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Investor Presentation
November 2018
Investor Presentation November 2018 1 1 Notice on Forward Looking - - PowerPoint PPT Presentation
Investor Presentation November 2018 1 1 Notice on Forward Looking Statements This presentation contains forward-looking statements (as such term is defined in Section 21E of the rules and regulations or actions taken by regulatory authorities,
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November 2018
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This presentation contains forward-looking statements (as such term is defined in Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act) concerning operations, cash flows, and financial position of Seaspan Corporation (“Seaspan”), including, in particular, the likelihood of its success in developing and expanding its business. Statements that are predictive in nature, that depend upon or refer to future events or conditions, or that include words such as “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” “projects,” “forecasts,” “will,” “may,” “potential,” “should,” “guidance,” and similar expressions are forward-looking statements. These forward-looking statements represent Seaspan’s estimates and assumptions only as of the date of this presentation and are not intended to give any assurance as to future results. As a result, you are cautioned not to rely on any forward-looking statements. Forward-looking statements appear in a number of places in this presentation. Although these statements are based upon assumptions Seaspan believes to be reasonable based upon available information, they are subject to risks and uncertainties. These risks and uncertainties include, but are not limited to: future growth prospects and ability to expand Seaspan’s business; Seaspan’s expectations as to impairments of its vessels, including the timing and amount of currently anticipated impairments; the future valuation of Seaspan’s vessels and goodwill; potential acquisitions, vessel financing arrangements and
investments, and Seaspan’s expected benefits from such transactions; future time charters and vessel deliveries, including future long-term charters for certain existing vessels; estimated future capital expenditures needed to preserve the operating capacity of Seaspan’s fleet including, its capital base, and comply with regulatory standards, its expectations regarding future dry-docking and operating expenses, including ship operating expense and general and administrative expenses; Seaspan’s expectations about the availability of vessels to purchase, the time that it may take to construct new vessels, the delivery dates
the useful lives of its vessels; availability of crew, number of off-hire days and dry-docking requirements; general market conditions and shipping market trends, including charter rates, increased technological innovation in competing vessels and other factors affecting supply and demand; Seaspan’s financial condition and liquidity, including its ability to borrow and repay funds under its credit facilities, to refinance its existing facilities and to obtain additional financing in the future to fund capital expenditures, acquisitions and
due; Seaspan’s ability to remediate any existing material weakness in its internal controls over financial reporting; Seaspan’s continued ability to maintain, enter into or renew primarily long-term, fixed-rate time charters with its existing customers or new customers; the potential for early termination of long-term contracts and Seaspan’s potential inability to enter into, renew or replace long-term contracts; the introduction of new accounting rules for leasing and exposure to currency exchange rates and interest rate fluctuations; conditions inherent in the operation of ocean-going vessels, including acts of piracy; acts of terrorism or government requisition of Seaspan’s containership during periods of war or emergency; adequacy of Seaspan’s insurance to cover losses that result from the inherent operational risks of the shipping industry; lack of diversity in Seaspan’s operations and in the type of vessels in its fleet; conditions in the public equity market and the price of Seaspan’s shares; Seaspan’s ability to leverage to its advantage its relationships and reputation in the containership industry; compliance with and changes in governmental rules and regulations or actions taken by regulatory authorities, and the effect of governmental regulations
counterparties and their ability to perform their obligations under their agreements with us; Seaspan’s continued ability to meet specified restrictive covenants and other conditions in its financing and lease arrangements, its debt instruments and its preferred shares; any economic downturn in the global financial markets and export trade and increase in trade protectionism and potential negative effects of any recurrence of such disruptions on Seaspan’s customers’ ability to charter Seaspan’s vessels and pay for Seaspan’s services; some of Seaspan’s directors and investors may have separate interest which may conflict with those of its shareholders and they may be difficult to replace given the anti-takeover provisions in Seaspan’s organizational documents; taxation of Seaspan’s company and of distributions to its shareholders; Seaspan’s exemption from tax on U.S. source international transportation income; the ability to bring claims in China and the Marshall Islands, where the legal systems are not well-developed; potential liability from future litigation; and other factors detailed from time to time in Seaspan’s periodic reports. Forward-looking statements in this presentation are estimates and assumptions reflecting the judgment of senior management and involve known and unknown risks and uncertainties. These forward-looking statements are based upon a number of assumptions and estimates that are inherently subject to significant uncertainties and contingencies, many of which are beyond Seaspan’s control. Actual results may differ materially from those expressed or implied by such forward-looking statements. Accordingly, these forward- looking statements should be considered in light of various important factors listed above and including, but not limited to, those set forth in “Item 3. Key Information—D. Risk Factors” in Seaspan’s Annual Report for the year ended December 31, 2017 on Form 20-F filed on March 6, 2018, and the “Risk Factors” in Report
relating to our quarterly financial results. Seaspan does not intend to revise any forward-looking statements in order to reflect any change in Seaspan’s expectations or events or circumstances that may subsequently arise. Seaspan expressly disclaims any obligation to update or revise any of these forward-looking statements, whether because of future events, new information, a change in Seaspan’s views or expectations, or otherwise. You should carefully review and consider the various disclosures included in this Annual Report and in Seaspan’s other filings made with the SEC, that attempt to advise interested parties of the risks and factors that may affect Seaspan’s business, prospects and results of operations.
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Shoe Store
Liners load and unload goods across ocean routes just as couriers operate routes through land and air
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Manufactured goods for distribution Land transport to distribution centers Loading of cargo at port terminals Unloading of cargo at port terminals Land transport to destination warehouse Delivery to customer
Seller Buyer
End buyer of shipments (importers / exporters)
Shipper Destination Warehouse Destination Port Consignee Origin Warehouse Origin Port
Shipping Line
Shipping voyage via container ships
Freight-Forwarder
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Container Shipping’s first downturn since 1998 1.2% 1.6%
2000-2007 2011-2018E
2001: China joins WTO 2011: China becomes 2nd largest global economy
Container shipping accounts for 17% of global shipping by weight but 60% by value (over $12 trillion of goods in 2017)3
Global TEU Trade CAGR: 9.9% Global GDP2 CAGR: 3.4% TEU to GDP Multiple: 2.9x 4.4% 2.9% 1.3x 1.5x 1978: China Economic Reforms 1990: Social Market Economy of China (TEU, millions1)
1. Clarkson’s Research – October 2018 2. GDP Source: World Bank 3. Statista Container Shipping Statistics & Facts
4 12 67 70 76 84 95 105 117 129 135 122 139 150 155 163 171 175 182 193 203 '73 '83 '00 '01 '02 '03 '04 '05 '06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16 '17 '18F
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Average Utilization Since IPO3
4,500 employees
4,300 Seafarers 200 Corporate
Independent Containership Owner / Operator
6 years
Average Age
5 years
Average Remaining Charter Period
$5.1bn
Contracted Future Revenue2 Relationships with
Leading Liners
$414mn
Cash Flow from Operations (TTM)1
Integrated with Global Trade Modern Fleet Strong Financial Profile
1. Based on trailing 12 months as of September 30, 2018 2. Minimum future revenues to be received on committed time charter party agreements and interest income from direct financing leases as of September 30, 2018. Minimum future revenues are based on 100% utilization, relate to committed time charter party agreements currently in effect, and assume no renewals or extensions 3. Average fleet utilization from 4Q05 to 3Q18
$1.0bn
Revenue (TTM)1
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7 Issued $345mn unsecured listed bond
13 # Vessels 23 29 35 42 55 65 69 71 77 85 87 89 112
51 64 108 143 158 187 265 353 405 414 474 578 621 666 906 IPO 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 3Q18 > 10,000 TEU 8,500 - 9,600 TEU 4,250 - 5,100 TEU < 3,500 TEU
SCLL, predecessor of Seaspan Corp, founded by Kyle Washington and two others Issued $250mn Series C Preferred Equity (1st U.S. listed preferred by containership lessor) Containership JV with The Carlyle Group Acquired Seaspan Management Services $600mn SSW IPO (largest ship leasing) Washington Family invested $180mn Completed $1.6bn GCI acquisition Secured $1.0bn investment from Fairfax
2000 2005 2010 2015 2018
Utilization 100% 99% 99% 99% 100% 99% 99% 99% 98% 99% 99% 96% 96% 98%
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New Leadership Team
Fairfax Investments
(leading Canadian insurance company) – $250mn debt investment funded in February 2018 and $250mn equity investment funded in July 2018 – Committed to fund an additional $250mn equity investment and an additional $250mn of debt in January 2019
Acquisition of GCI
China Intermodal Investments LLC (GCI) in March 2018
and a ~$50mn issuance of Seaspan Series D preferred shares
customer base, and enhanced our fleet composition
David Sokol Bing Chen Ryan Courson Tina Lai Torsten Pedersen Ted Chang
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Washington Family 34% 28%2 Fairfax 22% 36%2 Others 45% 37%2
rail transport, mining, and aviation
shares outstanding)1
investment in 2009 during the recession
company with $65bn in assets1
Initial investment of $500mn ($250mn debt/$250mn equity) Additional 25mn warrants issued with strike price of $8.05 Second investment of $500mn expected to fund in January
2019 ($250mn debt/$250mn equity)
Current Shareholder Base1
New Chairman, CEO, and CFO have accessed new capital sources and strengthened commercial position with the acquisition of GCI
1. As of September 30, 2018 2. Pro forma committed exercise of Fairfax’s 38.5mn warrants in January 2019
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and Asian financial institutions
time as secured credit facilities mature
Selected Global Lenders Unencumbered Asset Pool Diversified Sources of Capital1
($ millions)
Secured Debt $3,056 Capital Leases $660 Unsecured Debt $668 Perpetual Preferred Stock $825 Common Equity $1,994 Corporate Revolver $150 42% 9% 9% 11% 2% 27%
1. Market value of Common Equity and Perpetual Preferred Stock as of November 11, 2018; Common Equity based on shares outstanding as of September 30, 2018, plus 38.5mn shares expected to be issued to Fairfax in January 2019 in exchange for an agreed exercise of 38.5mn of warrants; Secured Debt, Capital Leases, Unsecured Debt, and Corporate Revolver as of September 30, 2018. Corporate Revolver is undrawn and committed in the amount of $150mn 2. Includes 6 vessels securing debt which has been repaid in November 2018
TEU Class Vessel Count2 2,500 2 3,500 2 4,250 14 8,500 2 9,600 2 10,000 2 Total 24
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Liner Companies
Liner Responsibilities:
Fleet of 112 Containerships Operating Lessor
Lessor Responsibilities:
Charter Rate + Term
Fixed-Rate Charter Contract
Charter Rate Vessel & Crew + Services
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2,500 TEU 12 Vessels 3,500–4,250 TEU 26 Vessels 4,500–5,100 TEU 9 Vessels 8,500–9,600 TEU 12 Vessels 10,000–11,000TEU 30 Vessels 13,000–14,000 TEU 23 Vessels Regional Trades Workhorses of Global Fleet Operating Scale and Efficiency For Long- Haul Trades
68% of fleet is >10,000 TEU in size with an average age of approximately three years1
1. Weighted by TEU
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Feeder Class Mid-Sized VLCS / ULCS
TEU 2,500 3,500 4,250 5,100 8,500 9,600 10,000 13,100 14,000 Intra‐Asia
Africa
Australia—NZ
Latin America
Europe—NA
Far East—ME
Far East—NA
Far East—Europe
The ideal ship size varies by route, port capacity, and charter needs
Seaspan’s Vessel Trading Activity
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14 906 784 544 528 469 440 398 393 352 333 280 229 208 206 201 199 199 190 189 180 Shoei Kisen Costamare Zodiac Maritime BoCom Leasing Eastern Pacific Shg (EPS) Offen, Claus Peter Peter Döhle/Hammonia Danaos Shg Minsheng Financial Leasing Ship Finance International Norddeutsche R.H. Schuldt SinOceanic MPC Group Schulte Group China Merchants Bank Global Ship Lease (Pro Forma) Navios E.R. Schiffahrt Technomar Shg
Barriers to Entry Top 20 Containership Lessors1
TEU (000s)
Customer Relationships Operational Track Record and Experience Scale of Service Increasing Regulation Access to Financing
Scale creates meaningful barriers to entry
Primarily a financial lessor (i.e. limited/no vessel management services)
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3 1. Alphaliner Monthly Monitor – October 2018. Chart of top 20 containership lessors includes current vessels and vessels under construction 2. Shipowning arm of Imabari Shipbuilding 3. Based on company filings 4. Pro Forma for merger with Poseidon Containers 3
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99% 100% 99% 99% 99% 98% 99% 99% 96% 96% 98% FY08 FY09 FY10 FY11 FY12 FY13 FY14 FY15 FY16 FY17 YTD
VESSEL DESIGN VESSEL UPGRADES VESSEL OPERATIONS VESSEL MANAGEMENT
1. Fleet utilization rates for the nine months ended September 30, 2018
Bulbous Bow modifications to improve hull hydrodynamics Enhanced cargo care practices to safely carry more containers Trim optimization to
and fuel efficiency
In-House Design & Engineering Teams
strong relationships with leading shipyards
construction, conversions and marine engineering
Fleet Utilization Rates
Impact of Hanjin bankruptcy and drydock
Fleet Management Commercial Services
maintenance
200
Corporate & Operations
4,500
People Employed Globally
>7,500
2017 Port Calls
4,300
Seafarers
charter profile drives high utilization rates
several recent awards
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Cash flow stability from future contracted charter payments of ~$5.1 billion1 with an average remaining contract duration of ~5 Years
Percentage of Contracted Revenue by Year1
92% 83% 72% 58% 2019 2020 2021 2022
Majority of charter expirations post 2022 are modern 10,000+ TEU vessels
1. Minimum future revenues to be received on committed time charter party agreements and interest income from direct financing leases as of September 30, 2018. Minimum future revenues are based on 100% utilization, relate to committed time charter party agreements currently in effect, and assume no renewals or extensions. Illustrated as a percentage of annualized revenue for the last three months ended September 30, 2018
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1. Rank based on market share per Alphaliner as of October 2018, adjusted for COSCO’s planned acquisition of OOCL, and combined world ranking of ONE joint venture (MOL, K Line and NYK Line) 2. Number of Seaspan’s vessels and TEU of vessels chartered to each liner as of September 30, 2018 3. Credit ratings represent MOL and K-Line, respectively
Seaspan works with a select group of leading liner companies with a focus on long-term charters
Charterer World Ranking1
Vessels² Total TEU² Major Shareholders Credit Rating COSCO 3 36 257,250 Government chAAA / Lianhe Yang Ming 8 16 220,000 Government twBBB / Taiwan CR ONE3 6 21 147,900 Widely-held (Ba1 / NR) / (BBB / NR) MSC 2 7 67,750 Family-owned (N/A) CMA CGM 4 10 71,250 Family-owned B1 / B+ Hapag Lloyd 5 7 58,500 Widely-held B2 / B+ Maersk 1 7 49,250 Widely-held Baa2 / BBB Other
34,000 – Total 112 905,900
(by % of total TEU)
Other
28% 24% 16% 8% 8% 7% 5% 4%
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Fully Integrated Operating Platform Long-Term, Fixed- Rate Charters Creditworthy Customers
stable, predictable cash flows
Seaspan’s differentiated business model allows it to capitalize on challenges currently facing the containership leasing industry and provide best-in-class service
Commoditization Short-Term Focus Weak Credit Profiles Challenges to Containership Industry
Seaspan’s Model
Size & Scale
savings
Fragmentation
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Market Share October 2018 Top 8 Liners Grew Market Share from 55% to ~85% in 5 Years1
APM‐Maersk, 18% MSC, 15% CMA CGM, 10% Evergreen, 5% COSCON, 5% Hapag‐Lloyd, 4% APL, 4% Hanjin Shg, 4% CSCL, 4% MOL, 4% OOCL, 3% Hamburg Süd, 3% NYK, 3% Yang Ming, 2% K Line, 2% Hyundai M.M., 2% Others, 11% Maersk+H.Sud, 19% MSC, 16% COSCO + OOCL, 14% CMA CGM, 13% Hapag+UAS C, 8% ONE, 7% Evergreen, 6% Yang Ming, 3% PIL, 2% Others, 12%
1. Alphaliner Monthly Monitor – October 2018
Market Share 2013
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The fragmented landscape leaves significant room and benefit for consolidation
and barriers to entry
reduced cost of capital
Shoei Kisen, 7% Costamare, 5% Zodiac Maritime, 4% BoCom Leasing, 4% Eastern Pacific Shg (EPS), 4% Offen, Claus Peter, 3% Peter Döhle/Hammonia, 3% Danaos Shg, 3% Minsheng Financial Leasing, 3% Norddeutsche R.H. Schuldt, 2% Other, 55%
, 8%
1. Alphaliner Monthly Monitor – October 2018
Opportunity for Consolidation Containership Lessor Market Share1
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Improving fundamentals driving charter rate improvement across
asset classes
Support from limited number of deliveries scheduled for 2018
and 2019, and continuing restraint on newbuild ordering Charter Rate Improvement1 Historical Containership Asset Value Improvement1
Asset values are on an upward trajectory Momentum in sale and purchase markets has
continued into 2018, with significant deal flow worldwide
0% 50% 100% 150% 200% 250% 300% 350% Sep-16 Dec-16 Mar-17 Jun-17 Sep-17 Dec-17 Mar-18 Jun-18 Sep-18 Rate per day, Index = 100 2500 TEU 3500 TEU 4400 TEU 9000 TEU 60% 80% 100% 120% 140% 160% 180% 200% Sep-16 Dec-16 Mar-17 Jun-17 Sep-17 Dec-17 Mar-18 Jun-18 Sep-18 US$ Millions, Index = 100 2,600 - 2,900 TEU 3,200 - 3,600 TEU 8,500 - 9,100 TEU 1. Clarksons Research – October 2018
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2017 growth was broad based, in both primary and secondary
trade lanes
2018 growth has remained robust despite trade uncertainty Growth outlook supported by strong economic fundamentals in
emerging and developed markets
Good utilization on main trades: Eur/Asia ~90%, Asia/US ~95%
Broad Based Growth Across Regions1
2017 Growth Rates by Region
8.8% 6.0% 5.5% 5.0% 5.0% 4.5% 4.3% 4.1% 3.5% 3.2% 2.8% Indian sub- cont. South Europe SE Asia Africa Oceania Latin America North America China+HK North Europe Middle East Other North Asia 12% 7% 6% 4% 8% 7% 8% 8% 5% 2% 5%
Demand growth has outperformed supply over the last two years Improving supply / demand balance supporting charter rates Trade growth is expected to exceed fleet growth in 2019
Annual Capacity and Throughput Growth1
1. Alphaliner Monthly Monitor – October 2018; Global port throughput includes empty container and transshipment cargo
(15%) (10%) (5%) – 5% 10% 15% 20% – 5 10 15 20 25 TEU (mllions) Fleet Capacity (TEU) Throughput Growth Capacity Growth – – Capacity Growth
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Idle Fleet Continues to Decline (% TEU)1,2 Orderbook at Historically Low Levels1,2
Industry supply rationalization and demand improvement driving
idle fleet reduction and supporting time charter rate improvement
Idle containership fleet of vessels over 500 TEU less than 180, or
2.3% of the global fleet2
2016 demolition reached an all-time high and remained elevated
in 2017
2018 scrapping down to ~44k1 TEU YTD as market recovery
continues Historical Demolition Volumes2
Fewer operators and increased discipline tempering supply
growth
Orderbook-to-fleet ratio currently at 13.0%2 Orderbook delivery schedule continues to get pushed out
18 22 26 30 200 400 600 2012 2013 2014 2015 2016 2017 2018 YTD Average Age (yrs) TEU (000's) TEU Scrapped Other Deletions Average Age (Scrapped Units)
2.3% 0.0% 4.0% 8.0% 12.0% 450 900 1,350 1,800 2010 2012 2014 2016 2018 Total Idle TEU Idle Fleet as % of Total Fleet 13.0% 0% 25% 50% 75% 1996 1998 2000 2002 2004 2006 2008 2010 2012 2014 2016 2018
1. Clarksons Research – October 2018 2. Alphaliner Monthly Monitor – October 2018
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Focus on Capital Allocation
business, and have strong risk-adjusted returns on capital
Seaspan Well-Positioned for the Future
consolidation in the containership industry
Other Capital Allocation Opportunities
adjusted returns
Improving Industry Dynamics
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Operational Excellence
Customer Partnerships
Financial Strength and Stability
Pursuit of Growth Opportunities
Capital Allocation
2 3 4 5
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27 $343 $336 $311 $323 $414 2014 2015 2016 2017 TTM $717 $819 $878 $831 $1,016 2014 2015 2016 2017 TTM
Revenue1 Utilization1 Cash Flow From Operations1 Operating Earnings1
99% 99% 96% 96% 98% 2014 2015 2016 2017 TTM $330 $351 $7 $303 $416 2014 2015 2016 2017 TTM
Impact of Hanjin bankruptcy and drydock
($ millions) ($ millions) ($ millions)
1. TTM based on trailing 12 months as of September 30, 2018 2. $285mn vessel impairment charge incurred in 2016
$285mn impairment charge2
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Appointed CEO of Seaspan in January 2018 25 years of executive experience in building multiple businesses across industries,
including finance and asset leasing businesses, in US, Europe and Asia
Previously CEO of BNP Paribas (China) Ltd.
Bing Chen President and Chief Executive Officer Ryan Courson Chief Financial Officer
Appointed CFO of Seaspan in May 2018 Former Senior Vice President of Corporate Development Previous experience at Falcon Edge Capital, Teton Capital and Berkshire Hathaway
David Sokol Chairman
Appointed Director of Seaspan in April 2017 and Chairman in July 2017 Currently serves as a director of The Washington Companies Over 38-year business career, founded three companies, took three companies
public and sold MidAmerican Energy Holdings Co. to Berkshire Hathaway in 2000 Peter Curtis Executive VP and Chief Commercial & Technical Officer
Appointed Executive Vice President in July 2017 and Chief Commercial and Technical
Officer in March 2018
30+ years of experience in shipbuilding, fleet management, engineering, naval design,
and operations
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Industry Players
Companies that transport goods through regular transit routes on fixed schedules. Container shipping liners use large containerships to transport goods from one location to another.
Vessels Measurements
Ship owners who lease their assets to liners, providing the latter with an attractive alternative to full ownership of their operating fleet. A third party that sources and consolidates cargoes from various beneficial cargo owners and negotiates with liners to arrange the shipment. Freight forwarders can also arrange the crucial connection services and formalities on behalf of a shipper.
Beneficial Cargo Owners (BCO)
Owner of the goods, who takes full control of their cargo at point of entry in the country of importation. Small ships that often distribute cargo between large hub ports and smaller regional ones. These ships were the standard in container shipping for many years, until more recent advances in shipbuilding provided the means to maximize economies of scale. Acronym for “very large container ships.” A segment which entered the market in 2006, and have a capacity of 8-14K TEU.
ULCS
Acronym for “ultra large container ships.” The most recent player to enter the market, with a capacity of more than 14K TEU. These ships can only call the largest and deepest ports in the world. Acronym for “twenty-foot-equivalent” unit. This is the unit used to measure the capacity of containerships and terminals. The average long cargo box you see measures 2 TEU. Price lessors charge to lease their ships. The actual box rates Liners charge the end customer
CO2 Emissions
The carbon dioxide emissions produced when using fuel to drive an engine. The more fuel-efficient or “green” a ship is, the lower its CO2 emissions will be.
Liners Feeder Class TEU Charter Rates Charter Providers / Owners Freight Rates Mid-Sized VLCS Freight Forwarders