Thank you, operator, and welcome to the Pangaea Logistics Solutions fourth quarter and full year 2025 results conference call. Leading the call with me today is CEO, Mads Petersen, and Chief Financial Officer, Gianni Del Signore.

Today's discussion contains forward-looking statements about future business and financial expectations. Actual results may differ significantly from those projected in today's forward-looking statements due to various risks and uncertainties, including the risks described in our periodic reports filed with the SEC.

Except as required by law, we undertake no obligation to update our forward-looking statements. At the conclusion of our prepared remarks, we will open the line for questions.

With that, I'd like to turn the call over to Mads.

Thank you, Stefan, and welcome to those joining us on the call today. I'm excited to speak to you all on my first earnings call as CEO of Pangaea.

On behalf of everyone at Pangaea, I want to extend our appreciation and gratitude to Mark Filanowski for his many years of leadership and for [helping?] to facilitate a smooth transition.

During my 16 years with the company, I've been fortunate to be a part of our evolution into a best-in-class operator with a unique and valuable business model. I am incredibly proud of the team that we have assembled and grateful for the opportunity to lead Pangaea into our next phase of multiyear growth and shareholder value creation.

Turning to the fourth quarter of 2025, we delivered solid results, supported by a strong completion to the 2025 Arctic ice season and stable overall dry bulk demand. Our fourth quarter TCE rates averaged 19% above the prevailing market for Panamax, Supramax, and Handysize indices, reflecting the value provided by our niche ice-class capabilities and long-term COAs.

Total shipping days increased 26% year-over-year, largely reflecting the integration of the Handysize vessels we acquired from SSI at the end of 2024. This expansion drove significant operating leverage.

Adjusted EBITDA grew 22% year-over-year to $28.7 million, highlighting the advantages of our integrated logistics model and increased scale. During the quarter, we also continued investing in long-term strategic differentiation through our integrated logistics platform, which combines specialized shipping with terminal stevedoring and port services.

We commenced operation in Lake Charles, Louisiana, and remain on track to launch expanded operations at the Port of Tampa early in the second half of this year. These investments deepen our customer relationships, enhance recurring revenue opportunities, and further integrate Pangaea into our customers' supply chains, creating additional value for our customers.

We also continued to advance our fleet renewal strategy. During the quarter, we sold the 2005-built Bulk Freedom for $9.6 million.

Additionally, we recently entered into an agreement to sell the Bulk Saimaa for $9.6 million. These actions reflect our ongoing commitment to maintaining a modern, efficient fleet aligned with customer needs and evolving regulatory requirements.

We remain disciplined in allocating capital. Our priorities of fleet renewal, organic growth, balance sheet strength, and shareholder returns remains unchanged going into 2026.

Throughout 2025, we repurchased approximately 600,000 shares for roughly $3 million, and paid approximately $16.3 million in dividends. We entered the year with approximately $103 million in unrestricted cash, supported by strong operating cash flow.

Our balance sheet strength gives us the financial flexibility to continue executing on these priorities while navigating the current dry bulk environment. Near-term dry bulk fundamentals remain constructive for our mix of minor bulks.

The resumption of normal trade relations from the U.S. to China has supported activity in the U.S.

Gulf, which is an important region for us and the dry bulk market as a whole. Limited effective supply growth, systemic regulatory constraints support a favorable medium-term outlook.

The recent development in the Arabian Gulf does not directly impact Pangaea as we have no ships in the area, and it has historically not been a large part of our trade patterns. The industry as a whole is feeling the indirect impacts through increased volatility in fuel prices and the disruption of dry bulk trade flows.

Pangaea is uniquely positioned in the Arctic, a region where we have unparalleled operating experience and the largest and most modern high ice-class fleet in our market segment. We see renewed geopolitical and commercial focus on the region, and over the long term, we expect this attention to be a positive tailwind.

As we progress through the first quarter of 2026, market sentiment remains positive, and pricing continue to hold at favorable levels. To date, we have booked 5,920 shipping days at a TCE of $14,917 per day, reflecting healthy demand and an encouraging start to the year.

Pangaea enters 2026 with strong operating momentum, a disciplined and proven strategy, and a well-capitalized balance sheet that provides flexibility across cycles. I'm confident in our ability to continue generating consistent value for our customers and shareholders.

With that, I'll now turn the call over to Gianni to walk through our fourth quarter financial results.

Thank you, Mads, and welcome to those joining us on the call today. Our fourth quarter financial results were highlighted by sustained TCE premiums relative to the prevailing market, supported by our niche ice-class fleet during the peak of the Arctic trade season.

Fourth quarter TCE rates were $17,773 per day, a premium of 19% over the average published market rates for Panamax, Supramax, and Handysize vessels in the period. Our adjusted EBITDA for the fourth quarter was approximately $29 million, an increase of about $5 million, driven by a 25% increase in shipping days and an 11% increase in TCE earned year-over-year.

Adjusted EBITDA margin was 17% in the fourth quarter of 2025, as compared to 13% in the prior year. Our total charter hire expenses increased by 36% compared to the fourth quarter of 2024, primarily due to a year-over-year increase in market rates to charter-in vessels, as total charter-in days remained relatively flat.

Our charter-in cost on a per-day basis was approximately $19,100 in the fourth quarter of 2025, an increase of 39% year-over-year, which reflects a similar increase in the average market for Panamax, Supramax, and Handysize vessels. Through today, we've booked 2,543 days at $14,390 per day for the first quarter of 2026.

Vessel operating expenses increased by 94% year-over-year, primarily due to the acquisition of the SSI fleet, which increased total owned days by 56%, as well as incremental costs incurred related to the transfer of eight of our ice-class vessels to Seamar Management during the fourth quarter. On a per-day basis for full year 2025, vessel operating expenses, net of technical management fees, was $5,932 per day.

Total general and administrative expenses increased by 7% from $6.3 million to approximately $6.7 million. The increase was primarily due to an increase in stock-based compensation expense due to the acceleration of vesting schedules during the fourth quarter of 2025.

In total, our reported GAAP net income for the fourth quarter was $11.9 million, or 19 cents per diluted share. When excluding the impact of the gain on sale, unrealized losses from derivative instruments, as well as other non-GAAP adjustments, our reported adjusted net income attributable to Pangaea during the quarter was $10.1 million, or 16 cents per diluted share.

Moving on to the cash flows, total cash from operations was approximately $15 million, driven by strong operating performance. At quarter end, we had approximately $103 million in unrestricted cash, and total debt, including finance lease obligations, of approximately $372 million.

During the quarter, our overall interest expense, net of interest income, was $5.4 million, an increase of $1.2 million, due to new debt facilities entered into during the third quarter, as well as the assumed debt and finance leases associated with the SSI acquisition. As Mads noted, throughout 2025, we purchased just over 600,000 shares for approximately $3 million, and paid $16.3 million in quarterly dividends.

Further, in February, we declared a 5 cents per share dividend to shareholders as of February 27th and payable on March 13th, 2026. Our buyback program complements our quarterly dividend policy, reinforcing our focus on delivering shareholder returns through a disciplined and balanced approach to capital allocation.

Going forward, we will maintain the same disciplined approach to capital. Our priorities remain clear: preserve financial flexibility, deliver consistent returns to shareholders, and invest selectively in opportunities that strengthen our integrated shipping and logistics platform.

This includes advancing our terminal and stevedoring operations and continuing our fleet renewal strategy, with a focus on capital-efficient initiatives that enhance our ability to meet customer cargo needs and regulatory compliance over the long term. With that, we will now open the line for questions.

Hi. Good morning.

Thank you for taking the question. My first question: have you been able to leverage your Handysize vessels to grow your onshore port and terminal business?

Good morning, Laura. Thank you for the question.

We are experiencing nice synergies both between the Handysize fleet and especially our existing Supramax fleet. We are also in our ports and terminals, we have also handled cargoes on several of our Handysize vessels.

There's a nice spinoff between the two activities, yes.

Thank you. With the current geopolitics disruption and the tanker markets has received a lot of investor attention.

Has the dry bulk sector and Pangaea been affected by recent events in the Middle East?

I think our direct exposure to the conflict in the area is virtually nonexistent. We have no ships in the area.

We have no ships going there. We have no people working in the region.

We had two of our seafarers that were transiting through an airport, but they were able to make it out and make it home safely. The direct impact on us is nonexistent.

The indirect impact, I think, is mainly being felt through oil price volatility and the potential for even further trade disruption as the materials on the dry side that are moving in and out of the U.S. Gulf need to find alternative routes.

It's still very early in that process to see how that will all shake out. It's still very much uncertain.

On balance, it could have an impact, for sure.

Great. Thanks.

I'll pass it on.

Thank you, Burke.

Hi. Good morning, Mads.

Good morning, Gianni. Just couple quick ones, a little more detailed, please.

Can you talk about the impact, the potential impact of fuel prices, bunker fuel, and how you manage your forward-looking bunker fuel prices?

Sure. Good morning, Poe.

We manage our exposure to fuel prices primarily in two different ways. The biggest component of that is that several of our larger contracts, especially the longer-term ones, have bunker adjustment clauses in them.

The freight is changed depending on the prevalent fuel price at any point in time. Around the time we're performing the shipment, there's calculation made that shows the impact of a change in the fuel price, and the freight is adjusted accordingly.

Our earnings on those contracts so it doesn't change really. It's sort of floating the fuel price.

Then for our shorter exposure, we hedge using derivatives. That is not something that is new to us.

We've done that for many years. We have to when we are operating a business like ours where we have quite a big shorter-term book that has a fixed freight to it.

That is possible. It's relatively cheap, it's pretty efficient, and I believe, on balance, it's probably a strength for us that we can manage that exposure, honestly.

My sense is you're protected or you're hedged or insulated from any bunker fuel price increases for say the next 6 months to 9 months. Is that fair?

That you're really exposed as we look into the latter part of 2026 and maybe into '27 if oil prices continue to or remain where they are right now and bunker fuel prices stay where they are?

No, I wouldn't actually say that, Poe, because the further out you go in our contract base, that's where we have the bunker escalation mechanism in the contract. We are protected on our COA portfolio either through a bunker escalation clause or through a hedged position.

Whatever future business we will be doing will be priced at whatever is the bunker prices at that time.

Okay. You'll be able to dynamically adjust.

In those two buckets that you talked about, Mads, what's the first bucket as far as the overall business, whether you measure it on tons moved or revenue or some kind of metric?

Poe, you refer to the freight, the ocean?

Yeah. The freight COA business.

I'm just trying to appreciate sort of how those two fuel price adjustments, which is more meaningful, I guess.

I think if I understand your question correctly, Poe, is that you're asking how much of contracts with bunker adjustment clauses and how many are hedged with derivatives. Is that your question?

That'd be helpful. Just any way you sort of want to portray it.

I would argue that probably in the shorter term, it's probably done through derivatives probably close to I don't know, maybe 75%. As you go out further out, it's done 100% through bunker escalation clauses.

Okay. Then if you could just expand on your comment that trade flows may be impacted by what's going on in the Middle East, and you talked about trade going out of the U.S.

Gulf, can you just expand on that comment a little bit more?

I think one thing that we all have to bear in mind that this is still very fresh, and I don't think you can see any changes. A lot of this is sort of expectations or probably closer to speculations, but there is expected to be a pretty significant impact from reduction in gas exports out of the AG that potentially could be substituted with coal.

Obviously coal is being moved on dry bulk vessels, and where that coal will be sourced from is still I think very much an unknown and up in the air, but potentially could be long-haul business that will positively affect ton-mile demand for the dry bulk market.

Okay. Yeah.

Specifically coal out of the U.S. to backfill any shortfall in LNG out of the Middle East?

Potentially that could happen, yes. Again, it's still very early days in terms of that conflict and what the impacts will be.

It is something that could happen, yes.

Then you detailed a lot of activity on the port terminal stevedoring. Can you just maybe quantify the potential impact to 2029 20 [unclear] '26 numbers as far as the expansion, the activity there?

Are we going to see a step-up in revenues and margin, or is it going to be if we could just quantify that impact, that'd be helpful.

Poe, I can take that. For Q4, a lot of these just started to come online, but the impact will be for 2026.

We have Aransas, we have Lake Charles, Tampa, and Pascagoula all coming on. We do expect a step-up incremental EBITDA next year, and it's probably around $3 million for '26 is what we're expecting.

In total, just as things start to fall in place throughout 2026, we expect to see that incremental EBITDA for the full year.

Okay. That was an EBITDA number, Gianni?

That's clear.

Yeah. Correct.

Then

can you just talk about the fleet renewal? You've sold two assets, one per quarter for the last two quarters.

What's on the front as far as the fleet renewal? Can you talk about both on the buy side and the sell side?

Sure. The decisions around those two transactions is primarily by the age of the vessel.

They were both approaching special surveys. One was 22, one was 20 years old.

That is historically when we have decided to dispose of assets. That's not really anything new.

We're constantly in the market looking at potential candidates to bring into the fleet, and we are pretty optimistic about both the near-term market outlook and longer term as well. We expect, of course, to be more active on that side of the fleet, adding a little bit of capacity as we go.

Great. Thanks a lot.

Thanks, Poe. Thanks, Poe.

Thank you very much. Once again, thank you for joining our call.

Should you have any questions, please feel free to contact us at [email protected], and a member of our team will follow up with you. This concludes our call today.

You may now disconnect.