acquisition of three dual fuel lng carriers
TRANSCRIPT
Acquisition of Three Dual Fuel
LNG Carriers
Capital Product Partners L.P.
September 1, 2021
www.capitalpplp.com
Important Notice
This presentation contains forward-looking statements (as such term is defined in Section 21E of the Securities
Exchange Act of 1934, as amended). These statements can be identified by the fact that they do not relate only
to historical or current facts. In particular, forward-looking statements include all statements that express
forecasts, expectations, plans, outlook, objectives and projections with respect to future matters, including,
among other things, the expected financial performance of CPLP’s business following the acquisition, CPLP’s
expectations or objectives regarding future distributions, and market and charter rate expectations. These
forward-looking statements involve risks and uncertainties that could cause the stated or forecasted results to
be materially different from those anticipated. For a discussion of factors that could materially affect the
outcome of forward-looking statements and other risks and uncertainties, see “Risk Factors” in CPLP’s annual
report on Form 20-F filed with the SEC on April 27, 2021. Any forward-looking statements made by or on
behalf of CPLP speak only as of the date they are made. Unless required by law, CPLP expressly disclaims any
obligation to update or revise any of these forward-looking statements, whether because of future events, new
information, a change in its views or expectations, to conform them to actual results or otherwise. CPLP does
not assume any responsibility for the accuracy and completeness of the forward-looking statements. You are
cautioned not to place undue reliance on forward-looking statements.
Non-GAAP Measures
This presentation contains non-GAAP measures, including Operating Surplus after Reserves and
EBITDA. Operating Surplus after Reserves is a quantitative measure used in the publicly traded partnership
investment community to assist in evaluating a partnership’s financial performance and ability to make
quarterly cash distributions. It should not be considered a measure of profitability or liquidity. We define
Operating Surplus after Reserves as EBITDA less Debt Amortization and Interest Cost. We define EBITDA as
Revenue less Operating Expenses and SG&A. These definitions may differ from similarly titled measures used
by other companies and MLPs. These measures are not required by accounting principles generally accepted in
the United States and should not be considered a substitute for net income, cash flow from operating activities
and other operations or cash flow statement data prepared in accordance with accounting principles generally
accepted in the United States.
▪ LNG / Natural Gas are core growing components of the global energy mix.
− Gas to supply largest share - over 40% - of additional energy demand to 2035.
− LNG is the fastest growing gas supply source; market expected to double by 2040.
▪ Significant number of ships required to meet transportation needs of new gas infrastructure projects.
Participation in
Fast Growing
Transition
Energy Fuel
Attractive Deal
Economics
with High
Accretive
Transaction
▪ Acquisition price compares favorably to delivered newbuilding cost estimated today at $215+ million.
▪ Transaction attractively valued relative to key metrics.
▪ Highly accretive on distributable cash flow per unit.
Acquisition
Enhances
Asset Base and
Business
Model
▪ Assumed attractive debt financing in place at no additional cost.
▪ Arranged $10.0 mil unsecured, non-amortizing, interest free Sellers’ credit for 12 months.
▪ Minimal new common equity issuance of $15.0 million.
▪ Secured further growth pipeline with optional LNG and container vessels.
Strategic and Transformative Acquisition
Attractive
Transaction
Financing &
Growth
Opportunities
▪ Increases contracted revenue by 86% and remaining charter duration to 4.6 years.*
▪ Diversification of Partnership’s revenue stream, as well as asset and customer base.
▪ Reduces the average fleet age of the Partnership to 8.8 years.
▪ Important step towards reducing the environmental footprint of the Partnership.
* We assume throughout this document the exercise of first two options (total 4 years per vessel) for the three vessels on charter to BP, including the one Optional Vessel, as the structure of the time charter party makes the exercise of these options highly likely.
2
Transaction Overview
3
Transaction Overview
4
High Specification, Latest
Technology LNGs
▪ Capital Product Partners to acquire 3 x 174,000 CBM latest generation X-DF LNG carriers of high specification
including extras of ~$5.0 million built at Hyundai Heavy Industries (“HHI”).
Employment▪ Average Charter Duration of 5.6 years to BP Gas Marketing Limited (“BP”) and Cheniere Marketing International LLP
(“Cheniere”) at an average daily rate of $67,630.
Acquisition PriceAristos I (built 2020): $203.0 million / Aristidis I (built 2021): $205.0 million / Aristarchos (built 2021): $191.5 million
Total: $599.5 million.
Financing
▪ $147.1 Cash at hand.
▪ Assumption of $427.4 million in financing arrangements with a blended cost of 2.64 bps + LIBOR.
▪ $15.0 million of CPLP common units to be issued to Seller at minimum price of $13.0 per unit.
▪ $10.0 million in interest free, non amortizing Sellers’ credit repayable within 12 months.
Optional Vessels
▪ 3 x 174,000cbm LNG sister vessels all built 2021 for total acquisition price of $623.0 million.
▪ Vessels employed to Cheniere, BP and Engie Energy Marketing Singapore Pte Ltd (“Engie”) at average daily rate of
$70,650 and remaining charter duration of 6.3 years.
▪ ~$442 million of debt in place at attractive terms.
▪ Option to be exercised by November 1, 2021 and can be executed individually for each vessel.
Right of First Offer Vessels
▪ 3 x 13,000 TEU eco container vessels under construction at HHI for delivery 4Q2022-2Q2023 with 10+2+2+2 years
employment to Hapag Lloyd Aktiengesellschaft (“Hapag Lloyd”).
▪ 3 x LNG carriers under construction at HHI for delivery 1Q2023-4Q2023.
▪ Partnership retains right of first offer on any proposed sale of each vessel.
Commercial & Technical
Management
▪ Capital Gas Ship Management Corp.
▪ Daily fee: $2,000 per day.
Highly Accretive Transaction
5
148.6 148.6
72.7
20
70
120
170
220
270
Existing Fleet Pro Forma Fleet
$Million Net Revenues
92.8 92.8
58.5
0
20
40
60
80
100
120
140
160
180
Existing Fleet Pro Forma Fleet
$Million EBITDA
* Financial figures basis last 12 months for the existing CPLP fleet. LNG vessels impact estimated basis on following assumptions: 12 months net revenues per day calculated at 362 days per year. OPEX estimated at $13,000 per day inclusive
of management fees. EBITDA: Net revenues less OPEX and SG&A. Operating Surplus after Reserves estimated as EBITDA less debt amortization and interest cost assuming 3M LIBOR of 0.13%. Annual debt amortization for the Aristos I
and the Aristarchos are calculated based on the average of the monthly principal installments from expected delivery to maturity. Annual interest cost are calculated based on the average debt of $143.1 million, $149.7 million and $121.8
million for the Aristos I, the Aristarchos and the Aristidis I respectively. Per unit pro forma Operating Surplus after Reserves is based on CPLP’s total units adjusted by the treasury stock units and the issuance of the new units.
52.7 52.7
17.7
6
16
26
36
46
56
66
76
86
Existing Fleet Pro Forma Fleet
$Million Operating Surplus after Reserves
Total: 221.3Total: 151.3
Total: 70.4
▪ Expected Annualized Revenue and EBITDA increase of 49% and 63%, respectively.
▪ 34% increase to pro forma Operating Surplus after Reserves or $0.90 per unit.
Significant Fleet Growth & Renewal
6* Book Value for existing CPLP fleet as of 30/6/2021 excluding vessel held for sale. LNG vessels impact estimated using acquisition prices.
602 602
600
0
200
400
600
800
1,000
1,200
1,400
Existing Fleet Pro Forma Fleet
$MillionFleet Book Value*
10.4
8.8
6.0
8.0
10.0
12.0
Existing Fleet Pro Forma Fleet
YearsFleet Age
Total: 1,202
Large Increase in Charter Coverage & Duration
7
Charter Profile
Expiry of Current Charters
Vessel Type
Dry Bulk
Containership
Containership
Containership
Containership
Containership
Containership
Containership
Containership
Containership
Containership
Containership
Containership
Containership
Containership
Containership
LNG Carrier
LNG Carrier
LNG Carrier
Charter Coverage Remaining Charter
Duration (Years)2021 2022 2023 2024 2025
Existing Fleet 94% 90% 87% 76% 46% 3.7
Pro forma Fleet 95% 92% 89% 80% 50% 4.6
Acquisition provides significant cash flow visibility from 2024 onwards, when existing CPLP fleet charters start to expire
Sep-21 Sep-22 Sep-23 Sep-24 Sep-25 Sep-26 Sep-27
Cape Agamemnon
Adonis
Akadimos
Agamemnon
Archimidis
Hyundai Prestige
Hyundai Premium
Hyundai Paramount
Hyundai Privilege
Hyundai Platinum
Long Beach Express
Seattle Express
Fos Express
Athos
Aristomenis
Athenian
Aristarchos
Aristos I
Aristidis I
453.0 453.0
391.2
0
100
200
300
400
500
600
700
800
900
Existing Fleet Pro Forma Fleet
$Mil Contracted Revenue
Total: 844.2
Reducing Environmental Footprint
0
2
4
6
8
10
Annual Efficiency Ratio - AER per vessel
(gr CO2 / DWT * mile)
2020 2019 Fleet Average 2020 Fleet Average With LNGCs
Fleet AER
Average
reduced by
4%
▪ LNGs AER expected to be 23% lower vs. average AER for CPLP Fleet.
▪ Further reduction of environmental footprint since X-DF LNGCs do not have any SOx
& NOx emissions. 8
Fleet Evolution – Larger, More Efficient Vessels
9
0
10
20
30
40
50
60
70
80#
of
ves
sels
Hybrid Steam D/TFDE QMAX/FLEX MEGI/XDF
LNG 1.0
1st/2nd Generation Steam ~200 Vessels
LNG 2.0
3rd/4th Generation DFDE + QVessels ~230 Vessels
LNG 3.0
5th Generation MEGI /XDF~200
Vessels
Source: Poten
Attractive Acquisition Price
10* 174k two stroke LNGC carriers command significant premium (currently excess $15,000 per day) in chartering market due to significantly lower bunkers consumption, higher cargo intake and reduced boil off.
▪ Favorable average acquisition price compared to current LNG newbuilding prices of $205+ for
delivery 2024 (delivered cost is estimated +$10 million).
▪ Low entry point in historical context.
170
180
190
200
210
220
230
240
250
Jan
-06
Ju
l-06
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-07
Ju
l-07
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-08
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l-08
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l-09
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-10
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l-10
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-11
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-12
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-18
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l-18
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-19
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l-19
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-20
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l-20
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-21
Ju
l-21
Million of USD145/150,000-cbm Steam
155/160,000-cbm TFDE
174,000-cbm MEGI/XD-F
Qatar21%
Australia21%
USA13%
Malaysia7%
Nigeria5%
Indonesia5%
Russia West5%
Other exporters23%
Japan15%
China18%
Pak, Bangla, other Asian emerg countries
15%Spain, France, UK8%
South Korea8%
Other EU countries10%
India8%
Taiwan5%
Middle East & Turkey4%
Americas4%
LNG-as-Fuel2%
Other importers2% Qatar
21%
Australia16%
USA19%
Malaysia6%
Nigeria5%
Indonesia4%
Russia West8%
Other exporters20%
LNG TRADE GROWTH
2021-2030
Rapidly Growing Market
11
0
100
200
300
400
500
600
700
800
900
bcm
Africa-Pacific Asia-Pacific ME-PacificAmericas-Pacific Others Americas-AtlanticAfrica-Atlantic ME-Atlantic Russia-Pacific
LNG Trade Forecast Per Route
Source: IGU 2021 Annual Report
Favorable Market Re-entry Point
12
LNG Shipping Supply/Demand Forecast
Source: SSY
Firm Charter
Period End
21 24
14 137
1210
1
1
11
5
5
2
3
1
12
1
0
5
10
15
20
25
30
35
40
45
2021 2022 2023 2024 2025
NO
OF
VE
SS
EL
S
DFDE
N/A
MEGI
TFDE
MEGA
X-DF
Orderbook Per Shipyard & Propulsion
▪ Demand & Supply Balance expected to remain favorable beyond charters’ expirations.
▪ Limited number of shipyards, shipyard capacity and construction lead-time limit supply.
Optional & Right of First Offer Vessels
13
Optional LNG Fleet Profile
14
Vessel Name Attalos Adamastos Asklipios
Delivery Aug-21 Aug-21 Sept-21
Charterer
Maximum Charter Duration (Years) 13 7 6
Remaining Charter Duration (Years) 6.3
Average Price $207.7 Million
Approximate Average Rate $70,650 per day
Current Debt In Place $443.0 Million
Estimated Additional Capital
Required$181.1 Million
Option Declarable by November 1, 2021
Right of First Offer
Vessel Name Type TEU / CBM Delivery YardMaximum Charter
Duration*Charterer
Asterix I LNG Carrier 174,000 CBM Jan-23 HHI - -
H3315 / TBN LNG Carrier 174,000 CBM Oct-23 HHI - -
H3316 / TBN LNG Carrier 174,000 CBM Dec-23 HHI - -
Aelios Container Carrier 13,278 TEU Oct-22 HHI 16 Years
Archilochos Container Carrier 13,278 TEU Jan-23 HHI 16 Years
Alkidis Container Carrier 13,278 TEU May-23 HHI 16 Years
* Including options
15
▪ Ultra modern, energy efficient fleet with reduced carbon footprint.
▪ Long term employment in place for the container vessels to a reputable counterparty.
APPENDIX
16
High Specification, Latest Generation LNG Carriers
17
ARISTOS I ARISTARCHOS
Nov-2020 June-2021Jan-2021
(Up to 12 years)
ARISTIDIS I
(Up to 6 years)(Up to 12 years)
Name:
Delivery:
Charterer:
Charter Duration:
▪ Cargo capacity: 174,000 CBM
▪ Low unit freight cost
▪ Able to transit New Panama Canal
locks
▪ Compatible with almost all terminals
▪ Trading flexibility as the 174k class will
be readily acceptable within the long-
haul spot market trade
▪ Propulsion: X-DF
▪ Full-redundancy & simplified
FGSS
▪ Safety in low pressure system
▪ Tier III compatible in gas mode;
use of SCR in oil mode
▪ Air Lubrication System
▪ Gas Chromatograph
Specification
Highlights:
Employment Details
18
Vessel ChartererFirm
Period
Optional
Period 1
Optional
Period 2
Optional
Period 3
Aristos I Oct/23Oct/25 –
Oct/27Oct/29 Oct/32
Aristidis I Dec/23Dec/25 –
Dec/27Dec/29 Dec/32
Aristarchos Feb/25 Feb/26 Feb/27
YearLNGCs Contracted
Revenue (USD million)
Average Net Daily
Rate (USD/Day)
2021
(9/1 – 12/31)$27.8 $75,917
2022 $82.4 $75,293
2023 $80.5 $73,498
2024 $68.5 $62,401
2025 $48.1 $61,925
Thereafter $83.9 $61,946
*Assumptions: 362 revenue days per year based on gross rates and earliest redelivery dates except for vessels on charter to BP where first two set of options are included due to the structure of the charter.
Debt Financing Terms
19
Financing Terms (USD million):
Vessel Name Aristos I Aristarchos Aristidis I
Bank / Leasing Company
Debt Amount (On Closing) $148.9 $155.5 $123.0
Maturity 7y 7y 7y
Interest Rate L + 2.70% L + 2.70% L + 2.50%
Annual Amortization$12.7
$9.5 (from 4Q23)
$12.6
$9.3 (from 2Q24)
$9.7
$6.7 (from 1Q24)
Amortization Profile Monthly Monthly Quarterly
Debt Profile
20
$0
$50
$100
$150
$200
$250
2H/2021 2022 2023 2024 2025 2026 2027
Debt Repayment Schedule (USD Mil)
HCOB Facility CMB HCOB Facility (Athenian)
ICBC CMB (Panamaxes) Aristos I Facility
Aristidis I Facility Aristarchos Facility Seller’s Credit
* Basis third party charter free appraisals obtained for CPLP and LNG fleet in June 2021.
▪ Pro Forma debt at $784.9 million as of 30 June 2021.
▪ Pro Forma gross LTV as of June 30, 2021 at 44.4% basis charter free fleet fair market value*
Capital Product Partners L.P.