Scorpio Bulkers Inc. Announces Financial Results for the Third Quarter of 2016

MONACO--(Marketwired - October 31, 2016) - Scorpio Bulkers Inc. (NYSE: SALT) ("Scorpio Bulkers," or the "Company") today reported its results for the three and nine months ended September 30, 2016.

Results for the three and nine months ended September 30, 2016 and 2015

For the three months ended September 30, 2016, the Company's GAAP net loss was $21.3 million, or $0.30 loss per diluted share. For the same period in 2015 the Company's GAAP net loss was $18.1 million, or $0.66 loss per diluted share.

There were no non-GAAP adjustments to earnings in the three months ended September 30, 2016.

For the three months ended September 30, 2015, the Company's adjusted net loss was $16.3 million or $0.60 adjusted loss per diluted share, which excludes a write down of assets held for sale of $0.3 million and the write off of deferred financing costs on credit facilities that will no longer be used of $1.4 million, or $0.06 loss per diluted share (see Non-GAAP Financial Measures below).

For the nine months ended September 30, 2016, the Company had a GAAP net loss of $104.3 million, or $2.05 loss per diluted share. For the nine months ended September 30, 2016, the Company's adjusted net loss was $79.4 million, or $1.56 adjusted loss per diluted share. This excludes a loss/write off of vessels and assets held for sale of $12.4 million, the write off of deferred financing costs on credit facilities that will no longer be used of $2.5 million and a charterhire contract termination fee of $10.0 million. These adjustments total a $0.49 loss per diluted share (see Non-GAAP Financial Measures below).

For comparison in the nine months ended September 30, 2015, the Company had a GAAP net loss of $208.8 million, or $10.77 loss per diluted share. The Company's adjusted net loss was $49.7 million or $2.57 adjusted loss per diluted share. This excludes a write down on assets held for sale of $151.7 million and the write off of deferred financing costs on credit facilities that will no longer be used of $7.3 million, or $8.20 loss per share (see Non-GAAP Financial Measures below).

Recent Significant Events

Financing Agreement Amendments

The Company agreed with its lenders to amend the relevant loan agreements such that the interest coverage ratio, as defined in each agreement, will not be applicable until the first quarter of 2019, at which point the ratio will be 1.00 to 1.00 and will be calculated on a year-to-date basis for the first and second quarter of 2019. Thereafter, the interest coverage ratio will revert to its original covenant level of 2.50 to 1.00.

The Company agreed, as outlined on a per facility basis below, with certain of its lenders to add three or four quarterly installment payments, depending on the vessel, to the respective balloon payments in exchange for an advance principal repayment of approximately $24.4 million. As a result of these agreements, the Company will not have to make the next six or eight scheduled quarterly installment payments, depending on the vessel, totaling $48.8 million. For the two undelivered ships under the $409 Million Credit Facility, the advance principal repayment amount is calculated on the basis of loan amount available.

In respect of one of its credit facilities, the Company also reached an agreement with the lender to extend the maturity date of this facility from June 2019 to September 2020, subject to the Company meeting certain conditions on or before June 2019.

In addition to the above-mentioned amendments, the Company has also agreed with certain of its lenders to amend definitions within its "leverage ratio" and "consolidated net worth" covenants to exclude $100.0 million of historical non-operating losses (which is in addition to them agreeing to exclude certain non-operating items, including impairments as announced in Q2 2016). Certain of the Company's lenders had agreed to amend the above-mentioned definitions in Q2 2016 to exclude all historical incurred losses/write downs on assets sold, all historical incurred losses on termination of shipbuilding contracts and certain future non-operating items including impairments.

TCE Revenue Earned during the Third Quarter of 2016

• Our Kamsarmax fleet earned $6,349 per day
• Our Ultramax fleet earned $7,083 per day

Voyages Fixed thus far in the Fourth Quarter of 2016

• Kamsarmax fleet: approximately $7,064 per day for 77% of the days
• Ultramax fleet: approximately $7,016 per day for 58% of the days

Charter Employment Fixed since July 27, 2016 and thus far in Fourth Quarter of 2016

Vessel Price Reductions and the Delay of Scheduled Vessel Deliveries

The Company reached agreements with shipyards to reduce the price to be paid under the shipbuilding contracts of four Kamsarmax vessels and two Ultramax vessels that were to be delivered between Q3 2016 and Q4 2016 by an aggregate of $13.0 million. The Company also reached agreements to delay the delivery of the same six vessels by approximately one to three months each. These vessels, previously expected to be delivered between September 2016 and November 2016 will now be, or were, delivered between October 2016 and January 2017. Pursuant to these delays, $59.1 million that was previously expected to be paid to shipyards during Q4 2016 is now expected to be paid in Q1 2017.

Newbuilding Vessels Deliveries

During the third quarter of 2016, the Company took delivery from shipyards of the following newbuilding vessels:

• SBI Tethys, an Ultramax vessel, was delivered from Nantong COSCO KHI Ship Engineering Co. Ltd.
• SBI Phoebe, an Ultramax vessel, was delivered from Chengxi Shipyard Co. Ltd.
• SBI Poseidon, an Ultramax vessel, was delivered from Mitsui Engineering & Shipbuilding Co., Ltd.

Between October 1, 2016 and October 28, 2016 the Company took delivery from shipyards of the following newbuilding vessels:

• SBI Apollo, an Ultramax vessel, was delivered from Mitsui Engineering & Shipbuilding Co., Ltd.
• SBI Zumba, a Kamsarmax vessel, was delivered from Hudong-Zhonghua (Group) Co., Ltd.

Management Agreement Amendments

Effective September 29, 2016, the Company amended its Administrative Services Agreement with Scorpio Services Holding Limited ("SSH") and its Master Agreement with Scorpio Commercial Management ("SCM") and Scorpio Ship Management ("SSM"). Under the terms of the amendments, (i) the fee of $250,000 payable to SSH in shares based on the volume weighted average price of our common shares over the 30 trading day period immediately preceding the contract date upon any future vessel purchase will be eliminated; (ii) in the event of the sale of one or more vessels, provided it does not amount to a sale of substantially all vessels the notice period to terminate the commercial and technical management agreements will be reduced from two years to three months and a fee equal to three months of management fees will be payable to SCM and SSM upon termination; and (iii) effective beginning on the fifth day within any 20 trading day period that the closing price of the Company's common shares on the New York Stock Exchange is equal to or greater than $5.00, the commission payable for commercial management will be reinstated to 1.75 per cent of all monies earned by a vessel from the current 1 per cent. There is no other consideration payable by the Company for these amendments.

Debt and Liquidity Overview

We made the following drawdowns, gross of any simultaneous prepayments, from our credit facilities during the third quarter of 2016:

As of October 28, 2016, the Company had approximately $170.0 million in cash and cash equivalents. As of October 28, 2016, the Company's outstanding debt balance, gross of unamortized deferred financing costs, and amount available to draw is as follows (dollars in thousands):

The Company's projected quarterly principal repayments through year end 2018 based on current levels of bank debt, maximum loan amount available on undrawn vessels and the above-mentioned agreements with certain of its lenders is as follows (dollars in millions):

Overview of Loan Amendments and Prepayments by Facility

$409 Million Credit Facility

In October 2016, the Company reached an agreement with the lenders to add three or four quarterly installment payments, depending on the vessel, to the balloon payment in exchange for an advance principal repayment of approximately $12.8 million (calculated on the basis of loan amounts available for undelivered ships), which will be made in the fourth quarter of 2016 or, where applicable, will be made upon draw down. As a result of this agreement, the Company will not have to make the next six or eight quarterly scheduled installment payments, depending on the vessel, totaling $25.6 million (calculated on the basis of loan amounts available for the undelivered ships.

$67.5 Million Credit Facility

In October 2016, the Company reached an agreement with the lender to add four quarterly installment payments to the balloon payment in exchange for an advance principal repayment of approximately $4.0 million, which will be made in the fourth quarter of 2016. As a result of this agreement, the Company will not have to make the next eight scheduled quarterly installment payments totaling $8.0 million.

$42 Million Credit Facility

In October 2016, the Company reached an agreement with the lender to add four quarterly installment payments to the balloon payment in exchange for an advance principal repayment of approximately $3.3 million, which will be made in the fourth quarter of 2016. As a result of this agreement, the Company will not have to make the next eight scheduled quarterly installment payments totaling $6.6 million.

$39.6 Million Credit Facility

In October 2016, the Company reached an agreement with the lender to add four quarterly installment payments to the balloon payment in exchange for an advance principal repayment of approximately $1.9 million, which will be made in the fourth quarter of 2016. As a result of this agreement, the Company will not have to make the next eight scheduled quarterly installment payments totaling $3.8 million.

The Company also reached an agreement with the lender to extend the maturity date of this facility from June 2019 to September 2020 subject to the Company meeting certain conditions on or before June 2019.

$27.3 Million Credit Facility

In October 2016, the Company reached an agreement with the lender to add four quarterly installment payments to the balloon payment in exchange for an advance principal repayment of approximately $1.6 million, which will be made in the fourth quarter of 2016. As a result of this agreement, the Company will not have to make the next eight scheduled quarterly installment payments totaling $3.1 million.

$12.5 Million Credit Facility

In October 2016, the Company reached an agreement with the lender to add four quarterly installment payments to the balloon payment in exchange for an advance principal repayment of approximately $0.8 million, which will be made in the fourth quarter of 2016. As a result of this agreement, the Company will not have to make the next eight scheduled quarterly installment payments totaling $1.6 million.

Newbuilding Program

Our Newbuilding Program consists of contracts for the construction of 48 dry bulk vessels, comprised of 28 Ultramax newbuildings, and 20 Kamsarmax newbuildings. Of this total, through October 28, 2016, we have taken delivery of 15 Kamsarmax vessels and 26 Ultramax vessels. The aggregate construction price for the remaining seven dry bulk vessels is $192.4 million. Of this amount, $101.4 million remains unpaid as of October 28, 2016 and is scheduled to be paid in installments through the delivery dates of each vessel. Upon delivery of the vessels, we expect to drawdown up to $90.0 million of available debt. The future payment dates and amounts are as follows (dollars in millions) ⁽¹⁾:

Financial Results for the Three Months Ended September 30, 2016 Compared to the Three Months Ended September 30, 2015

The Company had a GAAP net loss of $21.3 million, or $0.30 loss per diluted share for the third quarter of 2016 compared with a GAAP net loss of $18.1 million, or $0.66 loss per diluted share for the third quarter of 2015. Excluding a write down of assets held for sale of $0.3 million and the write off of deferred financing costs on credit facilities that will no longer be used of $1.4 million, adjusted net loss for the third quarter of 2015 was $16.3 million or $0.60 adjusted loss per diluted share (see Non-GAAP Financial Measures below). There were no non-GAAP adjustments to earnings in the third quarter of 2016.

Time charter equivalent (TCE) revenue, a Non-GAAP financial measure, is vessel revenues less voyage expenses (including bunkers, port charges, broker fees and other miscellaneous expenses that we are unable to recoup under time charter and pool arrangements). TCE revenue is included herein because it is a standard shipping industry performance measure used primarily to compare period-to-period changes in a shipping company's performance irrespective of changes in the mix of charter types (i.e., spot charters, time charters, and pool charters), and it provides useful information to investors and management.

TCE revenue was $24.1 million for the third quarter of 2016 and is associated with a day weighted average of 38 vessels owned and two vessels time chartered-in compared to $15.0 million during the prior year quarter, which was associated with a day weighted average of 12 vessels owned and 11 vessels time chartered-in. TCE revenue per day was $6,791 and $7,792 for the third quarter of 2016 and 2015, respectively. While daily TCE rates are down compared to the prior year period, rates, helped by the stabilization of global steel production and an increase in Chinese coal imports, have rebounded from the recent historic lows experienced in the beginning of the year. The overall increase in TCE revenue versus the prior year period is due to the increase in revenue days associated with the growth of our fleet.

Vessel operating costs were $18.9 million and included approximately $0.3 million of takeover costs associated with new deliveries, and $0.8 million of non-recurring expenses and related to 38 vessels owned, on average, during the period. Takeover costs will decrease as our newbuildings are delivered. Vessel operating costs for the prior year quarter were $7.3 million and related to 12 vessels owned, on average, during the period. Vessel operating costs increased from $15.6 million in the second quarter of 2016 to $18.9 million in the third quarter of 2016. This increase is due to additional vessel deliveries, annual maintenance and class certifications performed during the period, and other non-recurring expenses. Daily operating costs, excluding take over and other non-recurring costs, for the third quarter of 2016 were approximately $5,330.

Charterhire expense decreased to $2.6 million in the third quarter of 2016 from $11.2 million in the prior year period, reflecting the reduction in the number of vessels time chartered-in from 11 vessels to two vessels, on a day weighted average, respectively. Of the two remaining time chartered-in vessels, one is expected to be redelivered in January 2017, at which point a profit and loss provision will commence for a period of two years, and the other is expected to be redelivered in July 2017.

Depreciation increased to $10.0 million in the third quarter of 2016 from $3.5 million in the prior year period, reflecting the increase in our weighted average vessels owned to 38 from 12.

General and administrative expense was $8.9 million in both periods and includes $5.0 million and $6.3 million of restricted stock amortization in the third quarters of 2016 and 2015, respectively. The decrease in restricted stock amortization is due to prior year grants vesting and being fully expensed. This decrease was offset primarily by an increase in commercial management fees, reflecting the growth of our fleet.

During the third quarter of 2015, the Company recorded incremental write downs of certain construction contracts that were classified as held for sale at June 30, 2015. It also wrote off $1.4 million of deferred financing costs accumulated on credit facilities for which the commitments were reduced pursuant to the removal from the facilities of certain vessels that have been sold or classified as held for sale.

Financial Results for the Nine Months Ended September 30, 2016 Compared to the Nine Months September 30, 2015

The Company had a GAAP net loss of $104.3 million, or $2.05 loss per diluted share for the nine months ended September 30, 2016 compared with a GAAP net loss of $208.8 million, or $10.77 loss per diluted share for the nine months ended September 30, 2015. Excluding a loss/write off of vessels and assets held for sale of $12.4 million, a write off of deferred financing costs on credit facilities that will no longer be used of $2.5 million and a charterhire contract termination fee of $10.0 million, adjusted net loss for the nine months ended September 30, 2016 was $79.4 million, or $1.56 adjusted loss per diluted share. Excluding a loss/write off of vessels and assets held for sale of $151.7 million and the write off of deferred financing costs on credit facilities that will no longer be used of $7.3 million, adjusted net loss for the nine months ended September 30, 2015, was $49.7 million or $2.57 adjusted loss per diluted share (see Non-GAAP Financial Measures below).

TCE revenue was $51.6 million in the first nine months of 2016 and is associated with a day weighted average of 34 average vessels owned and four vessels time chartered-in compared to $40.0 million during the prior year period, which was associated with a day weighted average of nine vessels owned and 13 vessels time chartered-in. TCE revenue per day was $5,262 and $7,060 for the first nine months of 2016 and 2015, respectively. The decrease in TCE revenue per day is due to the continued weakness in the dry bulk market, as reflected by the Baltic Dry Index ("BDI"). After falling to an all-time low in the first quarter of 2016, the BDI has recovered slightly due to the stabilization of global iron ore production and an increase in Chinese coal imports, but remains at depressed levels. The overall increase in TCE revenue versus the prior year period is due to the increase in revenue days associated with the growth of our fleet.

Vessel operating costs were $49.8 million, including approximately $2.2 million of takeover costs associated with new deliveries and $1.5 million of other non-recurring expenses and related to 34 vessels owned, on average, during the period. Takeover costs will decrease as our newbuildings are delivered. Vessel operating costs for the prior year period were $14.8 million and related to nine vessels owned, on average, during the period. Daily operating costs, excluding takeover and other non-recurring expenses for the first nine months of 2016 were $4,923.

Charterhire expense decreased to $14.8 million in the first nine months of 2016 from $40.6 million in the prior year period reflecting the reduction in the number of vessels time chartered-in. During the first nine months of 2016 we also recorded a $10.0 million charge to terminate four time charter-in contracts. Termination of these contracts reduces our future cash outflow and will have a positive impact on our future operating results as the contracts were at above current market rates. Charterhire expense decreased to $2.6 million in the third quarter of 2016 and is expected to remain at that level for the remainder of the year.

Depreciation increased to $26.0 million in the first nine months of 2016 from $7.7 million in the prior year period reflecting the increase in our weighted average vessels owned to 34 from nine.

General and administrative expense was $25.3 million and $25.8 million for the first nine months of 2016 and 2015, respectively, and included $14.2 million and $18.5 million of restricted stock amortization, respectively. The decrease in restricted stock amortization is due to prior year grants vesting and being fully expensed as well as the reversal of expense related to cancelled awards. This decrease was offset by an increase in commercial management fees, reflecting the growth of our fleet, compensation costs including employee separation costs, an increase in directors' fees due to the addition of two independent directors, as well as an increase in the number of board of director and committee meetings, and an increase in commitment fees on our unused bank debt.

During the first nine months of 2016, the Company recorded a loss/write off of vessels and assets held for sale of $12.4 million of which $11.6 million related to the cancellation of a shipbuilding contract for a Kamsarmax bulk carrier and $0.8 million in additional expenses related to vessels held for sale at December 31, 2015. The loss recorded in the prior year period was associated with writing down 13 contracts to construct vessels that were classified as held for sale during the nine months ended September 30, 2015, as well as an incremental write down of certain contracts classified as held for sale at December 31, 2014.

During the first nine months of 2016 and 2015, the Company wrote off $2.5 million and $7.3 million, respectively, of deferred financing costs accumulated on credit facilities for which the commitments were reduced pursuant to the removal from the facilities of certain vessels that have been sold or classified as held for sale. In addition, during 2016, the Company agreed to reduce the aggregate available loan amounts by $43.7 million resulting in the write off of approximately $1.3 million of deferred financing costs.

Fleet List as of October 28, 2016

Owned vessels delivered from shipyards

Vessels under construction

As used in this earnings release "Chengxi" refers to Chengxi Shipyard Co., Ltd., and "Hudong" refers to Hudong-Zhonghua Shipbuilding (Group) Co., Inc.

Time chartered-in vessels

The Company has time chartered-in two dry bulk vessels. The terms of the time charter-in contracts are summarized as follows:

Conference Call Details:

Monday, October 31, 2016 at 9:00 AM Eastern Daylight Time/2:00 PM Central European Time.

Participants should dial into the call 10 minutes before the scheduled time using the following numbers: 1(866) 316-1371 (U.S.) or 1(913) 312-0642 (International). The conference participant passcode is 8152934. The information provided on the teleconference is only accurate at the time of the conference call, and the Company will take no responsibility for providing updated information.

Slides and Audio Webcast:

There will also be a simultaneous live webcast over the internet, through the Scorpio Bulkers Inc. website www.scorpiobulkers.com. Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.

Webcast URL: https://www.webcaster4.com/Webcast/Page/608/18052

About Scorpio Bulkers Inc.

Scorpio Bulkers Inc. is a provider of marine transportation of dry bulk commodities. Scorpio Bulkers Inc. currently owns 41 vessels, consisting of 15 Kamsarmax vessels and 26 Ultramax vessels. The Company also time charters-in two dry bulk vessels (consisting of one Panamax vessel and one Kamsarmax vessel) and has contracted for seven dry bulk vessels consisting of five Kamsarmax vessels and two Ultramax vessels, from shipyards in China. Upon final delivery of all of the vessels the owned fleet is expected to have a total carrying capacity of approximately 3.4 million deadweight tonnes. Additional information about the Company is available on the Company's website www.scorpiobulkers.com, which is not a part of this press release.

Non-GAAP Financial Measures

This press release describes adjusted net loss and related per share amounts, which is not a measure prepared in accordance with GAAP. We believe the non-GAAP financial measure presented in this press release provides investors with a means of evaluating and understanding how the Company's management evaluates the Company's operating performance. These non-GAAP financial measures should not be considered in isolation from, as substitutes for, nor superior to financial measures prepared in accordance with GAAP.

Adjusted net loss

In thousands, except per share data

Forward-Looking Statements

Matters discussed in this press release may constitute forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides safe harbor protections for forward-looking statements in order to encourage companies to provide prospective information about their business. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts. The Company desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbor legislation. The words "believe," "anticipate," "intend," "estimate," "forecast," "project," "plan," "potential," "may," "should," "expect," "pending" and similar expressions identify forward-looking statements.

The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, our management's examination of historical operating trends, data contained in our records and other data available from third parties. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, we cannot assure you that we will achieve or accomplish these expectations, beliefs or projections.

In addition to these important factors, other important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the failure of counterparties to fully perform their contracts with us, the strength of world economies and currencies, general market conditions, including fluctuations in charter rates and vessel values, changes in demand for dry bulk vessel capacity, changes in our operating expenses, including bunker prices, drydocking and insurance costs, the market for our vessels, availability of financing and refinancing, charter counterparty performance, ability to obtain financing and comply with covenants in such financing arrangements, changes in governmental rules and regulations or actions taken by regulatory authorities, potential liability from pending or future litigation, general domestic and international political conditions, potential disruption of shipping routes due to accidents or political events, vessels breakdowns and instances of off-hires and other factors. Please see our filings with the Securities and Exchange Commission for a more complete discussion of these and other risks and uncertainties.