d970071_6-k.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE 13A-16 OR 15D-16 UNDER THE SECURITIES
EXCHANGE ACT OF 1934

For the month of February 2009

Commission File Number:  001-33179

AEGEAN MARINE PETROLEUM NETWORK INC.
(Translation of registrant's name into English)

42 Hatzikyriakou Avenue
Piraeus, Athens 185 38
Greece
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [ X ]     Form 40-F [   ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ________.

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ________.

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.


 
 

 

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Attached as Exhibit 1 is a copy of the press release of Aegean Marine Petroleum Network Inc. (the “Company”), dated February 25, 2009, announcing the Company’s fourth quarter and full year 2008 financial results.

Attached as Exhibit 2 is a copy of the Company’s unaudited consolidated financial statements.

 
 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 


  AEGEAN MARINE PETROLEUM NETWORK INC.
  (registrant)
   
       
Dated:  February 26, 2009
By:
/s/ E. Nikolas Tavlarios
 
 
Name:
Title: 
E. Nikolas Tavlarios
President
 


SK 23250 0002 970071



 
 

 

Exhibit 1



 
CONTACTS:      
Aegean Marine Petroleum Network Inc.       Investor Relations:  
(212) 763-5665        Leon Berman, Principal  
investor@ampni.com 
  The IGB Group  
    (212) 477-8438  
 
 
                                                      
                                                                                                  
 


Aegean Marine Petroleum Network Inc.
Announces Record Fourth Quarter and Full Year 2008 Financial Results

Full Year 2008 Net Income Increases 44.0%; Sales Volumes Climb 51.3%

PIRAEUS, Greece, February 25, 2009 – Aegean Marine Petroleum Network Inc. (NYSE: ANW) today announced financial and operating results for the fourth quarter and the year ended December 31, 2008.

Highlights

 
·
Increased sales volumes to 1,568,770 metric tons in Q4 2008 and 5,200,256 metric tons for the full year.
 
·
Expanded net revenues to $51.6 million in Q4 2008 and $170.9 million for 2008.
 
·
Generated gross spread on marine petroleum products of $47.7 million in Q4 2008 and $161.0 million for the full year.
 
·
Recorded operating income of $18.3 million in Q4 2008 and $52.1 million for the full year.
 
·
Reported adjusted net income, which excludes a $1.0 million tax expense, of $14.1 million, or $0.33 basic and diluted earnings per share for Q4 2008. Net Income for the quarter was $13.1 million, or $0.31 basic and diluted earnings per share.  Net Income for the full year was $39.9 million, or $0.94 basic and diluted earnings per share.
 
·
Continued expanding global presence and infrastructure:
 
o
Announced expansion into Trinidad and Tobago (Southern Caribbean) and Tangiers (Morocco), increasing our presence to 13 markets worldwide.
 
o
Took delivery of seven double-hull bunkering tanker newbuildings in 2008 and year-to-date in 2009.
 
o
Acquired four double-hull bunkering tankers and two bunkering barges in the secondary market in 2008 and year-to-date in 2009.
 
·
Implemented a $25 million stock repurchase program.

The Company recorded net income of $13.1 million, or $0.31 basic and diluted earnings per share, for the three months ended December 31, 2008. For purposes of comparison, the Company reported net income of $6.3 million, or $0.15 basic and diluted earnings per share, for the three months ended December 31, 2007. The weighted average basic and diluted shares outstanding for the three months ended December 31, 2008 were 42,517,249 and 42,525,507, respectively. The weighted average basic and diluted shares outstanding for the three months ended December 31, 2007 were 42,438,214 and 42,618,362, respectively.


During the three months ended December 31, 2008, the Company incurred a $1.0 million tax expense related to its Canadian unit.  Aegean is currently in the process of restructuring its Canadian business and expects to significantly decrease its income tax liability in this jurisdiction going forward.  Adjusted net income, excluding this tax expense, was $14.1 million or $0.33 basic and diluted earnings per share.

Total revenues for the three months ended December 31, 2008, increased by 10.7% to $554.3 million compared to $500.6 million for the same period in 2007. For the three months ended December 31, 2008, sales of marine petroleum products increased by 10.7% to $550.5 million compared to $497.3 million for the year-earlier period. Net revenues, which equal total revenues less cost of goods sold and cargo transportation costs, increased 58.3% to $51.6 million in the fourth quarter of 2008 compared to $32.6 million in the year-earlier period.

Results for the fourth quarter of 2008 were driven by a 62.8% increase in the gross spread on marine petroleum products to $47.7 million compared to $29.3 million for the same period in 2007. For the three months ended December 31, 2008, the volume of marine fuel sold increased by 52.8% to 1,568,770 metric tons compared to 1,026,395 metric tons in the year-earlier period, as sales volumes improved significantly in Greece and Singapore. Furthermore, results for the fourth quarter of 2008 included sales volumes from Aegean’s new markets: West Africa (January 2008), U.K. (April 2008), and North America (July 2008).  During the three months ended December 31, 2008, the gross spread per metric ton of marine fuel sold increased to $30.2 per metric ton, compared to $28.4 per metric ton in the year-earlier period. In the fourth quarter of 2008, the Company adopted a change in its method of calculating gross spread, described below in this release.  Before taking into account for this change, gross spread per metric ton for the fourth quarter 2008 was $32.5.

Operating income for the fourth quarter of 2008 was $18.3 million compared to $8.8 million for the same period in 2007. Operating expenses, excluding the cost of fuel and cargo transportation costs (both of which are included in the calculation of gross spread on marine petroleum products explained above), increased to $33.3 million for the three months ended December 31, 2008 compared to $23.8 million for the same period in 2007.  This increase was principally due to operating an expanded logistics infrastructure, comprised of a larger bunkering fleet and more storage facilities, during the fourth quarter of 2008 compared to the fourth quarter of 2007. 

E. Nikolas Tavlarios, President, commented, “Aegean’s record financial performance for the fourth quarter and full year 2008 highlights our success in executing management’s well-capitalized growth strategy and meeting the strong demand for our integrated marine fuel services. As we continued to increase our global market share during a challenging economic environment, we reported an increase in both net income and sales volumes of 44.0% and 51.3%, respectively, while strengthening Aegean’s position for future growth. Specifically, we once again expanded our global platform by entering new markets in Vancouver, Montreal and Mexico during 2008. We also grew our logistics infrastructure with the delivery of six double-hull bunkering tanker newbuildings during the year. In further improving our ability to capitalize on the increased demand for modern tonnage created by the regulatory phase-out of single-hull vessels, we have taken delivery of two double-hull bunkering tankers to date in 2009.”

Mr. Tavlarios added, “We expect to commence operations in Tangiers, Morocco and Trinidad and Tobago in the second quarter of 2009 and expect to take delivery of 20 additional double-hull bunkering tanker newbuilds by the end of 2010, significantly expanding Aegean’s earnings potential. In maintaining our focus on profitable growth, we intend to take advantage of our strong financial position, a core differentiator for Aegean, to further enhance our leading brand and drive future results.”

For the year ended December 31, 2008, the Company recorded net income of $39.9 million, or $0.94 basic and diluted earnings per share, compared to net income of $27.7 million, or $0.65 basic and diluted earnings per share, for the prior year. The weighted average basic and diluted shares outstanding for the year ended December 31, 2008 were 42,497,450 and 42,625,801, respectively. The weighted average basic and diluted shares outstanding for the year ended December 31 2007 were 42,417,111 and 42,505,704, respectively.


Total revenues for the year ended December 31, 2008 increased by 105.3% to $2,778.0 million compared to $1,352.9 million for the same period in 2007. For the year ended December 31, 2008, sales of marine petroleum products increased by 105.7% to $2,768.1 million compared to $1,345.8 million for the same period in 2007. Net revenues for the full year 2008 increased 76.7% to $170.9 million compared to $96.7 million in 2007.

Results for the year ended December 31, 2008 were led by a 79.5% increase in the gross spread on marine petroleum products to $161.0 million compared to $89.7 million for the same period a year ago. For the year ended December 31, 2008, the volume of marine fuel sold increased 51.3% to 5,200,256 metric tons compared to 3,437,269 metric tons in the year-earlier period. During the year ended December 31, 2008, the gross spread per metric ton of marine fuel sold increased to $30.7 per metric ton, compared to $25.9 per metric ton for the year prior. In the fourth quarter of 2008, the Company adopted a change in its method of calculating gross spread, described below in this release.  Before taking into account for this change, gross spread per metric ton for the full year 2008 was $31.8.

Operating income for the year ended December 31, 2008 was $52.1 million compared to $30.8 million for the same period in 2007. The increase in operating income was attributable to higher gross spreads (or net revenues) and improved operating leverage.

Liquidity and Capital Resources
As of December 31, 2008, the Company had cash and cash equivalents of $46.9 million and working capital of $49.4 million. Non-cash working capital, or working capital excluding cash and debt, was $100.2 million as of December 31, 2008.

Net cash provided by operating activities was $87.8 million for the three months ended December 31, 2008.  Net income, as adjusted for non-cash items, was $19.7 million for the period. Net cash provided by operating activities was $136.7 million for the year ended December 31, 2008.

Net cash used in investing activities was $26.7 million for the three months ended December 31, 2008, mainly due to additional payments of $18.5 million under the Company’s construction contracts with the shipyards and $8.3 million relating to the acquisition of second-hand bunkering vessels.  Net cash used in investing activities was $135.7 million for the year ended December 31, 2008.

Net cash used for financing activities was $44.3 million for the three months ended December 31, 2008, primarily driven by a decrease of $59.6 million in the Company’s short-term borrowings, as a consequence of lower marine fuel prices and an improvement in the cash conversion cycle. Net cash provided by financing activities was $43.9 million for the year ended December 31, 2008.

As of December 31, 2008, the Company had approximately $296.9 million in available liquidity to finance working capital requirements, which includes unrestricted cash and cash equivalents and available undrawn amounts under the Company’s short-term working capital facilities.  Furthermore, as of December 31, 2008, the Company had funds of approximately $124.8 million available under its secured term loans to finance the construction of its new double-hull bunkering tankers.

Spyros Gianniotis, Chief Financial Officer, stated, “Our record results for the fourth quarter were led by strong sales volume growth in Singapore and Greece, where the phase-out of single-hull vessels is complete, as well as contributions from new markets. As Aegean strengthened its ability to benefit from the positive industry fundamentals and enhanced its competitive position, the Company continues to maintain its considerable financial strength. With our new $300 million senior secured credit facility, we intend to further execute our growth plan and expand Aegean’s leading role as a global independent supplier of marine fuel to blue-chip customers. Complementing this proven approach, we intend to seek opportunities under our $25 million share repurchase program to create additional value for shareholders.”



Summary Consolidated Financial and Other Data (Unaudited)
   
For the Three Months Ended December 31,
   
For the Year Ended December 31,
 
   
2007
   
2008
   
2007
   
2008
 
                         
   
(in thousands of U.S. dollars, unless otherwise stated)
 
Income Statement Data:
                       
Sales of marine petroleum products
    $497,260       $550,497       $1,345,849       $2,768,067  
Voyage and other revenues
    3,331       3,851       7,024       9,905  
Total revenues
    500,591       554,348       1,352,873       2,777,972  
Cost of marine petroleum products sold
    465,806       499,677       1,251,712       2,594,443  
Salaries, wages and related costs
    9,533       12,282       24,363       41,666  
Depreciation and amortization
    2,986       4,699       9,597       16,557  
Gain on sale of vessel
    -       -       (2,693 )     -  
All other operating expenses
    13,450       19,421       39,096       73,157  
Operating income
    8,816       18,269       30,798       52,149  
Net financing cost (income)
    1,835       3,957       1,483       11,876  
FX losses (gains), net
    719       251       1,569       (1,521 )
Income Taxes
    7       989       8       1,879  
Net income
    $6,255       $13,072       $27,738       $39,915  
                                 
Basic and diluted earnings per share (U.S. dollars)
    $0.15       $0.31       $0.65       $0.94  
Diluted earnings per share (U.S. dollars)
    $0.15       $0.31       $0.65       $0.94  
                                 
Other Financial Data:
                               
Gross spread on marine petroleum products(1)
    $29,303       $47,728       $89,671       $160,963  
Gross spread on lubricants(1)
    141       334       536       1,298  
Gross spread on marine fuel(1)
    29,162       47,394       89,135       159,665  
Gross spread per metric ton of marine
fuel sold (U.S. dollars) (1)
    28.4       30.2       25.9       30.7  
Net cash provided by (used in) operating activities
    (84,902 )     87,845       (128,128 )     136,737  
Net cash used in investing activities
    39,487       26,694       124,692       135,667  
Net cash provided by (used for) financing activities
    $127,900       $(44,334 )     $172,362       $43,890  
                                 
Sales Volume Data (Metric Tons): (2)
                               
Greece
    111,179       241,130       427,685       695,848  
Gibraltar
    300,385       254,395       1,143,458       1,008,875  
UAE
    247,481       262,639       728,098       987,952  
Jamaica
    130,090       118,440       562,656       522,206  
Singapore
    166,892       374,129       488,876       1,128,407  
Northern Europe
    65,709       82,909       65,709       278,545  
West Africa
    -       61,196       -       174,567  
UK (Portland)
    -       40,754       -       114,208  
Vancouver
    -       72,469       -       157,042  
Other sales volumes(3)                                                           
    4,659       60,709       20,787       132,606  
Total sales volumes                                                           
    1,026,395       1,568,770       3,437,269       5,200,256  

 
 
 

 


Other Operating Data:
                       
Bunkering fleet, end of period number(4)
    17.0       30.0       17.0       30.0  
Bunkering fleet, average number for the period(4)(5)
    16.1       27.2       13.5       22.7  
RoRo Vessels, end of period number
    0.0       1.0       0.0       1.0  
Special Purpose Vessels, end of period number(6)
    0.0       1.0       0.0       1.0  
Number of owned storage facilities, end of period(7)
    2.0       4.0       2.0       4.0  


Summary Consolidated Financial and Other Data (Unaudited)
   
As of
December 31, 2007
   
As of
December 31, 2008
 
             
   
(in thousands of U.S. dollars,
unless otherwise stated)
 
Balance Sheet Data:
           
Cash and cash equivalents
    1,967       46,927  
Gross trade receivables
    193,257       132,589  
Allowance for doubtful accounts
    (1,603 )     (1,323 )
Inventories
    97,140       55,330  
Current assets
    314,864       251,387  
Total assets
    566,957       641,907  
Trade payables
    105,055       90,279  
Current liabilities (including current portion of long-term debt)
    251,335       202,022  
Total debt
    208,031       253,621  
Total liabilities
    323,232       356,904  
Total stockholder’s equity
    243,725       285,003  
                 
Working Capital Data:
               
Working capital(8)
    63,529       49,365  
Working capital excluding cash and debt(8)
    190,212       100,158  
                 

 
1.
Gross spread on marine petroleum products represents the margin the Company generates on sales of marine fuel and lubricants.  Gross spread on marine fuel represents the margin that the Company generates on sales of various classifications of marine fuel oil  (“MFO”) or marine gas oil (“MGO”). Gross spread on lubricants represents the margin that the Company generates on sales of lubricants. The Company calculates the above-mentioned gross spreads by subtracting from the sales of the respective marine petroleum product the cost of the respective marine petroleum product sold and cargo transportation costs. For arrangements in which the Company physically supplies the respective marine petroleum product using its bunkering tankers, costs of the respective marine petroleum products sold represents amounts paid by the Company for the respective marine petroleum product sold in the relevant reporting period. For arrangements in which the respective marine petroleum product is purchased from the Company’s related company, Aegean Oil S.A., or Aegean Oil, cost of the respective marine petroleum products sold represents the total amount paid by the Company to the physical supplier for the respective marine petroleum product and its delivery to the customer. For arrangements in which the Company purchases cargos of marine fuel for its floating storage facilities, transportation costs may be included in the purchase price of marine fuels from the supplier or may be incurred separately from a transportation provider.
 
 
Gross spread per metric ton of marine fuel sold represents the margin the Company generates per metric ton of marine fuel sold. The Company calculates gross spread per metric ton of marine fuel sold by dividing the gross spread on marine fuel by the sales volume of marine fuel. Marine fuel sales do not include sales of lubricants. The following table reflects the calculation of gross spread per metric ton of marine fuel sold for the periods presented:
 

 
 
 

 

Summary Consolidated Financial and Other Data (Unaudited)
 
   
For the Three Months
Ended December 31,
   
For the Year Ended
December 31,
 
   
2007
   
2008
   
2007
   
2008
 
   
(in thousands of U.S. dollars, unless otherwise stated)
 
Sales of marine petroleum products
    497,260       550,497       1,345,849       2,768,067  
Less: Cost of marine petroleum products sold
    (465,806 )     (499,677 )     (1,251,712 )     (2,594,443 )
Less: Cargo transportation costs
    (2,151 )     (3,092 )     (4,466 )     (12,661 )
Gross spread on marine petroleum products
    29,303       47,728       89,671       160,963  
Less: Gross spread on lubricants
    (141 )     (334 )     (536 )     (1,298 )
Gross spread on marine fuel
    29,162       47,394       89,135       159,665  
                                 
Sales volume of marine fuel (metric tons)
    1,026,395       1,568,770       3,437,269       5,200,256  
                                 
Gross spread per metric ton of marine
fuel sold (U.S. dollars)
    28.4       30.2       25.9       30.7  


 
The Company previously reported FX fluctuations from the recording of intercompany purchases and sales of marine petroleum products, in the data line known as FX losses, (gains), net.  As of the 4th quarter of 2008 such (losses) or gains due to FX fluctuations from the recording of intercompany purchases and sales of marine petroleum products, are reported under cost of marine petroleum products. This change  would not have had a significant impact on the gross margin of previous quarters due to the  relative size of such fluctuations. Under the previous calculation formula, gross spread per metric ton would have been $32.5 for the fourth quarter of 2008 and $31.8 for the full year 2008.
 
 
The amount that the Company has to pay for marine petroleum products to fulfill a customer order has been the primary variable in determining the prices quoted to customers. Therefore, the Company evaluates gross spread per metric ton of marine fuel sold in pricing individual transactions and in long-term strategic pricing decisions. The Company actively monitors its pricing and sourcing strategies in order to optimize its gross spread on marine petroleum products. The Company believes that this measure is important to investors because it is an effective intermediate performance measure of the strength of the Company’s operations.
 
 
Gross spread on marine petroleum products, including gross spread on marine fuel and gross spread on lubricants, and gross spread per metric ton of marine fuel sold should not be considered as alternatives to operating income, net income or other GAAP measures and may not be comparable to similarly titled measures of other companies. These measures do not reflect certain direct or indirect costs of delivering marine petroleum products to the Company’s customers (such as crew salaries, vessel depreciation, storage costs, other vessel operating expenses or overhead costs) or other costs of doing business.
 
 
For all periods presented, the Company purchased marine petroleum products in Greece from its related company, Aegean Oil, which is a physical supplier in Greece. The cost of these marine petroleum products was contractually calculated based on Aegean Oil's actual cost of these products plus a margin.
 
 
2.
Sales volume data details the volume of marine fuel sold per service center. Sales volume of marine fuel is the volume of sales of various classifications of MFO and MGO for the relevant period and is denominated in metric tons. The Company does not use the sales volume of lubricants as an indicator.
 
 
The Company’s markets include its physical supply operations in the United Arab Emirates, Gibraltar, Jamaica, Singapore, Northern Europe, Ghana, Vancouver, Portland (U.K.), and Greece, where the Company conducts operations through its related company, Aegean Oil.  Aegean expects to commence operations in Trinidad and Tobago (Southern Caribbean) and Tangiers (Morocco) in Q2 2009.
 
 
Sales volumes of marine fuel attributed to each market are based on the point-of-delivery geographical location of the customer vessels.
 
 
3.
Other sales volumes represent sales volumes of marine fuel in which the Company acts as a broker or trader and does not physically supply the product to end-user.
 
 
4.
Bunkering fleet comprises both bunkering vessels and barges.
 

 
 

 
 
  5. Figure represents average bunkering fleet number for the relevant period, as measured by the sum of the number of days each bunkering tanker or barge was used as part of the fleet during the period divided by the cumulative number of calendar days in the period multiplied by the number of bunkering tankers at the end of the period.   This figure does not take into account non-operating days due to either scheduled or unscheduled maintenance.
 
 
6.
Special Purpose Vessels consists of the Orion, a 550 dwt tanker which is based in our U.K. market.
 
 
7.
As of December 31, 2008, the Company used its two Panamax tankers, the Ouranos and the Fos, as floating storage facilities in the United Arab Emirates and Ghana, respectively, and its Aframax tanker, the Leader, as a floating storage facility in Gibraltar.
 
 
The ownership of floating storage facilities allows the Company to mitigate its risk of supply shortages. Generally, storage costs are included in the price of refined marine fuel quoted by local suppliers. The Company expects that the ownership of floating storage facilities will allow it to convert the variable costs of this storage fee mark-up per metric ton quoted by suppliers into fixed costs of operating its owned storage facilities, thus enabling the Company to spread larger sales volumes over a fixed cost base and to decrease its refined fuel costs.
 
 
8.
Working capital is defined as current assets minus current liabilities. Working capital excluding cash and debt is defined as current assets minus cash and cash equivalents minus restricted cash minus current liabilities plus short-term borrowings plus current portion of long-term debt.
 
 
Fourth Quarter 2008 Dividend Announcement
On February 25, 2009, the Company’s Board of Directors declared a fourth quarter 2008 dividend of $0.01 per share payable on March 19, 2009, to shareholders of record as of March 5, 2009. The dividend amount was determined in accordance with the Company’s dividend policy of paying cash dividends on a quarterly basis subject to factors including the requirements of Marshall Islands law, future earnings, capital requirements, financial condition, future prospects and such other factors as are determined by the Company’s Board of Directors. The Company anticipates retaining most of its future earnings, if any, for use in operations and business expansion.

Conference Call and Webcast Information
Aegean Marine Petroleum Network Inc. will conduct a conference call and simultaneous Internet webcast at 11:30 a.m. ET on Thursday, February 26, 2009, to discuss its fourth quarter results.  Investors may access the webcast and related slide presentation, by visiting the Company’s website at www.ampni.com, and clicking on the webcast link.  The conference call also may be accessed via telephone by dialing (877) 857-6177 (for U.S.-based callers) or (719) 325-4788 (for international callers) and enter the passcode: 4789635.

A replay of the webcast will be available soon after the completion of the call and will be accessible on www.ampni.com.  A telephone replay will be available through Thursday, March 12, 2009, by dialing 888-203-1112 (for U.S.-based callers) or 719-457-0820 (for international callers) and enter the passcode: 4789635.

 
About Aegean Marine Petroleum Network Inc.
Aegean Marine Petroleum Network Inc. is an international marine fuel logistics company that markets and physically supplies refined marine fuel and lubricants to ships in port and at sea. The Company procures product from various sources (such as refineries, oil producers, and traders) and resells it to a diverse group of customers across all major commercial shipping sectors and leading cruise lines. Currently, Aegean has a global presence in 13 markets, including Vancouver, Montreal, Mexico, Jamaica, West Africa, Gibraltar, U.K., Northern Europe, Greece, the United Arab Emirates as well as Singapore, and plans to commence operations in Tangiers, Morocco and Trinidad and Tobago.

Cautionary Statement Regarding 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," "intend," "anticipate," "estimate," "project," "forecast," "plan," "potential," "may," "should," "expect" 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 our ability to manage growth, our ability to maintain our business in light of our proposed business and location expansion, our ability to obtain double hull secondhand bunkering tankers, the outcome of legal, tax or regulatory proceedings to which we may become a party, adverse conditions in the shipping or the marine fuel supply industries, our ability to retain our key suppliers and key customers, material disruptions in the availability or supply of crude oil or refined petroleum products, changes in the market price of petroleum, including the volatility of spot pricing, increased levels of competition, compliance or lack of compliance with various environmental and other applicable laws and regulations, our ability to collect accounts receivable, changes in the political, economic or regulatory conditions in the markets in which we operate, and the world in general, our failure to hedge certain financial risks associated with our business, our ability to maintain our current tax treatments and our failure to comply with restrictions in our credit agreements 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.

A copy of the Company’s interim unaudited consolidated financial statements along with this press release have been filed today with the U.S. Securities and Exchange Commission on Form 6-K and are available on the SEC’s website, www.sec.gov.
 
 
 
 

 

Exhibit 2
 
 
AEGEAN MARINE PETROLEUM NETWORK INC.
CONSOLIDATED BALANCE SHEETS

AS OF DECEMBER 31, 2007 AND 2008
(UNAUDITED)
(Expressed in thousands of U.S. dollars – except for share and per share data)
 
   
December 31,
 
   
2007
   
2008
 
             
ASSETS
           
CURRENT ASSETS:
           
Cash and cash equivalents
    $1,967       $46,927  
Trade receivables, net of allowance for doubtful accounts
of $1,603 and $1,323, as of December 31, 2007 and 2008, respectively
               
    191,654       131,266  
Due from related companies (Note 4)
    3,686       2,501  
Inventories (Note 5)
    97,140       55,330  
Prepayments and other current assets (Note 10)
    12,417       13,731  
Restricted cash (Note 2)
    8,000       1,632  
Total current assets
    314,864       251,387  
                 
FIXED ASSETS:
               
Advances for vessels under construction and acquisitions (Note 6)
    84,378       113,564  
Vessels, cost (Notes 7, 12 and 20)
    149,866       260,741  
Vessels, accumulated depreciation (Notes 7, 12 and 20)
    (14,312 )     (26,606 )
Vessels’ net book value
    135,554       234,135  
Other fixed assets, net (Notes 8 and 20)
    1,431       1,681  
Total fixed assets
    221,363       349,380  
                 
OTHER NON-CURRENT ASSETS:
               
Restricted cash (Notes 2 and 12)
    10,171       3,838  
Deferred charges, net (Note 9)
    8,869       12,440  
Consession Agreement (Note 3)
    7,720       7,407  
Goodwill (Note 3)
    3,943       17,431  
Other non-current assets
    27       24  
Total assets
    $566,957       $641,907  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
CURRENT LIABILITIES:
               
Short-term borrowings (Note 11)
    $133,000       $90,000  
Current portion of long-term debt (Note 12)
    3,650       9,352  
Trade payables to third parties
    77,862       67,817  
Trade payables to related companies (Note 4)
    27,193       22,462  
Other payables to related companies
    160       187  
Accrued and other current liabilities (Note 12)
    9,470       12,204  
Total current liabilities
    251,335       202,022  
                 
LONG-TERM DEBT, net of current portion (Note 12)
    71,381       154,269  
OTHER NON-CURRENT LIABILITIES
    516       613  
COMMITMENTS AND CONTINGENCIES (Note 13)
    -       -  
                 
STOCKHOLDERS’ EQUITY:
               
Preferred stock, $0.01 par value; 25,000,000 shares authorized, none issued
    -       -  
   Common stock, $0.01 par value; 100,000,000 shares authorized at December 31, 2007 and 2008; 42,461,428 and 42,543,608 shares, issued and outstanding at December 31, 2007 and 2008, respectively (Note 17)
    425       425  
Additional paid-in capital (Note 17)
    187,795       190,658  
Accumulated other comprehensive income
    -       211  
Retained earnings
    55,505       93,709  
Total stockholders’ equity
    243,725       285,003  
                 
Total liabilities and stockholders’ equity
    $566,957       $641,907  

 
 

 

AEGEAN MARINE PETROLEUM NETWORK INC.
CONSOLIDATED STATEMENTS OF INCOME
FOR THE YEARS ENDED DECEMBER 31, 2006, 2007 AND 2008
(UNAUDITED)
 
 
(Expressed in thousands of U.S. dollars – except for share and per share data)
 
   
For the Year Ended December 31,
 
   
2006
   
2007
   
2008
 
REVENUES:
                 
Sales of marine petroleum products – third parties (Note 20)
    $775,816       $1,331,144       $2,757,181  
Sales of marine petroleum products – related companies (Notes 4 and 20)
    14,841       14,705       10,886  
Voyage revenues
    11,639       5,758       1,379  
Other revenues
    1,516       1,266       8,526  
Total revenues
    803,812       1,352,873       2,777,972  
                         
OPERATING EXPENSES:
                       
Cost of marine petroleum products sold – third parties
    573,615       1,091,769       2,242,911  
Cost of marine petroleum products sold – related companies (Note 4)
    155,022       159,943       351,532  
Salaries, wages and related costs
    12,871       24,363       41,666  
Depreciation (Notes 7 and 8)
    4,240       6,373       12,604  
Amortization of drydocking costs (Note 9)
    1,684       3,172       3,640  
Amortization of concession agreement (Note 3)
    -       52       313  
Management fees (Note 4)
    223       54       -  
Gain on sale of vessel (Note 7)
    -       (2,693 )     -  
Other operating expenses (Note 14)
    25,697       39,042       73,157  
                         
Total operating expenses
    773,352       1,322,075       2,725,823  
                         
Operating income
    30,460       30,798       52,149  
                         
OTHER INCOME/(EXPENSE):
                       
Write-off of deferred IPO costs
    (1,588 )     -       -  
Interest and finance costs (Notes 11, 12 and 15)
    (5,207 )     (3,473 )     (12,377 )
Interest income
    976       1,990       501  
Foreign exchange gains (losses), net
    (414 )     (1,569 )     1,521  
      (6,233 )     (3,052 )     (10,355 )
                         
Income before income taxes
    24,227       27,746       41,794  
                         
Income taxes (Note 19)
    (2 )     (8 )     (1,879 )
                         
Net income
    $24,225       $27,738       $39,915  
                         
                         
Basic earnings per common share
    $0.84       $0.65       $0.94  
Diluted earnings per common share
    $0.84       $0.65       $0.94  
                         
Weighted average number of shares, basic
    28,954,521       42,417,111       42,497,450  
Weighted average number of shares, diluted
    28,954,622       42,505,704       42,625,801  
                         
 
 
 

 

AEGEAN MARINE PETROLEUM NETWORK INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2006, 2007 AND 2008
(UNAUDITED)
 

(Expressed in thousands of U.S. dollars)
 
   
For the Year Ended December 31,
 
   
2006
   
2007
   
2008
 
Cash flows from operating activities:
                 
Net income
    $24,225       $27,738       $39,915  
Adjustments to reconcile net income to net cash provided by operating activities:
                       
                       
Depreciation
    4,240       6,373       12,604  
Provision for doubtful accounts
    412       497       (280 )
Share-based compensation
    38       1,920       2,863  
Amortization
    1,855       3,457       4,783  
Provision for income taxes
    2       8       1,879  
Gain on sale of vessel
    -       (2,693 )     -  
Other non-cash charges
    -       -       (136 )
(Increase) decrease in:
                       
Trade receivables
    (985 )     (115,707 )     87,228  
Due from related companies
    6,346       (3,217 )     1,185  
Inventories
    (24,250 )     (65,205 )     44,550  
Prepayments and other current assets
    (1,836 )     (9,414 )     (1,187 )
Increase (decrease) in:
                       
Trade payables
    12,897       27,213       (35,680 )
Other payables to related companies
    18       35       27  
Accrued and other current liabilities
    3,781       3,743       (14,314 )
Decrease (increase) in other non-current assets
    870       (10 )     93  
Increase in other non-current liabilities
    88       320       97  
Payments for drydocking
    (10,637 )     (3,186 )     (6,890 )
Net cash provided by (used in) operating activities
    17,064       (128,128 )     136,737  
                         
Cash flows from investing activities:
                       
Advances for vessels under construction
    (35,396 )     (55,529 )     (116,990 )
Advances for vessel acquisitions
    (34,895 )     (66,217 )     (21,665 )
Corporate acquisitions, net of cash acquired
    -       (5,728 )     (9,065 )
Net proceeds from sale of vessels
    12,900       8,276       -  
Purchase of other fixed assets
    (83 )     (409 )     (549 )
Decrease (increase) in restricted cash
    2,284       (5,085 )     12,602  
Net cash used in investing activities
    (55,190 )     (124,692 )     (135,667 )
                         
Cash flows from financing activities:
                       
Proceeds from long-term debt
    41,714       41,815       93,636  
Repayment of long-term debt
    (42,866 )     (280 )     (4,120 )
Net change in short-term borrowings
    (42,993 )     133,000       (43,000 )
Net change in short-term related company borrowings
    (23,595 )     -       -  
Financing costs paid
    (520 )     (468 )     (915 )
IPO proceeds, net of issuance costs
    185,209       -       -  
Dividends paid
    (4,000 )     (1,705 )     (1,711 )
Net cash provided by financing activities
    112,949       172,362       43,890  
                         
Net increase (decrease) in cash and cash equivalents
    74,823       (80,458 )     44,960  
Cash and cash equivalents at beginning of year
    7,602       82,425       1,967  
Cash and cash equivalents at end of year
    $82,425       $1,967       $46,927