expenses for our own account when performing voyage charters or during repositioning voyages between time charters for which no cargo is available or travelling to or from drydocking.
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.
The decrease of $2.3 million, or 5.2%, was mainly caused by a decrease in time chartered-in days from 1,512 for the year ended March 31, 2024 to 1,460 for the year ended March 31, 2025. ​ Vessel Operating Expenses ​ Vessel operating expenses were $85.4 million during the year ended March 31, 2025, or $11,143 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 and increased by $4.9 million, or 6.1%, from $80.5 million, or $10,469 per vessel per calendar day, for the year ended March 31, 2024.
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.
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 and is a factor in management’s business decisions and is useful to investors in understanding our underlying performance and business trends.
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.
GAAP financial measures and the 75 Table of Contents 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, 2025 ​ March 31, 2024 ​ March 31, 2023 Financial Data ​ ​ ​ ​ ​ ​ ​ ​ ​ Adjusted EBITDA ​ $ 205,969,159 ​ $ 417,429,321 ​ $ 271,386,648 Fleet Data (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ Calendar days ​ 7,665 ​ 7,686 ​ 7,301 Time chartered-in days ​ 1,460 ​ 1,512 ​ 791 Available days ​ 8,776 ​ 8,982 ​ 8,035 Average Daily Results (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ Time charter equivalent rate ​ $ 39,778 ​ $ 62,129 ​ $ 48,057 Daily vessel operating expenses ​ $ 11,143 ​ $ 10,469 ​ $ 9,793 ​ (1) Refer to “Important Financial and Operational Terms and Concepts” above for definitions of calendar days, time chartered-in days, available days, and daily vessel operating expenses. ​ Adjusted EBITDA ​ Adjusted EBITDA is an unaudited non-U.S.
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, 2025, net cash used in investing activities was comprised of $18.9 million in payments for a vessel under construction and vessel capital expenditures, partially offset by $11.8 million in proceeds from maturity of available-for-sale debt securities.
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.
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 a contract to fabricate a scrubber for installation on our newbuilding VLGC/AC with remaining commitments on this contract totaling $1.1 million as of March 31, 2025.
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.
The decrease in interest on our long-term debt was driven by a reduction of average indebtedness, excluding deferred financing fees, from $639.9 million for the year ended March 31, 2024 to $586.6 million for the year ended March 31, 2025.
Costs incurred during the drydocking period which relate to routine repairs and maintenance are expensed as incurred. The number of drydockings undertaken in a given period and the nature of the work performed determine the level of drydocking expenditures. ​ Fleet Utilization.
Costs incurred during the drydocking period which relate to routine repairs and maintenance are expensed as incurred. The number of drydockings undertaken in a given period and the nature of the work performed determine the level of drydocking expenditures. ​ Time Charter Equivalent Rate. TCE rate is a non-U.S. GAAP measure of the average daily revenue performance of a vessel.
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.
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 June 7, 2024, we issued 2 million shares to the public at a price of $44.50 per share with proceeds totaling $89.0 million, less (i) $2.225 per share, or $4.5 million, of underwriting discounts and commissions, and (ii) $0.1 million of legal and other offering costs. ​ 77 Table of Contents 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 anticipate satisfying our liquidity needs for at least the twelve months following March 31, 2024 with cash on hand and cash from operations and drawdowns on the revolving credit facility available under the 2023 A&R Debt Facility, if needed.
We anticipate satisfying our liquidity needs for at least the next twelve months with cash on hand, cash from operations and, if needed, drawdowns on the revolving credit facility available under the 2023 A&R Debt Facility. We may also seek additional liquidity through alternative sources of debt financings and/or through equity financings by way of private or public offerings.
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.
As of March 31, 2025, the outstanding balance of our long-term debt, excluding deferred financing fees, was $557.4 million. ​ Interest Income ​ Interest income amounted to $15.2 million for the year ended March 31, 2025, compared to $9.5 million for the year ended March 31, 2024.
Intermediate surveys are performed every two and one-half years after every special survey. Drydocking each vessel takes approximately 15 to 25 days. We spend significant amounts for scheduled drydocking (including the cost of classification society surveys) for each of our vessels. ​ As our vessels age and our fleet expands, our drydocking expenses will increase.
We spend significant amounts for scheduled drydocking (including the cost of classification society surveys) for each of our vessels. ​ As our vessels age and our fleet expands, our drydocking expenses will increase.
For more information regarding our 2023 A&R Debt Facility, see Note 9 to our consolidated financial statements. ​ On January 16, 2024, we paid $23.8 million to Hanwha Ocean Ltd. as the first installment under the shipbuilding contract for the VLGC/AC. ​ As part of our growth strategy, we will continue to consider strategic opportunities, including the acquisition or charter-in of additional vessels.
The undrawn revolving credit facility accrues interest at a rate equal to 0.40% of the margin. For more information regarding our 2023 A&R Debt Facility, see Note 10 to our consolidated financial statements. ​ On January 16, 2024, we paid $23.8 million to Hanwha Ocean Ltd. as the first installment under the shipbuilding contract for the VLGC/AC.
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.
Net cash provided by operating activities for the year ended March 31, 2025 was $173.0 million compared with $388.4 million for the year ended March 31, 2024.
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.
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. Intermediate surveys are performed every two and one-half years after every special survey. Drydocking each vessel takes approximately 15 to 25 days.
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. ​ For further description of our business, please see “Item 1.
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. As of May 23, 2025, the Helios Pool operated twenty-eight VLGCs, including all twenty-five vessels from our fleet and three MOL Energia vessels. ​ For further description of our business, please see “Item 1.
We use operating days to measure the number of days in a period that our operating vessels are on hire. ​ Drydocking.
We use available days to measure the aggregate number of days in a period that our vessels should be capable of generating revenues.
Our method of calculating TCE rate is to divide revenue net of voyage expenses by operating days for the relevant time period. ​ Voyage Expenses. Voyage expenses are all expenses unique to a particular voyage, including bunker fuel consumption, port expenses, canal fees, charter hire commissions, war risk insurance and security costs.
Voyage expenses are all expenses unique to a particular voyage, including bunker fuel consumption, port expenses, canal fees, charter hire commissions, war risk insurance and security costs. Voyage expenses are typically paid by us under voyage charters and by the charterer under time charters, including our VLGCs chartered to the Helios Pool.
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.
As of March 31, 2025, we had cash and cash equivalents of $316.9 million and non-current restricted cash of $0.1 million. ​ Our primary sources of capital during the year ended March 31, 2025 were (i) $173.0 million in cash generated from operations and (ii) the net cash proceeds from the issuance of our common stock in June 2024 amounted to approximately $84.4 million, net of underwriting discounts and commission, and legal and other offering costs.
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.
For the year ended March 31, 2025, net cash used in financing activities consisted of (i) dividend payments of $156.4 million, (ii) repayments of long-term debt of $53.0 million, and (iii) repurchases of common stock of $6.3 million, offset by $84.4 million of net proceeds from an issuance of common shares ($89.0 million of gross proceeds less offering costs paid of $4.6 million).
Excluding 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.
Excluding non-capitalizable drydock-related operating expenses, daily operating expenses increased by $271 from $10,112 for the year ended March 31, 2024 to $10,383 for the year ended March 31, 2025 mainly as a result of increases in vessel communications, crew related costs, and spares and stores. ​ General and Administrative Expenses ​ General and administrative expenses were $42.6 million for the year ended March 31, 2025, an increase of $3.6 million, or 9.3%, from $39.0 million for the year ended March 31, 2024, primarily driven by increases of $2.1 million in stock-based compensation expense, $1.0 million in cash bonuses, and $0.9 million in employee-related costs and benefits, partially offset by a reduction of $0.4 million in other general and administrative expenses. ​ Interest and Finance Costs ​ Interest and finance costs amounted to $35.8 million for the year ended March 31, 2025, a decrease of $4.7 million from $40.5 million for the year ended March 31, 2024.
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.
The following table sets forth a reconciliation of revenues to TCE rate (unaudited) for the periods presented: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (in U.S. dollars, except available days) ​ Year ended ​ Year ended ​ Year ended Numerator: ​ March 31, 2025 ​ March 31, 2024 ​ March 31, 2023 Revenues ​ $ 353,341,476 ​ $ 560,717,436 ​ $ 389,749,215 Voyage expenses ​ ​ (4,252,035) ​ ​ (2,674,179) ​ ​ (3,611,452) Time charter equivalent ​ $ 349,089,441 ​ $ 558,043,257 ​ $ 386,137,763 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pool adjustment* ​ ​ (2,050) ​ ​ 1,416,187 ​ ​ (514,015) Time charter equivalent excluding pool adjustment* ​ $ 349,087,391 ​ $ 559,459,444 ​ $ 385,623,748 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ Available days** ​ ​ 8,776 ​ ​ 8,982 ​ ​ 8,035 TCE rate: ​ ​ ​ ​ ​ ​ ​ ​ ​ Time charter equivalent rate** ​ $ 39,778 ​ $ 62,129 ​ $ 48,057 TCE rate excluding pool adjustment* ​ $ 39,778 ​ $ 62,287 ​ $ 47,993 ​ * Adjusted for the effects of reallocations of pool profits in accordance with the pool participation agreements primarily resulting from the actual speed and consumption performance of the vessels operating in the Helios Pool exceeding the originally estimated speed and consumption levels. ​ ** Prior period amounts have been updated to conform to current period presentation of available days. ​ Liquidity and Capital Resources ​ Our business is capital intensive, and our future success depends on our ability to maintain a high‑quality fleet.
There were no indications of impairment on any of our vessels and no impairment was recorded during the year ended March 31, 2023. ​ Results of Operations For The Year Ended March 31, 2024 As Compared To The Year Ended March 31, 2023 ​ Revenues ​ The following table compares revenues for the years ended March 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Increase / ​ Percent ​ ​ 2024 2023 (Decrease) Change ​ Net pool revenues—related party $ 532,935,157 $ 364,548,262 $ 168,386,895 ​ 46.2 % Time charter revenues ​ 25,895,984 ​ 22,709,620 ​ 3,186,364 ​ 14.0 % Other revenues, net ​ 1,886,295 ​ 2,491,333 ​ (605,038) ​ (24.3) % Total $ 560,717,436 $ 389,749,215 $ 170,968,221 ​ 43.9 % ​ Revenues, which represent net pool revenues—related party, time charters and other revenues, net, were $560.7 million for the year ended March 31, 2024, an increase of $171.0 million, or 43.9%, from $389.7 million for the year ended March 31, 2023.
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. ​ 73 Table of Contents Results of Operations For The Year Ended March 31, 2025 As Compared To The Year Ended March 31, 2024 ​ Revenues ​ The following table compares revenues for the years ended March 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Increase / ​ Percent ​ ​ 2025 2024 (Decrease) Change ​ Net pool revenues—related party $ 341,418,480 $ 532,935,157 $ (191,516,677) ​ (35.9) % Time charter revenues ​ 8,252,182 ​ 25,895,984 ​ (17,643,802) ​ (68.1) % Other revenues, net ​ 3,670,814 ​ 1,886,295 ​ 1,784,519 ​ 94.6 % Total $ 353,341,476 $ 560,717,436 $ (207,375,960) ​ (37.0) % ​ Revenues, which represent net pool revenues—related party, time charters and other revenues, net, were $353.3 million for the year ended March 31, 2025, a decrease of $207.4 million, or 37.0%, from $560.7 million for the year ended March 31, 2024, primarily due to reduced average TCE rates and available days.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeHowever, in a shipping downturn, costs subject to inflation can usually be controlled because shipping companies typically monitor costs to preserve liquidity and encourage suppliers and service providers to lower rates and prices in the event of a downturn. ​ Forward Freight Agreements ​ From time to time, we may take hedging or speculative positions in derivative instruments, including FFAs.
Biggest changeHowever, in a shipping downturn, costs subject to inflation can usually be controlled because shipping companies typically monitor costs to preserve liquidity and encourage suppliers and service providers to lower rates and prices in the event of a downturn. ​
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.
For the 12 months following March 31, 2025, 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.
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.
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.
See Notes 9 and 19 to our consolidated financial statements included herein for a description of our debt obligations and interest rate swaps, respectively. ​ Foreign Currency Exchange Rate Risk ​ Our primary economic environment is the international LPG shipping market. This market utilizes the U.S. dollar as its functional currency.
See Notes 10 and 21 to our consolidated financial statements included herein for a description of our debt obligations and interest rate swaps, respectively. ​ Foreign Currency Exchange Rate Risk ​ Our primary economic environment is the international LPG shipping market. This market utilizes the U.S. dollar as its functional currency.
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.
For the year ended March 31, 2025, 26% of 81 Table of Contents 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.
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.
We have hedged $148.0 million of amortizing principal as of March 31, 2025 and thus increasing interest rates could adversely impact our future earnings.
Our 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.
Our 2023 A&R Debt Facility currently contains interest rates that fluctuate with SOFR. We have entered into interest rate swap agreements and have one outstanding agreement as of March 31, 2025 to hedge a majority of our exposure to fluctuations of interest rate risk associated with our 2023 A&R Debt Facility.
Removed
The usage of such derivatives can lead to fluctuations in our reported results from operations on a period-to-period basis. Generally, freight derivatives may be used to hedge our exposure to the spot market for a specified route and period of time.
Removed
Upon settlement, if the contracted charter rate is less than the average of the rates reported on an identified index for the specified route and time period, the seller of the FFA is required to pay the buyer the settlement sum, being an amount equal to the difference between the contracted rate and the settlement rate, multiplied by the number of days of the specified period.
Removed
Conversely, if the contracted rate is greater than the settlement rate, the buyer is required to pay the seller the settlement sum. If we take positions in FFAs or other derivative instruments we could suffer losses in the settling or termination of these agreements. This could adversely affect our results of operations and cash flows.
Removed
Historically, we entered into FFAs as an economic hedge to reduce the risk on vessels trading in the spot market and to take advantage of short-term fluctuations in market prices. We do not classify these freight derivatives as cash flow hedges for accounting purposes and therefore gains or losses are recognized in earnings.
Removed
As of March 31, 2024, we had no outstanding FFA positions. ​

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