TABLE OF CONTENTS


				Page
PART I		FINANCIAL INFORMATION

Item 1.		Financial Statements		~~Page~~
~~PART I~~		~~FINANCIAL INFORMATION~~
~~Item 1.~~		~~Financial Statements~~

	Consolidated Balance Sheets as of ~~September 30, 2017~~June 3 0 , 2022 (unaudited) and December 31, ~~2016~~2021		3

		Consolidated Statements of Operations (unaudited) for the three and ~~nine~~ six months ended ~~September 30, 2017~~June 3 0 , 2022 and ~~2016~~2021		4

		Consolidated Statements of Stockholders' Equity (unaudited) for the six months ended June 3 0 , 2022 and 2021		5

		Consolidated Statements of Cash Flows (unaudited) for the ~~nine~~six months ended ~~September 30, 2017~~June 3 0 , 2022 and ~~2016~~2021		56

		Notes to Consolidated Financial Statements (unaudited)		67

Item 2.		Management's Discussion and Analysis of Financial Condition and Results of Operations		1820

Item 3.		Quantitative and Qualitative Disclosures about Market Risks		2530

Item 4.		Controls and Procedures		2530

PART II		OTHER INFORMATION
Item 1.		Legal Proceedings		2631
Item 1A.		Risk Factors		2631
Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds		2631
Item 3.		Defaults upon Senior Securities		2631
Item 4.		Mine Safety Disclosures		2631
Item 5.		Other Information		2631
Item 6.		Exhibits		2732
Signatures				33

Pangaea Logistics Solutions Ltd.

Consolidated Balance Sheets


	June 30, 2022		December 31, 2021
	(unaudited)
Assets
Current assets
Cash and cash equivalents	$	102,175,390	$	56,208,902

Accounts receivable (net of allowance of $2,509,255 and $1,990,459 at June 30, 2022 and December 31, 2021, respectively)	41,100,379		54,259,265
Bunker inventory	52,823,684		27,147,760
Advance hire, prepaid expenses and other current assets	38,063,875		46,347,687

Total current assets	234,163,328		183,963,614


Fixed assets, net	469,965,208		471,912,810
Advances for vessel purchases	—		1,990,000
Finance lease right of use assets, net	46,296,661		45,195,759
Other non-current Assets	4,198,766		3,961,823
Total assets	$	754,623,963	$	707,024,006

Liabilities and stockholders' equity
Current liabilities
Accounts payable, accrued expenses and other current liabilities	$	65,304,630	$	49,154,439
Related party debt	—		242,852
Deferred revenue	24,346,521		32,205,312
Current portion of secured long-term debt	12,891,501		15,443,115
Current portion of finance lease liabilities	16,153,750		14,479,803
Dividend payable	197,741		213,765
Total current liabilities	118,894,143		111,739,286

Secured long-term debt, net	99,587,978		105,836,797
Finance lease liabilities, net	176,437,981		170,959,553
Long-term liabilities - other - Note 8	18,849,983		17,806,976

Commitments and contingencies - Note 7	0		0

Stockholders' equity:
Preferred stock, $0.0001 par value, 1,000,000 shares authorized and no shares issued or outstanding	—		—
Common stock, $0.0001 par value, 100,000,000 shares authorized; 46,006,182 shares issued and outstanding at June 30, 2022; 45,617,840 shares issued and outstanding at December 31, 2021	4,599		4,562
Additional paid-in capital	162,385,398		161,534,280
Retained earnings	125,250,467		85,663,375
Total Pangaea Logistics Solutions Ltd. equity	287,640,464		247,202,217
Non-controlling interests	53,213,414		53,479,177
Total stockholders' equity	340,853,878		300,681,394
Total liabilities and stockholders' equity	$	754,623,963	$	707,024,006

The accompanying notes are an integral part of these consolidated financial statements.

September 30, 2017
December 31, 2016

(unaudited)

Assets

Current assets

Cash and cash equivalents $ 29,336,687

$ 22,322,949
Restricted cash 4,000,000

6,100,000
Accounts receivable (net of allowance of $4,183,826 at
September 30, 2017 and $4,752,265 at December 31, 2016)
30,915,458

20,476,797
Bunker inventory 16,470,391

13,202,937
Advance hire, prepaid expenses and other current assets 13,465,163

6,441,583
Total current assets 94,187,699

68,544,266

Fixed assets, net 290,837,537

275,265,672
Investments in newbuildings in-process —

18,383,964
Vessels under capital lease 30,285,569
—
Total assets $ 415,310,805

$ 362,193,902

Liabilities and stockholders' equity

Current liabilities

Accounts payable, accrued expenses and other current liabilities $ 30,160,371

$ 23,231,179
Related party debt 6,929,885

15,972,147
Deferred revenue 7,913,518

6,422,982
Current portion of secured long-term debt 17,830,996

19,627,846
Current portion of capital lease obligations 1,759,303
—
Dividend payable 7,238,401

12,624,825
Total current liabilities 71,832,474

77,878,979

Secured long-term debt, net 113,430,205

107,637,851
Obligations under capital lease 25,472,098
—

Commitments and contingencies (Note 7)

Stockholders' equity:

Preferred stock, $0.0001 par value, 1,000,000 shares authorized and no shares issued or outstanding —
—
Common stock, $0.0001 par value, 100,000,000 shares authorized; 43,795,182 shares issued and outstanding at September 30, 2017; 36,590,417 shares issued and outstanding at December 31, 2016 4,380
3,659
Additional paid-in capital 154,781,731
133,677,321
Accumulated deficit (13,618,666 ) (17,409,579 )
Total Pangaea Logistics Solutions Ltd. equity 141,167,445
116,271,401
Non-controlling interests 63,408,583
60,405,671
Total stockholders' equity 204,576,028
176,677,072
Total liabilities and stockholders' equity $ 415,310,805
$ 362,193,902

Pangaea Logistics Solutions Ltd.

Consolidated Statements of Operations

(unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021

Revenues:
Voyage revenue	$	173,189,073	$	117,395,377	$	349,525,824	$	225,625,680
Charter revenue	22,354,883		28,148,988		37,780,535		44,891,212
Total revenue	195,543,956		145,544,365		387,306,359		270,516,892
Expenses:
Voyage expense	67,907,824		46,112,779		133,158,291		93,951,636
Charter hire expense	65,713,016		62,604,014		143,424,623		116,239,356
Vessel operating expense	12,929,700		9,772,966		26,117,533		18,268,469
General and administrative	5,137,387		6,029,793		10,418,775		10,234,691
Depreciation and amortization	7,293,433		4,868,730		14,594,852		9,287,824
Loss on impairment of vessels	—		—		3,007,809		—
Loss on sale of vessels	318,032		—		318,032		—
Total expenses	159,299,392		129,388,282		331,039,915		247,981,976

Income from operations	36,244,564		16,156,083		56,266,444		22,534,916

Other income (expense):
Interest expense, net	(3,634,732)		(2,621,110)		(7,005,905)		(4,577,916)
Income attributable to Non-controlling interest recorded as long-term liability interest expense	(1,702,674)		(179,080)		(3,543,007)		(449,745)
Unrealized (loss) gain on derivative instruments, net	(3,501,649)		6,303,776		3,998,665		8,326,148
Other income (loss)	81,231		(82,496)		218,438		250,962
Total other (expense) income, net	(8,757,824)		3,421,090		(6,331,809)		3,549,449

Net income	27,486,740		19,577,173		49,934,635		26,084,365
Income attributable to non-controlling interests	(2,454,307)		(349,898)		(4,734,237)		(1,002,919)
Net income attributable to Pangaea Logistics Solutions Ltd.	$	25,032,433	$	19,227,275	$	45,200,398	$	25,081,446

Earnings per common share:
Basic	$	0.56	$	0.44	$	1.02	$	0.57
Diluted	$	0.56	$	0.43	$	1.00	$	0.56

Weighted average shares used to compute earnings per common share:
Basic	44,430,487		43,998,424		44,411,025		43,989,515
Diluted	45,070,533		44,688,602		45,129,077		44,731,058

The accompanying notes are an integral part of these ~~condensed~~ consolidated financial ~~statements~~

statements.

Pangaea Logistics Solutions Ltd.

Consolidated Statements of ~~Income~~Stockholders' Equity

(unaudited)


	Common Stock		Additional Paid-in Capital		Retained Earnings		Total Pangaea Logistics Solutions Ltd. Equity		Non-Controlling Interest		Total Stockholders' Equity
		Shares											Amount
Balance at March 31, 2022		45,991,977	$	4,599	$	162,074,419	$	103,554,744	$	265,633,762	$	50,759,107		$	316,392,869
Share-based compensation		—	—		310,979		—		310,979		—			310,979



Common Stock Dividend		—	—		—		(3,336,710)		(3,336,710)		—			(3,336,710)
Net Income		—	—		—		25,032,433		25,032,433		2,454,307			27,486,740
Balance at June 30, 2022		45,991,977	$	4,599	$	162,385,398	$	125,250,467	$	287,640,464	$	53,213,414		$	340,853,878

Balance at December 31, 2021		45,617,840	$	4,562	$	161,534,280	$	85,663,375	$	247,202,217	$	53,479,177		$	300,681,394
Share-based compensation		—	—		1,138,785		—		1,138,785		—			1,138,785
Distribution to Non-Controlling Interests		—	—		—		—		—		(5,000,000)			(5,000,000)
Issuance of restricted shares, net of forfeitures		374,137	37		(287,667)		—		(287,630)		—			(287,630)
Common Stock Dividend		—	—		—		(5,613,306)		(5,613,306)		—			(5,613,306)
Net Income		—	—		—		45,200,398		45,200,398		4,734,237			49,934,635
Balance at June 30, 2022		45,991,977	$	4,599	$	162,385,398	$	125,250,467	$	287,640,464	$	53,213,414		$	340,853,878

	Common Stock		Additional Paid-in Capital		Retained Earnings		Total Pangaea Logistics Solutions Ltd. Equity		Non-Controlling Interest		Total Stockholders' Equity
		Shares											Amount
Balance at March 31, 2021		45,572,236	4,557		160,399,765		29,033,976		189,438,298		52,318,661			241,756,959
Share-based compensation		—	—		418,182		—		418,182		—			418,182

Issuance of restricted shares, net of forfeitures		69,205	7		(7)		—		—		—			—
Distribution to Non-Controlling Interests		—	—								(3,333,334)			(3,333,334)
Common Stock Dividend		—	—				(1,542,842)		(1,542,842)					(1,542,842)
Net Income		—	—		—		19,227,275		19,227,275		349,898			19,577,173
Balance at June 30, 2021		45,641,441	$	4,564	$	160,817,940	$	46,718,409	$	207,540,913	$	49,335,225		$	256,876,138

Balance at December 31, 2020		44,886,122	4,489		157,504,895		12,736,580		170,245,964		51,665,640			221,911,604
Share-based compensation		—	—		1,365,734		—		1,365,734		—			1,365,734

Issuance of restricted shares, net of forfeitures		193,690	19		(129,209)		—		(129,190)		—			(129,190)
Distribution to Non-Controlling Interests		—	—		—		—		—		(3,333,334)			(3,333,334)
Common Stock Dividend		—	—		—		(1,542,842)		(1,542,842)		—			(1,542,842)
Net Income		—	—		—		25,081,446		25,081,446		1,002,919			26,084,365
Balance at June 30, 2021		45,641,441	$	4,564	$	160,817,940	$	46,718,409	$	207,540,913	$	49,335,225		$	256,876,138

Three Months Ended
September 30, Nine Months Ended
September 30,
2017 2016 2017 2016

Revenues:

Voyage revenue $ 93,688,834
$ 65,986,320
$ 251,608,298
$ 161,509,615
Charter revenue 13,334,202
4,797,572
31,293,637
10,173,501
107,023,036
70,783,892
282,901,935
171,683,116
Expenses:
Voyage expense 44,305,446
29,166,651
124,174,513
74,434,257
Charter hire expense 34,764,942
19,655,327
91,140,160
43,199,730
Vessel operating expense 9,144,472
7,483,507
26,810,071
22,277,417
General and administrative 4,762,860
3,179,287
11,418,900
9,151,608
Depreciation and amortization 3,950,661
3,532,171
11,604,168
10,576,223
Loss on sale and leaseback of vessels 70,000
—
9,275,042
—
Total expenses 96,998,381
63,016,943
274,422,854
159,639,235

Income from operations 10,024,655
7,766,949
8,479,081
12,043,881

Other income (expense):

Interest expense, net (2,106,139 ) (1,258,105 ) (5,981,237 ) (4,158,143 )
Interest expense on related party debt (79,713 ) (79,712 ) (236,538 ) (235,212 )
Unrealized (loss) gain on derivative instruments, net (59,138 ) 161,002
430,869
1,212,434
Other income (expense) 977,795
(8,097 ) 1,885,801
(42,754 )
Total other expense, net (1,267,195 ) (1,184,912 ) (3,901,105 ) (3,223,675 )

Net income 8,757,460
6,582,037
4,577,976
8,820,206
Income attributable to non-controlling interests (1,576,209 ) (517,701 ) (787,063 ) (1,429,132 )
Net income attributable to Pangaea Logistics Solutions Ltd. $ 7,181,251
$ 6,064,336
$ 3,790,913
$ 7,391,074

Earnings per common share:

Basic $ 0.18
$ 0.17
$ 0.10
$ 0.21
Diluted $ 0.17
$ 0.17
$ 0.10
$ 0.21

Weighted average shares used to compute earnings

per common share

Basic 40,796,867
35,165,532
37,225,825
35,148,793
Diluted 41,074,592
35,347,403
37,674,123
35,299,839

The accompanying notes are an integral part of these ~~condensed~~ consolidated financial ~~statements~~statements.

Pangaea Logistics Solutions, Ltd.

Consolidated Statements of Cash Flows

(unaudited)


	Nine Months Ended September 30,							Six Months Ended June 30,
	2017			2016				2022		2021
Operating activities							Operating activities
Net income	$	4,577,976		$	8,820,206		Net income	$	49,934,635	$	26,084,365
Adjustments to reconcile net income to net cash provided by operations:							Adjustments to reconcile net income to net cash provided by operations:
Depreciation and amortization expense	11,604,168			10,576,223			Depreciation and amortization expense	14,594,852		9,287,824
Loss on sale and leaseback of vessel	9,134,908			—
Amortization of deferred financing costs	527,348			513,311			Amortization of deferred financing costs	499,703		477,263
Amortization of prepaid rent	91,453			—			Amortization of prepaid rent	60,969		57,628
Unrealized gain on derivative instruments	(430,869		)	(1,212,434		)	Unrealized gain on derivative instruments	(3,998,665)		(8,326,148)
(Gain) loss from equity method investee	(282,362		)	68,477
(Recovery of) provision for doubtful accounts	(10,356		)	982,393
Income from equity method investee							Income from equity method investee	(218,438)		(250,962)
Earnings attributable to non-controlling interest recorded as other long term liability							Earnings attributable to non-controlling interest recorded as other long term liability	3,543,007		449,745
Provision for doubtful accounts							Provision for doubtful accounts	518,796		285,466
Loss on impairment of vessels							Loss on impairment of vessels	3,007,809		—
Loss on sale of vessel							Loss on sale of vessel	318,032		—
Drydocking costs							Drydocking costs	(4,858,510)		(5,551,513)
Share-based compensation	878,759			274,286			Share-based compensation	1,138,785		1,365,734
Change in operating assets and liabilities:							Change in operating assets and liabilities:
Decrease in restricted cash	—			499,269
Accounts receivable	(10,428,305		)	3,824,491			Accounts receivable	12,640,090		(1,894,649)
Bunker inventory	(3,267,454		)	(1,845,707		)	Bunker inventory	(25,675,924)		(7,217,311)
Advance hire, prepaid expenses and other current assets	(7,118,526		)	(2,471,301		)	Advance hire, prepaid expenses and other current assets	12,286,477		(10,482,310)
Drydocking costs	(1,043,164		)	(42,478		)
Accounts payable, accrued expenses and other current liabilities	8,021,053			(743,918		)	Accounts payable, accrued expenses and other current liabilities	13,292,238		12,222,358
Deferred revenue	1,490,536			(925,490		)	Deferred revenue	(7,858,791)		3,026,377
Net cash provided by operating activities	13,745,165			18,317,328			Net cash provided by operating activities	69,225,065		19,533,867

Investing activities							Investing activities
Purchase of vessels	(47,328,517		)	(3,372,433		)
Purchase of building and equipment	—			(315,818		)
Purchase of non-controlling interest in consolidated subsidiary	(832,572		)	—
Purchase of vessels and vessel improvements							Purchase of vessels and vessel improvements	(18,501,875)		(108,540,199)

Purchase of fixed assets and equipment							Purchase of fixed assets and equipment	(71,416)		(112,196)

Proceeds from sale of vessels							Proceeds from sale of vessels	8,400,000		—

Contributions to non-consolidated subsidiaries							Contributions to non-consolidated subsidiaries	(18,505)		—
Net cash used in investing activities	(48,161,089		)	(3,688,251		)	Net cash used in investing activities	(10,191,796)		(108,652,395)

Financing activities							Financing activities
Proceeds of related party debt	—			1,522,500
Payments of related party debt	—			(2,500,497		)
Proceeds from long-term debt	25,000,000			1,375,971			Proceeds from long-term debt	—		66,350,000
Payments of financing and issuance costs	(896,175		)	(45,755		)
Payments of financing fees and debt issuance costs							Payments of financing fees and debt issuance costs	(331,317)		(1,167,783)
Payments of long-term debt	(20,635,670		)	(20,809,044		)	Payments of long-term debt	(9,010,117)		(55,620,110)
Proceeds from sale and leaseback of vessel	28,000,000			—
Payments of capital lease obligations	(768,599		)	—
Decrease (increase) in restricted cash	2,100,000			(5,000,000		)
Proceeds from non-controlling interests	—			1,600,000
Proceeds from private placement of common stock, net of issuance costs	9,631,530			—
Proceeds from finance leases							Proceeds from finance leases	15,000,000		77,084,500
Payments of finance lease obligations							Payments of finance lease obligations	(7,808,388)		(3,824,259)

Dividends paid to non-controlling interests							Dividends paid to non-controlling interests	(5,000,000)		(3,333,334)
Accrued common stock dividends paid	(1,001,424		)	(100,000		)	Accrued common stock dividends paid	(5,629,329)		(2,449,741)
Net cash provided by (used in) financing activities	41,429,662			(23,956,825		)
Cash paid for incentive compensation shares relinquished							Cash paid for incentive compensation shares relinquished	(287,630)		(129,190)
Contributions from non-controlling interest recorded as long-term liability							Contributions from non-controlling interest recorded as long-term liability	—		4,621,398
Payments to non-controlling interest recorded as long-term liability							Payments to non-controlling interest recorded as long-term liability	—		(195,597)
Net cash (used in) provided by financing activities							Net cash (used in) provided by financing activities	(13,066,781)		81,335,884

Net increase (decrease) in cash and cash equivalents	7,013,738			(9,327,748		)	Net increase (decrease) in cash and cash equivalents	45,966,488		(7,782,644)
Cash and cash equivalents at beginning of period	22,322,949			37,520,240			Cash and cash equivalents at beginning of period	56,208,902		48,397,216
Cash and cash equivalents at end of period	$	29,336,687		$	28,192,492		Cash and cash equivalents at end of period	$	102,175,390	$	40,614,572

Supplemental cash flow information and disclosure of noncash items
Cash paid for interest	$	5,052,102		$	3,520,635
Conversion of dividend into common stock	$	4,385,000		$	—
Extinguishment of related party loan	$	9,278,800		$	—

The accompanying notes are an integral part of these ~~condensed~~ consolidated financial ~~statements~~

statements.

~~Note 1.~~

NOTE 1 - GENERAL INFORMATION AND RECENT EVENTS

Organization and General ~~Information~~

The accompanying consolidated financial statements include the accounts of Pangaea Logistics Solutions Ltd. and its consolidated subsidiaries (collectively, the “Company”, “Pangaea” “we” or “our”). The Company is engaged in the ocean transportation of drybulk cargoes worldwide through the ownership, chartering and operation of drybulk vessels. The Company is a holding company incorporated under the laws of Bermuda as an exempted company on April 29, 2014.

~~The~~At June 30, 2022, the Company owns ~~two~~3 Panamax, ~~two~~2 Ultramax Ice Class 1C, ~~five~~one Ultramax and 8 Supramax ~~and two Handymax Ice Class 1A~~ drybulk ~~vessels, including two vessels financed under capital lease obligations.~~vessels. The Company ~~also~~ owns ~~one-third~~two-thirds of Nordic Bulk Holding Company Ltd. ~~(“NBHC”~~("NBHC")~~, a consolidated joint venture with~~ which owns a fleet of ~~six~~6 Panamax Ice Class 1A drybulk vessels. The Company ~~operates two additional Supramax~~owns 50% of Nordic Bulk Partners LLC. ("NBP") which owns a fleet of four Post Panamax Ice Class 1A drybulk ~~vessels under bareboat charter for five-year periods that commenced on July 13, 2016. In addition, the~~vessels. The Company ~~through~~also has a new wholly-owned subsidiary, signed a Memorandum of Agreement to purchase a Supramax bulk carrier built in 2008, for approximately $13.8 million. The vessel is expected to be delivered in December 2017.

~~On January 27, 2017, the Company acquired its consolidated joint venture partner's~~50% interest in ~~Nordic Bulk Ventures Holding Company Ltd. (“BVH”). BVH owns m/v Bulk Destiny and m/v Bulk Endurance through wholly-owned subsidiaries. BVH is wholly-owned by~~ the ~~Company after the acquisition.~~owner of a deck barge.

~~On March 21, 2017, the Company's Board of Directors (the “Board~~”) approved, and on June 27, 2017, the shareholders holding a majority of the issued and outstanding shares of our Common Stock approved, by unanimous written consent, the issuance of shares of our Common Stock in connection with two stock purchase agreements, both dated as of June 15, 2017, (the “~~Agreements”).~~

Shares of common stock sold under the Agreements totaled 6,533,443. These shares were issued on June 29, 2017 and August 9, 2017 for aggregate net proceeds of $14.1 million of which approximately $4.4 million was issued as in-kind payment of accrued dividends. Upon completion of these transactions, issued and outstanding shares of Common Stock totaled 43,795,182.

~~Note 2. Basis of Presentation~~

NOTE 2 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

The accompanying ~~consolidated balance sheet as of September 30, 2017, the consolidated statements of income and cash flows for the three and nine months ended September 30, 2017 and 2016 are unaudited. The~~ unaudited ~~interim~~ consolidated financial statements have been prepared onin accordance with United States ("U.S.") generally accepted accounting principles ("GAAP") for interim financial information and the ~~same basis as the annual consolidated~~instructions to Form 10-Q. Accordingly, these interim financial statements do not include all of the information and note disclosures required by U.S. GAAP for complete financial statements. The accompanying financial information reflects all normal recurring adjustments that are, in the opinion of management, ~~reflect all adjustments, which include only normal recurring adjustments,~~ necessary ~~to present fairly~~for a fair presentation of the ~~Company’s~~interim period results. These unaudited consolidated financial position as of September 30, 2017 and December 31, 2016, and its results of operations and cash flows for the three and nine months ended September 30, 2017 and 2016. The financial data and the other information disclosedstatements should be read in ~~these notes to~~conjunction with the consolidated financial statements ~~related to these three~~ and ~~nine month periods are unaudited. Certain information and disclosures~~notes thereto included in the annual consolidated financial statements have been omitted for the interim periods pursuant to the rules and regulations of the SEC. The results for the three and nine months ended September 30, 2017 are not necessarily indicative of the resultsour Annual Report on Form 10-K for the year ~~ending~~ended December 31, ~~2017 or for any other interim period or future years.~~2021.

The preparation of consolidated financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. ~~Actual results could differ from those estimates.~~ The significant estimates and assumptions of the Company are residual value of vessels, the useful lives of vessels, the percentage completion of spot voyages and estimated ~~fair value used~~losses on our trade receivables. Actual results could differ from those estimates.

Reclassifications of Voyage revenue and Charter revenue have been made to prior periods to conform to current period presentation.

Cash and cash equivalents

Cash and cash equivalents include short-term deposits with an original maturity of less than three months. The following table provides a reconciliation of cash and cash equivalents reported within the consolidated balance sheets that sum to the total of the same amounts shown in ~~determining loss on sale and leaseback~~the consolidated statement of ~~vessel, the estimated future~~ cash ~~flows used in its impairment analysis, the estimated salvage value used in determining depreciation expense and the allowances for doubtful accounts.~~flows:


	June 30, 2022		December 31, 2021
	(unaudited)
Money market accounts – cash equivalents	$	42,754,278	$	35,193,025
Cash (1)	59,421,112		21,015,877
Total cash and cash equivalents	$	102,175,390	$	56,208,902

(1) Consists of cash deposits at various major banks.

Advance hire, prepaid expenses and other current assets

Advance hire, prepaid expenses and other current assets were comprised of the following:


	June 30, 2022		December 31, 2021
	(unaudited)
Advance hire	$	9,799,745	$	12,014,451
Prepaid expenses	5,897,012		5,956,195
Accrued receivables	12,356,868		17,009,957
Margin deposit	(25,652)		5,464,379
Derivative assets	7,884,772		3,886,107
Other current assets	2,151,130		2,016,598
	$	38,063,875	$	46,347,687

September 30, 2017 December 31, 2016
(unaudited)
Advance hire $ 5,159,896
$ 2,232,444
Prepaid expenses 646,493
1,844,522
Accrued receivables 5,042,672
1,319,220
Other current assets 2,616,102
1,045,397
$ 13,465,163
$ 6,441,583

Other non-current Assets

Other non-current assets were comprised of the following:


	June 30, 2022		December 31, 2021
Name	(unaudited)
Investment in Seamar Management	$	756,230	$	428,572
Investment in Pangaea Logistics Solutions (US) LLC	435,775		507,270
Investment in Bay Stevedoring LLC	3,006,761		3,025,981
	$	4,198,766	$	3,961,823

Accounts payable, accrued expenses and other current liabilities

Accounts payable, accrued expenses and other current liabilities were comprised of the following:


	June 30, 2022		December 31, 2021
	(unaudited)
Accounts payable	$	25,950,765	$	21,090,717
Accrued expenses	21,541,388		16,254,253
Bunkers supplies	12,343,555		9,260,262
Note Payable - Note 8	5,156,245		2,549,207
Other accrued liabilities	312,677		—
	$	65,304,630	$	49,154,439

September 30, 2017 December 31, 2016
(unaudited)
Accounts payable $ 17,690,288
$ 15,435,179
Accrued voyage expenses 11,656,486
6,955,389
Accrued interest 604,041
412,984
Other accrued liabilities 209,556
427,627
$ 30,160,371
$ 23,231,179

Leases

~~Recently Issued Accounting Pronouncements~~

Time charter in contracts

~~In February 2016,~~

The Company charters in vessels to supplement its owned fleet to support its voyage charter operations. The Company hires vessels under time charters with third party vessel owners, and recognizes the ~~FASB issued~~charter hire payments as an ~~ASU 2016-02, Accounting Standards Update for Leases. The update~~expense on a straight-line basis over the term of the charter. Charter hire payments are typically made in advance, and the unrecognized portion is intended to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. A lessee should recognizereflected as advance hire in the ~~statement~~accompanying consolidated balance sheets. Under the time charters, the vessel owner is responsible for the vessel operating costs such as crews, maintenance and repairs, insurance, and stores. As allowed by a practical expedient under ASC 842, Leases ("ASC 842"), the Company made an accounting policy election by class of ~~financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the~~ underlying asset for ~~the lease term. For~~ leases with a term of 12 months or less, to forego recognizing a ~~lessee is permitted to make an accounting policy election by class of underlying~~right-of-use asset ~~not to recognize lease assets~~ and lease ~~liabilities.~~liability on its balance sheet. For the quarter ending June 30, 2022, the Company did not have any time charter in contracts with terms greater than 12 months, as such charter hire expense presented on the consolidated statements of income are lease expenses for chartered in contracts less than 12 months.

Time charter out contracts

Charter revenue is earned when the Company lets a vessel it owns or operates to a charterer for a specified period of time. Charter revenue is based on the agreed rate per day. The charterer has the power to direct the use and receives substantially all of the economic benefits from the use of the vessel. The Company determined that all time charter contracts are considered operating leases and therefore fall under the scope of ASC 842 because: (i) the vessel is an identifiable asset; (ii) the Company does not have substantive substitution rights; and (iii) the charterer has the right to control the use of the vessel during the term of the contract and derives the economic benefits from such use.

At June 30, 2022, the Company had 1 vessel chartered to a customer under a time charter that contained a lease. This 1 lease's duration was 28 days. At June 30, 2022, lease payments due under this arrangement totaled approximately $125,000 and the time charter was due to be completed in 4 days.

At June 30, 2021, the Company had 15 vessels chartered to customers under time charters that contain leases. These 15 leases varied in original length from 24 days to 138 days. At June 30, 2021, lease payments due under these arrangements totaled

approximately $8,648,000 and each of the time charters were due to be completed in 65 days or less. The Company does not typically enter into charters for terms exceeding six months. The standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted. have any sales-type or direct financing leases.

Office leases

The Company ~~does~~has 2 non-cancelable office and office equipment leases. The resulting lease assets and liabilities are not ~~expect adoption of this guidance to have a material impact on its financial statements.~~material.

RevenueRecognition

In ~~May 2014,~~a voyage charter contract, the ~~FASB issued an ASU 2014-09, Accounting Standards Update~~charterer hires the vessel to transport a specific agreed-upon cargo for a single voyage, which may contain multiple load ports and discharge ports. The consideration in such a contract is determined on the basis of a freight rate per metric ton of cargo carried or occasionally on a lump sum basis. The charter party generally has a minimum amount of cargo. The charterer is liable for any short loading of cargo or "dead" freight. The voyage contract generally has standard payment terms of 95% freight paid within three days after completion of loading. The voyage charter party generally has a "demurrage" or "despatch" clause. As per this clause, the charterer reimburses the Company for any delays that exceed the agreed to laytime at the ports visited, with the amounts recorded as demurrage revenue. Conversely, the charterer is given credit if the loading/discharging activities happen within the allowed laytime which is known as despatch and results in a reduction of revenue. In a voyage charter contract, the performance obligations begin to be satisfied once the vessel begins loading the cargo. The Company determined that its voyage charter contracts consist of a single performance obligation of transporting the cargo within a specified time period. Therefore, the performance obligation is met evenly as the voyage progresses, and the revenue is recognized on a straight-line basis over the voyage days from the commencement of the loading of cargo to completion of discharge.

The voyage contracts are considered service contracts which fall under the provisions of ASC 606, Revenue from Contracts with ~~Customers. The core principle~~Customers because the Company, as the shipowner, retains control over the operations of the vessel such as directing the routes taken or the vessel speed. The voyage contracts generally have variable consideration in the form of demurrage or despatch.

During time charter agreements, the Company is paid to provide transportation services on a per day basis for a specified period of time. Revenues from time charters are earned and recognized on a straight-line basis over the term of the charter, the charterers have substantive decision-making rights to direct how and for what purpose the vessel is used. As such, the Company has identified that time charter agreements contain a lease in accordance with ASC 842. Revenue is not earned when vessels are offhire.

Recently Issued Accounting Pronouncements Not Yet Adopted

In March 2020, the FASB issued ASU 2020-04 Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. ASU 2020-04 provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. Companies can apply the ASU immediately, however the guidance will only be available until December 31, 2022. The Company is currently evaluating the impact that ~~an entity should recognize revenue~~adopting this new accounting standard will have on its consolidated financial statements and related disclosures.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses. For most financial assets, such as trade and other receivables, loans and other instruments, this standard changes the current incurred loss model to ~~depict~~a forward-looking expected credit loss model, which generally will result in the ~~transfer~~earlier recognition of ~~promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange~~allowances for ~~those goods or services.~~losses. The new standard is effective for ~~interim and annual reporting periods in fiscal years that begin after December 15, 2017. Management has organized a working group and is currently analyzing contracts with our customers covering~~ the ~~significant streams~~Company at the beginning of ~~the Company's annual revenues under~~2023. Entities are required to apply the provisions of the ~~new~~ standard ~~as well as changes necessary to information technology systems, processes and internal controls to capture new data and address changes in financial reporting.~~

While we are continuing to assess all potential impacts of the standard, the Company's preliminary expectation is that revenue from vessels operating on time charter will continue to be recognized under current revenue recognition policies because the services being provided to its customers currently reflect the consideration to which the entity expects to be entitled in exchange for those services, and because these arrangements qualify as single performance obligations that meet the criteria to recognize revenue over time, as the customer is simultaneously receiving and consuming the benefits of these services. The performance obligation in a voyage charter is also the transportation service provided and also meets the criteria to recognize revenue over time. However, under the new standard, our expectation is that revenue for these voyages will be recognized over the period between load port and discharge port in contrast to the current recognition policy to recognize revenue from discharge port to discharge port. The Company also believes that under the new standard, it will recognize an asset from certain costs incurred to fulfill contracts that have not begun to load if they meet the criteria outlined in this update. Such assets will be amortized pro rata over the period of the contract. Neither of these changes is expected to have a material impact on the consolidated financial statements because the number of open voyages at any point in time are not a significant portion of the annual total and the difference in revenue is expected to be only a small percentage of such voyage revenue. The Company will apply the new revenue standard on a modified retrospective basis with a cumulative effect adjustment to the opening balance of retained earnings as of

January 1, 2018. Prior periods will not be retrospectively adjusted. The Company is prepared to implement the new revenue standard on the effective date and will follow recently issued guidance on practical expedients as part of our transition.

In November 2016, the FASB issued an ASU 2016-18 Accounting Standards Update for Statement of Cash Flows. The amendments in this Update provide guidance on the presentation of restricted cash or restricted cash equivalents in the statement of cash flows, thereby reducing the diversity in practice. Specifically, this Update addresses how to classify and present changes in restricted cash or restricted cash equivalents that occur when there are transfers between cash, cash equivalents, and restricted cash or restricted cash equivalents and when there are direct cash receipts into restricted cash or restricted cash equivalents or direct cash payments made from restricted cash or restricted cash equivalents The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019. Early adoption is permitted, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. The amendments in this Update should be applied using a retrospective transition method to each period presented. The Company does not expect adoption of this guidance to have a material impact on its financial statements.

In August 2017, the FASB issued an ASU 2017-12 Accounting Standards Update for Derivatives and Hedging. The amendments in this Update better align an entity’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. To meet that objective, the amendments expand and refine hedge accounting for both nonfinancial and financial risk components and align the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. The amendments in this Update are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early application is permitted in any interim period after issuance of the Update. All transition requirements and elections should be applied to hedging relationships existing on the date of adoption. The effect of adoption should be reflected as of the beginning of the fiscal year of adoption. For cash flow and net investment hedges existing at the date of adoption, an entity should apply a cumulative-effect adjustment ~~related~~ to ~~eliminating the separate measurement of ineffectiveness to accumulated other comprehensive income with a corresponding adjustment to the opening balance of~~ retained earnings as of the ~~beginning of the fiscal year that an entity adopts the amendments in this Update. The amended presentation and disclosure guidance is required only prospectively.~~effective date. The Company ~~does not expect adoption of this~~is currently assessing the new guidance ~~to have a material~~and its impact on its consolidated financial ~~statements.~~

statements, and it intends to adopt the guidance when it becomes effective in the first quarter of 2023.

~~Note 3. Fixed Assets~~

NOTE 3 - FIXED ASSETS

At ~~September~~June 30, ~~2017,~~2022, the Company owned ~~seventeen~~twenty-four dry bulk vessels including ~~two~~eight financed under ~~capital lease obligations.~~finance leases; and one barge. The carrying amounts of these vessels, including unamortized drydocking costs, are as follows:


	June 30,		December 31,
	2022		2021
	(unaudited)
m/v NORDIC ODYSSEY (1)	$	21,570,749	$	22,456,407
m/v NORDIC ORION (1)	22,231,771		23,057,114
m/v NORDIC OSHIMA (1)	24,952,260		25,612,412
m/v NORDIC OLYMPIC (1)	25,305,330		25,982,802
m/v NORDIC ODIN (1)	25,399,937		26,073,841
m/v NORDIC OASIS (1)	26,941,537		27,650,350
m/v NORDIC NULUUJAAK (2) (5)	38,234,130		38,949,402
m/v NORDIC QINNGUA (2) (5)	38,133,232		38,838,142
m/v NORDIC SANNGIJUQ (2) (5)	37,688,843		38,377,457
m/v NORDIC SIKU(2) (5)	38,084,765		38,776,359
m/v BULK ENDURANCE	23,707,705		23,069,545
m/v BULK COURAGEOUS (5)	16,056,284		16,356,730
m/v BULK CONCORD (5)	19,845,938		—
m/v BULK NEWPORT	10,970,171		11,566,639
m/v BULK FREEDOM	7,950,193		8,476,937
m/v BULK PRIDE	12,867,799		13,560,656
m/v BULK SPIRIT (5)	11,997,224		12,293,336
m/v BULK INDEPENDENCE	13,799,729		13,466,530
m/v BULK FRIENDSHIP (5)	14,101,133		14,526,423
m/v BULK VALOR	17,461,842		17,797,021
m/v BULK PROMISE	17,963,804		18,306,557
m/v BULK PANGAEA (3)	—		11,802,463
MISS NORA G PEARL (4)	2,491,597		2,714,931
	467,755,973		469,712,054
Other fixed assets, net	2,209,235		2,200,756
Total fixed assets, net	$	469,965,208	$	471,912,810

Right of Use Assets (5)
m/v BULK XAYMACA	$	14,220,803	$	12,661,804
m/v BULK DESTINY	20,335,023		20,074,619
m/v BULK TRIDENT	11,740,835		12,459,336
	$	46,296,661	$	45,195,759

September 30, December 31,
2017 2016
Owned vessels (unaudited)
m/v BULK PANGAEA $ 16,768,833
$17,879,380
m/v BULK PATRIOT 11,426,580
12,391,724
m/v BULK JULIANA 11,621,472
12,252,733
m/v NORDIC ODYSSEY 25,981,360
27,021,211
m/v NORDIC ORION 26,819,591
27,874,584
m/v BULK TRIDENT 14,386,864
14,962,163
m/v BULK BEOTHUK ⁽¹⁾
—
12,006,270
m/v BULK NEWPORT 13,312,095
13,473,429
m/v NORDIC BARENTS 3,526,711
3,517,151
m/v NORDIC BOTHNIA 3,518,031
3,520,616
m/v NORDIC OSHIMA 30,428,323
31,346,414
m/v NORDIC OLYMPIC 30,668,705
31,560,965
m/v NORDIC ODIN 30,846,740
31,741,658
m/v NORDIC OASIS 31,915,214
32,834,500
m/v BULK ENDURANCE ⁽²⁾
27,284,169
—
m/v BULK FREEDOM ⁽³⁾
8,942,254
—
287,446,942
272,382,798
Other fixed assets, net 3,390,595
2,882,874
Total fixed assets, net $ 290,837,537
$ 275,265,672

Vessels under capital lease
m/v BULK DESTINY ⁽⁴⁾
$ 23,365,388
$ —
m/v BULK BEOTHUK ⁽¹⁾
$ 6,920,181
$ —
$ 30,285,569
$ —


⁽¹⁾	~~The m/v Bulk Beothuk was sold on June 15, 2017 and simultaneously chartered back under a bareboat charter accounted for as a capital lease, the terms of which are discussed in Note 7.~~


⁽²⁾	~~The m/v Bulk Endurance was delivered to the Company on January 7, 2017.~~


⁽³⁾	~~The Company acquired the m/v Bulk Freedom on June 14, 2017.~~


⁽⁴⁾	~~The Company took delivery of the m/v Bulk Destiny on January 7, 2017 and simultaneously entered into a sale and leaseback financing agreement, the terms of which are discussed in Note 7.~~

(1) Vessels are owned by NBHC, a consolidated joint venture in which the Company has a two-third ownership interest at June 30, 2022 and December 31, 2021, respectively.

(2) Vessels are owned by NBP, a consolidated joint venture in which the Company has a 50% ownership interest at June 30, 2022 and December 31, 2021.

(3) On April 20, 2022, the Company signed a memorandum of agreement to sell the m/v Bulk Pangaea for $8.6 million after brokerage commissions. The Company ~~also operates two dry bulk~~recorded an impairment charge of $3.0 million and a loss on sale of vessel of 0.3 million, and the vessel was delivered to the buyer on June 23, 2022.

(4) Barge is owned by a 50% owned consolidated subsidiary.

(5) Refer to Note 7, "Commitments and Contingencies," of our Financial Statements for additional information related to the vessels under ~~bareboat charters accounted for as operating leases, as discussed in Note 7.~~finance lease.

Long-lived Assets Impairment ~~Considerations.~~Considerations

The Company evaluates the recoverability of its fixed assets and other assets in accordance with ASC 360-10-15, Impairment or Disposal of Long-Lived Assets, which requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than their carrying ~~values~~amounts. If indicators of impairment are present, we perform an analysis of the Company’s vessels may not represent their fair market value or the amount that could be obtained by selling the vessel at any point in time because the market prices of second-hand vessels tend to fluctuate with changes in charter rates and the pricing of new vessels, which tendanticipated undiscounted future net cash flows to be cyclical. The carrying value of each group of vessels classified as held and used are reviewed for potential impairment when events or changes in circumstances indicate that the carrying value of a particular group may not be fully recoverable. In such instances, an impairment charge would be recognized if the estimate of the undiscounted future cash flows expected to resultderived from the ~~use of the group and its eventual disposition is less than its carrying value. This~~related long-lived assets. Our assessment is made at the asset group level, which represents the lowest level for which identifiable cash flows are largely independent of other groups of assets. The asset groups established by the Company are defined by vessel size and major characteristic or trade.

~~The significant factors and assumptions used in~~During the ~~undiscounted projected net operating cash flow analysis include the Company’s estimate~~first quarter of ~~future time charter equivalent "TCE" rates based on current rates under existing charters and contracts. When existing contracts expire,~~2022, the Company ~~uses an estimated TCE based on actual results and extends these rates out~~determined that a triggering event occurred related to the ~~end~~sale of ~~the vessel’s useful life. TCE rates can be highly volatile, may affect the fair value of the Company’s vessels and may have~~ a significant impact on the Company’s ability to recover the carrying amount of its fleet. Accordingly, the volatility is contemplated in the undiscounted projected net operating cash flow by using a sensitivity analysis based on percent changes in the TCE rates. The Company prepares a series of scenarios in an attempt to capture the range of possible trends and outcomes. Projected net operating cash flows are net of brokerage and address commissions and assume no revenue on scheduled offhire days. The Company uses the current vessel, ~~operating expense budget, estimated costs of drydocking and historical general and administrative expenses~~ as the basis for its expected outflows, and applies an inflation factor it considers appropriate. The net of these inflows and outflows, plus an estimated salvage value, constitutes the projected undiscounted future cash flows. If these projected cash flows do not exceed the carrying value exceeded its fair value. On April 20, 2022, the Company signed a memorandum of agreement to sell the ~~asset group,~~m/v Bulk Pangaea for a total net consideration of $8.6 million after brokerage commissions. As a result, we recorded an impairment charge of $3.0 million in the first quarter of 2022. The Company concluded that no triggering event had occurred during the during the second quarter of 2022 which would ~~be recognized.~~require impairment testing.

~~During~~The Company determined there were no triggering events present during the ~~three~~six months ended ~~September~~June 30, 2017, the Company did not identify any potential triggering events. At December 31, 2016, testing for recoverability indicated that the estimated undiscounted future cash flows were higher than the carrying amount of each long-lived asset group, therefore, the Company did not recognize any loss on impairment. 2021 which would require impairment testing.

~~Note 4. Debt~~

NOTE 4 - DEBT

Long-term debt consists of the following:


	June 30, 2022		December 31, 2021		Interest Rate (%) (1)		Maturity Date
	(unaudited)



Bulk Nordic Odyssey (MI) Corp., Bulk Nordic Orion (MI) Corp. Senior Secured Term Loan Facility (2) (3)	15,316,518		16,224,189		2.95	%	December 2027
Bulk Nordic Oshima (MI) Corp., Bulk Nordic Odin (MI) Corp., Bulk Nordic Olympic (MI) Corp., Bulk Nordic Oasis (MI) Corp. Secured Term Loan Facility (2) (3)	47,000,000		49,400,000		3.38	%	June 2027
The Amended Senior Facility - Dated May 13, 2019 (formerly The Amended Senior Facility - Dated December 21, 2017) (4)
Bulk Nordic Six Ltd. - Tranche A (2)	10,633,327		11,166,661		4.39	%	May 2024
Bulk Nordic Six Ltd. - Tranche B	2,200,000		2,330,000		3.37	%	May 2024
Bulk Pride - Tranche C (2)	3,550,000		4,100,000		5.39	%	May 2024
Bulk Independence - Tranche E (2)	11,000,000		11,500,000		3.54	%	May 2024
Bulk Freedom Loan Agreement	—		2,600,000		4.55	%	June 2022
Bulk Valor Corp. Loan and Security Agreement (2)	12,076,114		12,718,279		3.29	%	June 2028
Bulk Promise Corp. (5)	11,761,778		12,453,926		3.34	%	October 2027
109 Long Wharf Commercial Term Loan	429,266		484,066		3.62	%	April 2026
Total	$	113,967,003	$	122,977,121
Less: unamortized issuance costs, net	(1,487,524)		(1,697,209)
	$	112,479,479	$	121,279,912
Less: current portion	(12,891,501)		(15,443,115)
Secured long-term debt, net	$	99,587,978	$	105,836,797

September 30, 2017 December 31, 2016
(unaudited)
Bulk Pangaea Secured Note $ —
$ 1,040,625
Bulk Patriot Secured Note —
1,087,500
Bulk Trident Secured Note (1)
3,887,500
5,737,500
Bulk Juliana Secured Note (1)
2,028,126
3,042,186
Bulk Nordic Odin Ltd., Bulk Nordic Olympic Ltd. Bulk Nordic Odyssey Ltd., Bulk Nordic Orion Ltd. and Bulk Nordic Oshima Ltd. Amended and Restated Loan Agreement (2)
71,700,000
77,325,001
Bulk Atlantic Secured Note —
5,350,000
Bulk Phoenix Secured Note (1)
4,916,663
6,816,685
Term Loan Facility of USD 13,000,000 (Nordic Bulk Barents Ltd. and Nordic Bulk Bothnia Ltd.) 6,119,550
7,097,820
Bulk Nordic Oasis Ltd. Loan Agreement (2)
18,875,000
20,000,000
Bulk Nordic Six Ltd. Loan Agreement 19,135,000
—
Bulk Freedom Loan Agreement 5,325,000
—
109 Long Wharf Commercial Term Loan 949,864
1,032,067
Phoenix Bulk Carriers (US) LLC Automobile Loan 24,483
28,582
Phoenix Bulk Carriers (US) LLC Master Loan 197,362
236,242
Total 133,158,548
128,794,208
Less: unamortized bank fees (1,897,347 ) (1,528,511 )
131,261,201
127,265,697
Less: current portion (17,830,996 ) (19,627,846 )
Secured long-term debt, net $ 113,430,205
$ 107,637,851


⁽¹⁾	The Bulk Juliana Secured Note, the Bulk Trident Secured Note and the Bulk Phoenix Secured Note are cross-collateralized by the m/v Bulk Juliana, m/v Bulk Trident and m/v Bulk Newport and are guaranteed by the Company.

⁽²⁾

The borrower under this facility is NBHC, of which the Company and its joint venture partners, STST and ASO2020, each own one-third. NBHC is consolidated in accordance with Accounting Standards Codification ("ASC") 810, ~~Consolidation~~, and as such, amounts pertaining to the non-controlling ownership held by these third parties in the financial position of NBHC are reported as non-controlling interest in the accompanying balance sheets.

(1)As of June 30, 2022.

(2)Interest rates on the loan facilities are fixed.

(3)The ~~Senior Secured Post-Delivery Term Loan Facility~~borrower under this facility is NBHC. The Company has two-third's ownership interest and an independent third party has one-third ownership interest in NBHC. NBHC is consolidated in accordance with ASC 810-10 and as such, amounts pertaining to the non-controlling ownership held by the third parties in the financial position of NBHC are reported as non-controlling interest in the accompanying balance sheets.

~~On April 14, 2017,~~(4)This facility is cross-collateralized by the Company, through its wholly owned subsidiaries, Bulk Pangaea, Bulk Patriot, Bulk Juliana, Bulk Trident and Bulk Phoenix, entered into the Fourth Amendatory Agreement, (the "Fourth Amendment"), amending and supplementing the Loan Agreement dated April 15, 2013, as amended by a First Amendatory Agreement dated May 16, 2013, the Second Amendatory Agreement dated August 28, 2013 and the Third Amendatory Agreement dated July 14, 2016. The Fourth Amendment advanced the final repayment dates for Bulk Pangaea and Bulk Patriot and extended the final maturity date and modified the repayment schedules, as follows:

~~Bulk Pangaea Secured Note~~

~~Initial amount of $12,250,000, entered into in December 2009, for the acquisition of~~vessels m/v Bulk ~~Pangaea. The Fourth Amendment advanced the final installment to April 18, 2017, thereby increasing the amount to $1,040,625, which was paid on the maturity date.~~

~~Bulk Patriot Secured Note~~

~~Initial amount of $12,000,000, entered into in September 2011, for the acquisition of the~~Endurance, m/v Bulk ~~Patriot. The Fourth Amendment advanced the final installment to April 18, 2017, thereby increasing the amount to $1,087,500, which was paid on the maturity date.~~

~~Bulk Trident Secured Note~~

~~Initial amount of $10,200,000, entered into in April 2012, for the acquisition of the~~Pride, and m/v Bulk ~~Trident. The Fourth Amendment extends~~Independence and is guaranteed by the final maturity date and modifies the repayment schedule. The first and second quarterly installments following the amendment were increased to $650,000 and the third and fourth installments were increased to $435,000. These are followed by two installments of $327,500 and three of $300,000. A balloon payment of $1,462,500 is payable on July 19, 2019. The interest rateCompany.

(5)This facility was fixed at ~~4.29% through April 19, 2017 and is floating at LIBOR plus 3.50% (4.78% at September 30, 2017), since April 19, 2017.~~

~~Bulk Juliana Secured Note~~

Initial amount of $8,112,500, entered into in April 2012, for the acquisition of the m/v Bulk Juliana. The Fourth Amendment did not change this tranche, the balance of which is payable in six quarterly installments of $507,031. The final payment is due in July 19, 2018. The interest rate is fixed at 4.38%.

~~Bulk Phoenix Secured Note~~

Initial amount of $10,000,000, entered into in May 2013, for the acquisition of m/v Bulk Newport. The Fourth Amendment did not change this tranche, the balance of which is payable in two installments of $700,000 and seven installments of $442,858. A balloon payment of $1,816,659 is payable5.45% on July ~~19, 2019. The interest rate is fixed at 5.09%.~~15, 2022 through maturity.

The ~~agreement contains financial covenants that require~~future minimum annual payments under the ~~Company to maintain a minimum net worth and minimum liquidity, on a consolidated basis. The facility also contains a consolidated leverage ratio and a consolidated~~ debt service coverage ratio. In addition, the facility contains other Company and vessel related covenants that, among other things, restrict changes in management and ownership of the vessel, declaration of dividends, further indebtedness and mortgaging of a vessel without the bank’s prior consent. It also requires minimum collateral maintenance, which is tested at the discretion of the lender. As of September 30, 2017 and December 31, 2016, the Company was in compliance with these covenants.

~~Bulk Atlantic Secured Note~~

Initial amount of $8,520,000, entered into on February 18, 2013, for the acquisition of m/v Bulk Beothuk. The loan required repayment in 8 equal quarterly installments of $90,000 beginning in May 2013, 12 equal quarterly installments of $295,000 and a balloon payment of $4,170,000 due in February 2018. The loan was repaid in conjunction with the sale of the vessel on June 6, 2017.

~~Bulk Nordic Odin Ltd., Bulk Nordic Olympic Ltd. Bulk Nordic Odyssey Ltd., Bulk Nordic Orion Ltd. And Bulk Nordic Oshima Ltd. – Dated September 28, 2015 - Amended and Restated Loan Agreement~~

The amended agreement advanced $21,750,000 in respect of each the m/v Nordic Odin and the m/v Nordic Olympic; $13,500,000 in respect of each the m/v Nordic Odyssey and the m/v Nordic Orion, and $21,000,000 in respect of the m/v Nordic Oshima.

~~The agreement requires repayment of the advances~~agreements are as follows:


	Years ending December 31,
	(unaudited)
2022 (remainder of the year)	$	6,432,998
2023	12,940,758
2024	31,857,187
2025	9,718,626
2026	9,761,812
Thereafter	43,255,622
	$	113,967,003

~~In respect of~~

Financial Covenants

Under the Odin and Olympic advances, repayment to be made in 28 equal quarterly installments of $375,000 per borrower (one of which was paid prior to the amendment by each borrower) and balloon payments of $11,233,150 due with each of the final installments in January 2022.

In respect of the Odyssey and Orion advances, repayment to be made in 20 quarterly installments of $375,000 per borrower and balloon payments of $5,677,203 due with each of the final installments in September 2020.

~~In respect of the Oshima advance, repayment to be made in 28 equal quarterly installments of $375,000 and a balloon payment of $11,254,295 due with the final installment in September 2021.~~

Interest on 50% of the advances to Odyssey and Orion was fixed at 4.24% in March 2017. Interest on the remaining advances to Odyssey and Orion is floating at LIBOR plus 2.40% (3.55% at September 30, 2017). Interest on 50% of the advances to Odin and Olympic was fixed at 3.95% in January 2017. Interest on the remaining advances to Odin and Olympic was floating at LIBOR plus 2.0% and was fixed at 4.07% on April 27, 2017. Interest on 50% of the advance to Oshima was fixed at 4.16% in January 2017. Interest on the remaining advance to Oshima is floating at LIBOR plus 2.25% (3.55% at September 30, 2017).

The amended loan is secured by first preferred mortgages on the m/v Nordic Odin, m/v Nordic Olympic, m/v Nordic Odyssey, m/v Nordic Orion and m/v Nordic Oshima, the assignment of earnings, insurances and requisite compensation of the five entities, and by guarantees of their shareholders.

~~The amended agreement contains one financial covenant that requires~~Company's respective debt agreements, the Company is required to comply with certain financial covenants, including to maintain minimum liquidity and a collateral maintenance ratio clause, which requires the aggregate fair market value of the vessels plus the net realizable value of any additional collateral provided, to remain above defined ~~ratios. At September 30, 2017~~ratios and ~~December 31, 2016, the Company was in compliance with this clause.~~

~~The Bulk Nordic Oasis Ltd. - Loan Agreement - Dated December 11, 2015~~

The agreement advanced $21,500,000 in respect of the m/v Nordic Oasis. The agreement requires repayment of the advance in 24 equal quarterly installments of $375,000 beginning on March 28, 2016 and a balloon payment of $12,500,000 due with the final installment in March 2022. Interest on this advance is fixed at 4.30%.

The loan is secured by a first preferred mortgage on the m/v Nordic Oasis, the assignment of earnings, insurances and requisite compensation of the entity, and by guarantees of its shareholders. Additionally, the agreement contains a collateral maintenance ratio clause which requires the fair market value of the vessel plus the net realizable value of any additional collateral previously provided, to ~~remain above defined ratios. As of September 30, 2017 and December 31, 2016, the Company was in compliance with this covenant.~~

~~Term Loan Facility of USD 13,000,000 (Nordic Bulk Barents Ltd. and Nordic Bulk Bothnia Ltd.)~~

Barents and Bothnia entered into a secured Term Loan Facility of $13,000,000 in two tranches of $6,500,000 which were drawn in conjunction with the delivery of the m/v Bulk Bothnia on January 23, 2014 and the m/v Bulk Barents on March 7, 2014. The loan is secured by mortgages on the m/v Nordic Bulk Barents and m/v Nordic Bulk Bothnia and is guaranteed by the Company.

The facility bears interest at LIBOR plus 2.50% (3.80% at September 30, 2017). The loan requires repayment in 22 equal quarterly installments of $163,045 (per borrower) beginning in June 2014, one installment of $163,010 (per borrower) and a balloon payment of $1,755,415 (per borrower) due in December 2019. In addition, any cash in excess of $750,000 per borrower on any repayment date shall be applied toward prepayment of the relevant loan in inverse order, so the balloon payment is

~~prepaid first. The agreement also contains a profit split in respect of the proceeds from the sale of either vessel and a minimum value clause ("MVC").~~maintain positive working capital. The Company was in compliance with ~~this covenant at September~~all applicable financial covenants as of June 30, ~~2017~~2022 and December 31, ~~2016.~~2021.

~~The Bulk Nordic Six Ltd. - Loan Agreement -- Dated December 21, 2016~~

The agreement advanced $19,500,000 in respect of the m/v Bulk Endurance on January 7, 2017, in two tranches. The agreement requires repayment of Tranche A, totaling $16,000,000, in 3 equal quarterly installments of $100,000 beginning on April 7, 2017 and, thereafter, 17 equal quarterly installments of $266,667 and a balloon payment of $11,667,667 due with the final installment in March 2022. Interest on this advance was fixed at 4.74% on March 27, 2017. The agreement also advanced $3,500,000 under Tranche B, which is payable in 18 equal quarterly installments of $65,000 beginning on October 7, 2017, and a balloon payment of $2,330,000 due with the final installment in March 2022. Interest on this advance is floating at LIBOR plus 6.00% (7.30% at September 30, 2017).

The loan is secured by a first preferred mortgage on the m/v Bulk Endurance, the assignment of earnings, insurances and requisite compensation of the entity, and by guarantees of its shareholders. Additionally, the agreement contains a minimum liquidity requirement, positive working capital of the borrower and a collateral maintenance ratio clause which requires the fair market value of the vessel plus the net realizable value of any additional collateral previously provided, to remain above defined ratios.

~~The Bulk Freedom Corp. Loan Agreement -- Dated June 14, 2017~~

The agreement advanced $5,500,000 in respect of the m/v Bulk Freedom on June 14, 2017. The agreement requires repayment of the loan in 8 quarterly installments of $175,000 and 12 quarterly installments of $150,000 beginning on September 14, 2017. A balloon payment of $2,300,000 is due with the final installment. Interest is floating at LIBOR plus 3.75% (5.05% at September 30, 2017).

The loan is secured by a first preferred mortgage on the m/v Bulk Freedom, the assignment of earnings, insurances and requisite compensation of the entity, and by guarantees of its shareholders. Additionally, the agreement contains a collateral maintenance ratio clause which requires the fair market value of the vessel plus the net realizable value of any additional collateral previously provided, to remain above defined ratios.

~~109 Long Wharf Commercial Term Loan~~

~~Initial amount of $1,096,000 entered into on May 27, 2016. The~~ ~~Long Wharf Construction to Term Loan~~ was repaid from the proceeds of this new facility. The loan is payable in 120 equal monthly installments of $9,133. Interest is floating at the 30 day LIBOR plus 2.00% (3.30% at September 30, 2017). The loan is collateralized by all real estate located at 109 Long Wharf, Newport, RI, and a corporate guarantee of the Company. The loan contains a maximum loan to value covenant and a debt service coverage ratio. At September 30, 2017 and December 31, 2016, the Company was in compliance with these covenants.

~~Phoenix Bulk Carriers (US) LLC Automobile Loan~~

The Company purchased a commercial vehicle for use at the site of its port project on the United States' East Coast. The total loan amount of $29,435 is payable in 60 equal monthly installments of $539. Interest is fixed at 3.74%.

~~Phoenix Bulk Carriers (US) LLC Master Equipment Loan~~

The Company purchased commercial equipment for use at the site of its port project on the United States' East Coast. The total loan amount of $250,536 is payable in 48 equal monthly installments of $5,741. Interest is fixed at 4.75%.

~~The future minimum annual payments (excluding unamortized bank fees) under the debt agreements are as follows:~~

Years ending
September 30,
(unaudited)
2018 $ 17,830,996
2019 17,999,412
2020 25,225,098
2021 18,921,949
2022 52,779,228
Thereafter 401,865
$ 133,158,548

~~Note 5. Derivative Instruments and Fair Value Measurements~~NOTE 5 - DERIVATIVE INSTRUMENTS AND FAIR VALUE MEASUREMENTS

~~Interest-Rate Swaps~~

From time to time, the Company enters into interest rate swap agreements to mitigate the risk of interest rate fluctuations on its variable rate debt. The Company was party to one interest rate swap, which was entered into in February 2011, as required by the ~~109 Long Wharf Construction to Term Loan~~ ~~agreement. Under the terms of the swap agreement, the interest rate was fixed at 6.63%. The swap was cancelled in conjunction with, and the outstanding balance was financed by, the~~ ~~109 Long Wharf Commercial Term Loan~~ ~~in May 2016, which is discussed in Note 4.~~

The Company did not elect to designate the swap as a hedge at inception, pursuant to ASC 815, Derivatives and Hedging. Accordingly, changes in the fair value are recorded in current earnings in the accompanying consolidated statements of income.

The aggregate change in the fair value of the interest rate swap agreement for the nine months ended September 30, 2016 was a loss of $104,000 which was reflected in the unrealized (loss) gain on derivative instruments in the accompanying consolidated statements of operations.

Forward freight agreements

The Company assesses risk associated with fluctuating future freight rates and, when appropriate, hedges identified economic risk with appropriate derivative instruments, specifically forward freight agreements (FFAs). ~~Such~~These economic hedges do not ~~always~~usually qualify for hedge accounting under ASC 815 and as such, the usage of such derivatives can lead to fluctuations in the Company’s reported results from operations on a period-to-period basis. Between November 2016 and September 30, 2017, the Company entered into FFAs that were not designated for hedge accounting. The aggregate fair value of these FFAs at September 30, 2017 and December 31, 2016 were assets of approximately $675,000, which are included in other current assets on the consolidated balance sheets, and liabilities of approximately $21,000, respectively, which are included in other current liabilities on the consolidated balance sheets. The change in the aggregate fair value of the FFAs during the three and nine months ended September 30, 2017 are a loss of approximately $379,000 and a gain of approximately $696,225, respectively, which are included in unrealized (loss) gain on derivative instruments in the accompanying consolidated statements of operations. There were no open positions, and therefore no gain or loss in the three and nine months ended September 30, 2016.

Fuel ~~Swap Contracts~~swap contracts

The Company continuously monitors the market volatility associated with bunker prices and seeks to reduce the risk of such volatility through a bunker hedging program. ~~During 2017 and 2016, the~~The Company ~~entered~~enters into ~~various~~ fuel swap contracts that ~~were~~are not designated for hedge ~~accounting.~~ accounting under ASC 815 and as such, the usage of such derivatives can lead to fluctuations in the Company’s reported results from operations on a period-to-period basis.

Interest rate cap

The ~~aggregate~~Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps and interest rate caps as part of its interest rate risk management strategy. Interest rate caps designated as cash flow hedges involve the receipt of variable amounts from a counterparty if interest rates rise above the strike rate on the contract.

The estimated fair values of the Company’s forward freight agreements and fuel swap contracts are based on market prices obtained from an independent third-party valuation specialist based on published indices. Such quotes represent the estimated amounts the Company would receive or pay to terminate the contracts. The interest rate caps contracts are valued using analysis obtained from independent third party valuation specialists based on market observable inputs, representing Level 2 assets.

The following table summarizes assets and liabilities measured at fair value ~~of these fuel swaps~~on a recurring basis at ~~September~~June 30, ~~2017~~2022 and December 31, ~~2016 are assets of approximately $38,000 and $304,000, respectively, which are included in other current assets on the consolidated balance sheets.~~2021:


	Asset Derivative
Derivative instruments	Balance Sheet Location	06/30/2022		12/31/2021
Margin accounts (1)	Other current assets	$	(25,652)	$	5,464,379
Forward freight agreements (2)	Other current assets	$	3,181,161	$	2,119,581
Fuel swap contracts (2)	Other current assets	$	1,937,037	$	1,047,752
Interest rate cap (2)	Other current assets	$	2,766,575	$	718,774

(1) The ~~change in the aggregate~~ fair value measurements were all categorized within Level 1 of the fuel swaps during the three and nine months ended September 30, 2017 are gains of approximately $319,000 and losses of approximately $265,000, respectively, which are included in unrealized (loss) gain on derivative instruments in the accompanying consolidated statements of operations. The change in the aggregate fair value hierarchy.

(2) These fair value measurements were all categorized within Level 2 of the fuel swaps during the three and nine months ended September 30, 2016 are losses of approximately $156,000 and gains of approximately $1,109,000, respectively, which are included in unrealized (loss) gain on derivative instruments in the accompanying consolidated statements of income. fair value hierarchy.

The three levels of the fair value hierarchy established by ASC 820, Fair Value Measurements and Disclosures, in order of priority are as follows:

Level 1 – Quoted prices in active markets for identical assets or liabilities. Our Level 1 fair value measurements include cash, money-market accounts and restricted cash accounts.

Level 2 – Quoted prices for similar assets and liabilities in active markets or inputs that are observable.

Level 3 – Inputs that are unobservable (for example cash flow modeling inputs based on assumptions).

The following table ~~summarizes assets~~presents the effect of our derivative financial instruments on the consolidated statements of operations for the three and ~~liabilities measured at fair value on a recurring basis at September~~six months ended June 30, ~~2017~~2022 and ~~December 31, 2016:~~2021:

Balance at
September 30, 2017
Level 1 Level 2 Level 3
(unaudited)
Margin accounts $ 2,688,122
$ 2,688,122
$ —
$ —
Fuel swaps $ 38,319
$ —
$ 38,319
$ —
Freight forward agreements $ 675,275
$ —
$ 675,275
$ —


	Unrealized gain (loss) on derivative instruments
	For the three months ended				For the six months ended
Derivative instruments	06/30/2022		6/30/2021		06/30/2022		6/30/2021
Forward freight agreements	$	(1,698,327)	$	5,651,000	$	1,061,579	$	6,140,885
Fuel Swap Contracts	(2,133,497)		940,615		$	889,285	$	1,682,229
Interest rate cap	330,175		(287,839)		$	2,047,801	$	503,034
Total Gain	$	(3,501,649)	$	6,303,776	$	3,998,665	$	8,326,148

Balance at
December 31, 2016
Level 1 Level 2 Level 3
Margin accounts $ 488,084
$ 488,084
$ —
$ —
Fuel swaps $ 303,675
$ —
$ 303,675
$ —
Freight forward agreements $ (20,950 ) $ —
$ (20,950 ) $ —

~~Note 6. Related Party Transactions~~NOTE 6 - RELATED PARTY TRANSACTIONS

December 31, 2016 Activity September 30, 2017
(unaudited)
Included in accounts payable, accrued expenses and other current liabilities on the consolidated balance sheets:

Affiliated companies (trade payables) $ 1,109,570
34,994
$ 1,144,564

Included in current related party debt on the consolidated balance sheets:

Loan payable – 2011 Founders Note $ 4,325,000
—
$ 4,325,000
Interest payable in-kind - 2011 Founders Note ⁽ⁱ⁾
368,347
236,538
604,885
Promissory Note 2,000,000
—
2,000,000
Loan payable – BVH shareholder (STST)⁽ⁱⁱ⁾
9,278,800
(9,278,800 ) —
Total current related party debt $ 15,972,147
$ (9,042,262 ) $ 6,929,885

⁽ⁱ⁾~~Paid in cash~~

⁽ⁱⁱ⁾~~ST Shipping~~Amounts and ~~Transport Pte. Ltd. ("STST")~~

~~In November 2014, the Company entered into a $5,000,000 Promissory Note (the “Note”) with Bulk Invest, Ltd., a company controlled by the Founders. The Note is~~notes payable ~~on demand. Interest on the Note is 5%. The Company repaid a net amount of $3,000,000 since the Note's inception.~~

~~BVH entered into an agreement for the construction of two new ultramax newbuildings in 2013. Shareholder loans totaling $9,278,800 at December 31, 2016, were provided in order~~ to make deposits on these contracts. The loans were converted to equity in conjunction with the acquisition of the noncontrolling interest in BVH on January 27, 2017. BVH is a wholly-owned subsidiary of the Company after the acquisition.

On October 1, 2011, the Company entered into a $10,000,000 loan agreement with the Founders, which was payable on demand at the request of the lenders (the 2011 Founders Note). The note bears interest at a rate of 5%. The balance of the 2011 Founders Note was $4,325,000 at September 30, 2017 and December 31, 2016.

~~Dividends payable~~related parties consist of the ~~following, all~~following:


	December 31, 2021		Activity		June 30, 2022
					(unaudited)



Included in accounts payable, accrued expenses and other current liabilities on the consolidated balance sheets:
Affiliated companies (trade payables) (i)	$	2,847,910	77,384		$	2,925,294
Commissions payable (trade payables) (ii)	$	38,896	109,144		$	148,040

Included in current related party debt on the consolidated balance sheets:

Interest payable - 2011 Founders Note	242,852		(242,852)		—
Total current related party debt	$	242,852	$	(242,852)	$	—

i.Seamar Management S.A. ("Seamar")

ii.Phoenix Bulk Carriers (Brasil) Intermediacoes Maritimas Ltda. - a wholly-owned Company of ~~which are payable to related parties:~~a member of the Board of Directors

2008
common
stock
dividend 2012
common
stock
special
dividend 2013
common
stock
dividend 2013
Odyssey
and Orion
dividend Total
Balance at December 31, 2015 2,474,125
2,934,357
6,411,540
904,803
12,724,825
Paid in cash (100,000 ) —
—
—
(100,000 )
Balance at December 31, 2016 2,374,125
2,934,357
6,411,540
904,803
12,624,825
Converted to common shares (2,374,125 ) (2,010,875 ) —
—
(4,385,000 )
Paid in cash (100,000 ) (1,001,424 ) —
—
(1,001,424 )
Balance at September 30, 2017 $ —
$ (77,942 ) $ 6,411,540
$ 904,803
$ 7,238,401

Under the terms of a technical management agreement between the Company and Seamar Management S.A. (“Seamar”), an equity method investee, Seamar is responsible for the day-to-day operations for certain of the Company’s owned ~~vessels and the two vessels operating under bareboat charters.~~vessels. During the three months ended June 30, 2022 and ~~nine-month periods ended September 30, 2017 and 2016,~~2021, the Company incurred technical management fees of approximately ~~$718,000~~$815,400 and ~~$2,022,000; and $538,000 and $1,411,000,~~682,800, respectively, under this arrangement. ~~These~~During the six months ended June 30, 2022 and 2021, the Company incurred technical management fees ~~are included in vessel operating expenses in~~of approximately $1,597,000 and 1,276,800, respectively, under this arrangement.

The Company paid cash dividends of $5.0 million to a non-controlling interest holder of NBHC during the ~~consolidated statements of income. The total amounts payable to Seamar at September~~six months ended June 30, ~~2017 and December 31, 2016 were approximately $1,145,000 and $1,110,000, respectively.~~2022.

~~Note 7. Commitments~~NOTE 7 - COMMITMENTS AND CONTINGENCIES

The Bulk Destiny, Bulk Trident, Bulk Xaymaca, Bulk Spirit, Bulk Friendship, Bulk Courageous, Nordic Nuluujaak, Nordic Qinngua, Nordic Sanngiguq and ~~Contingencies~~Nordic Siku are classified as finance leases and the leases are secured by the assignment of earnings and insurances and by guarantees of the Company. Minimum lease payments under finance leases are recognized on a straight‑line basis over the term of the lease and the Company will own these vessels at the end of lease term. Refer to the Company's annual report Form 10-K for the year ended December 31, 2021, filed with the Securities and Exchange Commission on March 16, 2022 for additional information on these finance leases.

~~Vessel Sales~~Bulk Concord Bareboat Charter Agreement dated January 27, 2022

In February 2022, the Company acquired the m/v Bulk Concord for $19.9 million, which is the estimated fair value, and ~~Leasebacks Accounted for as Capital Leases~~

~~The Company's fleet includes one vessel financed under~~simultaneously entered into a failed sale and leaseback ~~financing arrangement accounted for as a capital lease.~~of the vessel. The ~~selling price~~Company determined that the transfer of the vessel to the ~~new owner (lessor)~~lessor was ~~$21.0 million and the fair value of the vessel at the inception of the lease was $24.0 million. The difference between the selling price and the fair value~~not a sale in accordance with ASC 606, because control of the vessel was ~~recorded~~not transferred to the lessor. The lease is classified as ~~prepaid rent and is being amortized over~~finance lease in accordance with ASC 842, because the ~~25 year estimated useful life~~lease includes a fixed price purchase option, which the Company expects to exercise at the end of the ~~vessel. Prepaid rent is included in vessel under capital~~ lease ~~on the consolidated balance sheet at September 30, 2017. Minimum~~term. The minimum lease payments fluctuate based on three-month LIBOR and are payable quarterly over the seven year lease term, with a balloon payment of $11,200,000 due with the final lease payment in January 2024. Interest is floatinginclude imputed interest at ~~LIBOR plus 2.75% (3.85% including the margin, at inception of the lease)~~4.67%. The Company ~~will own this~~has the option to purchase the vessel at the end of the third year of the lease or thereafter, or in the case of default by the lessor, at any time during the lease term.

~~The Company's fleet also includes one vessel financed under~~ In the event the Company has not exercised any of the purchase options during the term of the charter then the Company shall have a ~~sale and leaseback (bareboat charter) accounted for as a capital lease. The selling price was $7,000,000 and~~final purchase option to purchase the fair value is estimated to be the same. The lease is payable at $3,500 per day every fifteen days over the five year lease term, and a balloon payment of $4,000,000 is due with the final lease payment in June 2022. Interest is fixed at 11.83%. The Company will own this vessel at the end of the seventh year at a fixed price of $3.0 million. This lease ~~term.~~is secured by the assignment of earnings and insurances and by a guarantee of the Company.

The following table provides details of the Company's future minimum lease payments under finance lease liabilities recorded on the Company's consolidated balance sheets as of June 30, 2022.


Year ending December 31,	Amount
2022 (remainder of the year)	$	13,753,442
2023	27,174,431
2024	33,598,344
2025	24,161,223
2026	21,824,643
Thereafter	153,349,290
Total minimum lease payments	$	273,861,373
Less imputed interest	77,935,802
Present value of minimum lease payments	195,925,571
Less current portion	(16,153,750)
Less issuance costs	(3,333,840)
Long-term portion	$	176,437,981

Other Long-Term Liabilities

The Company has also entered into a LLC agreement with the non-controlling interest holder of NBP which includes certain obligations as described in Note 8.

Long-term Contracts Accounted for as Operating Leases

On July 5, 2016, the Company entered into five-year bareboat charter agreements with the owner of two vessels (which were then renamed the m/v Bulk Power and the m/v Bulk Progress). Under a bareboat charter, the charterer is responsible for all of the vessel operating expenses in addition to the charter hire. The agreement also contains a profit sharing arrangement. Scheduled increases in charter hire are included in minimum rental payments and recognized on a straight-line basis over the lease term.

Profit sharing is excluded from minimum lease payments and recognized as incurred. The rent expense under these bareboat charters (which are classified as operating leases) totals approximately $365,000 per annum.

The Company leases office space for its Copenhagen operations. Since December 31, 2018, this lease continues on a month to month basis. The non-cancelable period is six months.

The Company leases office space for its Singapore operations. In August 2021, the Company renewed its lease ~~can be terminated with~~for a two year period. At June 30, 2022, the remaining lease term is fourteen months.

For the three months ended June 30, 2022 and 2021, the Company recognized approximately $52,000 as lease expense for office leases in General and Administrative Expenses.

For the six months ~~prior notice after~~ended June 30, ~~2018.~~2022 and 2021, the Company recognized approximately $104,000 as lease expense for office leases in General and Administrative Expenses.

~~Future minimum lease payments under capital leases~~Legal Proceedings and ~~operating leases with initial or remaining terms in excess of one year at September 30, 2017 were:~~Claims

Capital Lease Operating Leases
2018 $ 3,278,295
$ 585,717
2019 3,278,295
420,514
2020 3,278,295
365,446
2021 3,278,295
285,348
2022 6,858,295
—
Thereafter 14,227,441
—
Total minimum lease payments $ 34,198,916
$ 1,657,025
Less amount representing interest 6,967,515

Present value of minimum lease payments 27,231,401

Less current portion 1,759,303

Long-term portion $ 25,472,098

The Company is subject to certain asserted claims arising in the ordinary course of business. The Company intends to vigorously assert its rights and defend itself in any litigation that may arise from such claims. While the ultimate outcome of these matters could affect the results of operations of any one year, and while there can be no assurance with respect thereto, management believes that after final disposition, any financial impact to the Company would not be material to its consolidated financial position, results of operations, or cash flows.

NOTE 8 - OTHER LONG-TERM LIABILITIES

In ~~April 2017,~~September 2019, the Company entered into ~~a settlement~~an LLC agreement ~~related~~for the formation of NBP, that, at inception is owned 75% by the Company and 25% by an independent third party. NBP was established for the purpose of constructing and owning four new-build ice class post panamax vessels. The third party contributed additional funding which increased their ownership of NBP to ~~a litigation action. The Company was indemnified by third parties related to this matter and recovered approximately $462,000 that was reserved~~50% at the time of delivery of the ~~action was initiated~~new-build ice class post panamax vessels. The agreement contains both put and call option provisions. Accordingly, the Company may be obligated, pursuant to the put option, or entitled to, pursuant to the call option, to purchase the third party's interest in NBP beginning anytime after September 2026. The put option and call option are at fixed prices which are not significantly different from each other, starting at $4.0 million per vessel on the fourth anniversary from completion and delivery of each vessel and declining to $3.7 million per vessel on or after the seventh anniversary from completion and delivery of each vessel. If neither put nor call option is ~~included~~exercised, the Company is obligated to purchase the vessels from NBP at a fixed price. Pursuant to ASC 480, Distinguishing Liabilities from Equity, the Company has recorded the third party's interest in ~~other income (expense)~~NBP as a Long term liabilities - Other. The Company took delivery of Nordic Nuluujaak, Nordic Qinngua, Nordic Sanngijuq and Nordic Siku in 2021. Earnings attributable to the third party’s interest in NBP are recorded in Income attributable to Non-controlling interest recorded as long-term liability.

On September 28, 2020, the Company acquired an additional one-third equity interest in its partially-owned consolidated subsidiary NBHC from its shareholders for $22.5 million, including a $15.0 million cash payment upon closing and $7.5 million of deferred consideration, at three-month LIBOR plus 3.5%, in 3 equal installments of $2.5 million due on the first, second, and third anniversaries of September 28, 2020. The Company expects to pay off the note payable in September of 2022. The deferred consideration is recorded in "Other current liabilities" for $5.0 million plus accrued interest on the Company's Consolidated Balance Sheet as of June 30, 2022. NBHC will continue to be a consolidated entity in the Company’s consolidated financial statements pursuant to ASC 810-10. The portion of ~~operations for~~NBHC not owned by the ~~nine months ended September 30, 2017.~~Company will continue to be recognized as non-controlling interest in the Company’s consolidated financial statements.

~~Note 8. Subsequent Events~~

The ~~Company acquired~~roll-forward of Other Long-term Liabilities are as follows:


(Dollars in thousands, figures may not foot due to rounding)	06/30/2022		12/31/2021
Beginning Balance	$	17,806,976	$	10,135,409
Payments to non-controlling interest recorded as long-term liability	—		(195,599)
Contributions from non-controlling interests	—		9,182,425
Earnings attributable to non-controlling interest recorded as other long term liability	3,543,007		1,184,741
Reclassification of deferred consideration related to acquisition of non-controlling interest to other current liabilities	(2,500,000)		—
Payments on other long-term liability	—		(2,500,000)
Ending balance	$	18,849,983	$	17,806,976

NOTE 9 - SUBSEQUENT EVENTS

On July 7, 2022, the ~~m/v~~ Bulk ~~Pride on October 11, 2017~~Promise Corp term loan interest rate was fixed at 5.45% effective July 15, 2022 through ~~its new wholly owned subsidiary Bulk Pride Corp. The purchase price~~maturity.

On August 5, 2022, the Company's Board of ~~the vessel, which is expected~~Directors declared a quarterly cash dividend of $0.075 per common share, to be ~~delivered in December 2017, was $13.8 million. The purchase price will be financed with a commercial facility.~~paid on September 15, 2022, to all shareholders of record as of September 1, 2022.

The Company acquired a 50% interest in a joint venture, Venture Barge (US) Corp. which purchased a deck barge on November 3, 2017. The barge, which was built in 1979 and rebuilt in 2016, was acquired for $2.4 million.

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in conjunction with our ~~condensed~~ consolidated financial statements and footnotes thereto contained in this report.

Forward Looking Statements

All statements other than statements of historical fact included in this Form 10-Q including, without limitation, statements under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” regarding our financial position, business strategy and the plans and objectives of management for future operations, are forward looking statements. When used in this Form 10-Q, words such as “anticipate,” “believe,” “estimate,” “expect,” “intend” and similar expressions, as they relate to us or our management, identify forward looking statements. Such forward looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, our management. Actual results could differ materially from those contemplated by the forward looking statements as a result of the risk factors and other factors detailed in our filings with the Securities and Exchange Commission. All subsequent written or oral forward looking statements attributable to us or persons acting on our behalf are qualified in their entirety by this paragraph.

Important Financial and Operational Terms and Concepts

The Company uses a variety of financial and operational terms and concepts when analyzing its performance.

These include revenue recognition, deferred revenue, allowance for doubtful accounts, vessels and depreciation and long-lived assets impairment considerations, as defined above as well as the following:

Voyage Revenue. Voyage revenue is derived from voyage charters which involve the carriage of cargo from a load port to a discharge ~~port.~~port, which is predetermined in each voyage contract. Gross revenue is calculated by multiplying the agreed rate per ton of cargo by the number of tons loaded. The Company directs how and for what purpose the vessel is used and therefore, these voyage contracts do not contain leases.

Charter Revenue. Charter revenue is earned when the Company lets a vessel it owns or operates to a charterer for a specified period of time. Charter revenue is based on the ~~agree~~agreed rate per day. These time-charter arrangements contain leases because the lessee has the power to direct the use and receives substantially all of the economic benefits from the use of the vessel. The operating lease component and the vessel operating expense non-lease component of a time-charter contract are reported as a single component.

Voyage Expenses. The Company incurs expenses for voyage charters, including bunkers (fuel), port charges, canal tolls, brokerage commissions and cargo handling operations, which are expensed as incurred.

Charter Expenses. The Company charters in vessels to supplement its owned fleet to support its voyage charter operations. The Company hires vessels under time charters with third party vessel owners, and recognizes the charter hire payments as an expense on a straight-line basis over the term of the charter. Charter hire payments are typically made in advance, and the unrecognized portion is reflected as advance hire in the accompanying consolidated balance sheets. Under the time charters, the vessel owner is responsible for the vessel operating costs such as crews, maintenance and repairs, insurance, and stores. The Company does not record a right-of-use asset or lease liability for any arrangement less than one year.

Vessel Operating Expenses. Vessel operating expenses represent the cost to operate the Company’s owned vessels. Vessel operating expenses include crew hire and related costs, the cost of insurance, expenses relating to repairs and maintenance, the cost of spares and consumable stores, tonnage taxes, other miscellaneous expenses, and technical management fees. These expenses are recognized as incurred. Technical management services include day-to-day vessel operations, performing general vessel maintenance, ensuring regulatory and classification society compliance, arranging the hire of crew, and purchasing stores, supplies, and spare parts.

Fleet Data. The Company believes that the measures for analyzing future trends in its results of operations consist of the following:

• Shipping days. The Company defines shipping days as the aggregate number of days in a period during which its owned or chartered-in vessels are performing either a voyage charter (voyage days) or a time charter (time charter days).

• Daily vessel operating expenses. The Company defines daily vessel operating expenses as vessel operating expenses divided by ownership days for the period. Vessel operating expenses include crew hire and related costs, the cost of insurance, expenses relating to repairs and maintenance, the costs of spares and consumable stores, tonnage taxes, other miscellaneous expenses, and technical management fees.

• Chartered in days. The Company defines chartered in days as the aggregate number of days in a period during which it chartered in vessels from third party vessel owners.

• Time Charter Equivalent ‘‘TCE’’ ~~rates.~~rates. The Company defines TCE rates as total revenues less voyage expenses divided by the length of the voyage, which is consistent with industry standards. TCE rate is a common shipping industry performance measure used primarily to compare daily earnings generated by vessels on time charters with daily earnings generated by vessels on voyage charters, because rates for vessels on voyage charters are generally not expressed in per-day amounts while rates for vessels on time charters generally are expressed in per-day amounts.

~~Overview~~

Selected Financial Information


(in thousands, except for shipping days data and per share data) (figures may not foot due to rounding)	For the three months ended June 30,				For the six months ended June 30,
	2022		2021		2022		2021
Selected Financial Data	Unaudited				Unaudited
Voyage revenue	$	173,189	$	117,395	$	349,526	$	225,626
Charter revenue	22,355		28,149		37,781		44,891
Total revenue	195,544		145,544		387,306		270,517
Voyage expense	67,908		46,113		133,158		93,952
Charter hire expense	65,713		62,604		143,425		116,239
Vessel operating expenses	12,930		9,773		26,118		18,268
Total cost of transportation and service revenue	146,551		118,490		302,700		228,459
Vessel depreciation and amortization	7,293		4,850		14,595		9,200
Gross Profit	41,700		22,204		70,011		32,857
Other operating expenses	5,156		6,048		10,419		10,322
Loss on impairment of vessels	—		—		3,008		—
Loss on sale of vessels	318		—		318		—
Income from operations	36,245		16,156		56,266		22,535
Total other (expense) income, net	(8,758)		3,421		(6,332)		3,549
Net income	27,487		19,577		49,935		26,084
Income attributable to non-controlling interests	(2,454)		(350)		(4,734)		(1,003)
Net income attributable to Pangaea Logistics Solutions Ltd.	$	25,032	$	19,227	$	45,200	$	25,081

Net income from continuing operations per common share information
Basic net income per share	$	0.56	$	0.44	$	1.02	$	0.57
Diluted net income per share	$	0.56	$	0.43	$	1.00	$	0.56
Weighted-average common shares Outstanding - basic	44,430		43,998		44,411		43,990
Weighted-average common shares Outstanding - diluted	45,071		44,689		45,129		44,731

Adjusted EBITDA (1)	$	44,248	$	21,360	$	75,544	$	33,440

Shipping Days (2)
Voyage days	3,963		3,431		8,139		7,059
Time charter days	740		1,292		1,343		2,332
Total shipping days	4,703		4,723		9,482		9,391

TCE Rates ($/day)	$	27,139	$	21,053	26,803		$	18,802


	June 30, 2022		December 31, 2021
Selected Data from the Consolidated Balance Sheets
Cash and cash equivalents	$	102,175	$	56,209
Total assets	$	754,624	$	707,024
Total secured debt, including finance leases liabilities	$	305,071	$	306,719
Total shareholders' equity	$	340,854	$	300,681

	For the six months ended June 30,
	2022		2021
Selected Data from the Consolidated Statements of Cash Flows
Net cash provided by operating activities	$	69,225	$	19,534
Net cash used in investing activities	$	(10,192)	$	(108,652)
Net cash (used in) provided by financing activities	$	(13,067)	$	81,336

(1)Adjusted EBITDA represents net income (or loss), determined in accordance with U.S. GAAP, excluding interest expense, income taxes, depreciation and amortization, loss on impairment, loss on sale and leaseback of vessels, share-based compensation and other non-operating income and/or expense, if any. Adjusted EBITDA is included because it is used by management and certain investors to measure operating performance and is also reviewed periodically as a measure of financial performance by Pangaea's Board of Directors. Adjusted EBITDA is not an item recognized by the generally accepted accounting principles in the United States of America, or U.S. GAAP, and should not be considered as an alternative to net income, operating income, or any other indicator of a company's operating performance required by U.S. GAAP. Pangaea’s definition of Adjusted EBITDA used here may not be comparable to the definition of EBITDA used by other companies.

(2)Shipping days are defined as the aggregate number of days in a period during which its owned or chartered-in vessels are performing either a voyage charter (voyage days) or time charter (time charter days).

The ~~seaborne drybulk~~reconciliation of gross profit to net transportation and service revenue and net income in accordance with U.S. GAAP to Adjusted EBITDA is as follows:


(in thousands, figures may not foot due to rounding)	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Net Transportation and Service Revenue (3)
Gross Profit (4)	$	41,700	$	22,204	$	70,011	$	32,857
Add:
Vessel Depreciation and Amortization	7,293		4,850		14,595		9,200
Net transportation and service revenue	$	48,993	$	27,055	$	84,606	$	42,057

Adjusted EBITDA
Net Income	$	27,487	$	19,577	$	49,935	$	26,084
Interest expense, net	5,337		2,800		10,549		5,028
Depreciation and amortization	7,293		4,869		14,595		9,288
EBITDA	$	40,118	$	27,246	$	75,078	$	40,400
Non-GAAP Adjustments
Loss on impairment of vessels	—		—		3,008		—
Loss on sale of vessels	318		—		318		—
Share-based compensation	311		418		1,139		1,366
Unrealized loss (gain) on derivative instruments, net	3,502		(6,304)		(3,999)		(8,326)
Adjusted EBITDA	$	44,248	$	21,360	$	75,544	$	33,440

(3) Net transportation and service revenue represents total revenue less the total direct costs of transportation and services, which includes charter hire, voyage and vessel operating expenses. Net transportation and service revenue is included because it is used by management and certain investors to measure performance by comparison to other logistic service providers. Net transportation and service revenue is

not an item recognized by the generally accepted accounting principles in the United States of America, or U.S. GAAP, and should not be considered as an alternative to net income, operating income, or any other indicator of a company's operating performance required by U.S. GAAP. Pangaea’s definition of net transportation and service revenue used here may not be comparable to an operating measure used by other companies.

(4) Gross profit represents total revenue less cost of transportation and service revenue less vessel depreciation.

Business Overview

The dry bulk sector of the transportation and logistics industry is cyclical and ~~volatile. Drybulk~~can be volatile due to changes in supply of vessels and demand for transportation of dry bulk commodities. After reaching levels not seen in over a decade in 2021, the dry bulk freight market ~~rates improved markedly from the fall of 2016 to March of this year, gave up some of the gains~~remained strong in historical terms in the second quarter, then finished the third quarter at its highest in nearly three years. The increase in freight rates is due to various factors, including the improving global economy and increasing base metal and industrial commodity prices.first half of 2022. The Baltic Dry Index ~~("BDI"~~(“BDI”), a measure of dry bulk market performance, ~~increased~~averaged 2,403 for the second quarter of 2022, compared to an average of ~~1,162~~3,001 for the ~~third~~comparable quarter of ~~2017,~~2021, and up approximately 24% from the first quarter of 2022. More specifically, and reflecting the composition of the Company's fleet, the average published market rates for Supramax and Panamax vessels increased approximately 8% from an average of ~~744 for~~$24,185 in the ~~third~~second quarter of ~~2016.~~2021 to $26,075 in the same period of 2022. We have historically experienced fluctuations in our results of operations on a quarterly and annual basis due to the volatility of the dry bulk sector. We expect to experience continued fluctuations in our operating results in the foreseeable future due to a variety of factors, including cargo demand for vessels, supply of vessels, competition, and seasonality.

~~The~~Quarterly TCE Performance

For the three months ended June 30, 2022, the Company's strategy to charter in vessels to serve primarily contracted business means we limit our carried volume of chartered-in vessels, which shields us from losses we may incur under a long-term charter-in strategy, but will also have the effect of limiting upside in an increasing rate environment, when we charter-in vessels at higherTCE rates ~~to meet the needs of this contracted business.~~

~~3rd Quarter 2017 Highlights~~

~~Income from operations~~were up 29% to ~~$10.0 million~~$27,139 from $21,053 for the three months ended ~~September~~June 30, ~~2017, from $7.8 million~~2021. The Company's achieved TCE rates continued to improve as the overall dry bulk market rates improved for the ~~same period~~three months ended June 30, 2022. The Company's achieved TCE rate for the three months ended June 30, 2022 outperformed the average of ~~2016.~~the Baltic panamax and supramax market indexes and exceeded the average market rates by approximately 4% due to its long-term contracts of affreightment, ("COAs"), its specialized fleet and its cargo-focused strategy.

2nd Quarter Highlights

•Net income attributable to Pangaea Logistics Solutions Ltd. ~~of $7.2~~was approximately $25.0 million for three months ended June 30, 2022 as compared to ~~$6.1~~approximately $19.2 million for the same period of 2021.

•Diluted net income per share was $0.56 for three months ended June 30, 2022, as compared to $0.43 for the same period of 2021.

•Pangaea's TCE rates were $27,139 for the three months ended June 30, 2022 and $21,053 for the three months ended June 30, 2021.

•Adjusted EBITDA was $44.2 million for the three months ended ~~September~~June 30, ~~2016.~~

~~51% increase in revenue~~2022, as compared to ~~$107.0 million for the three months ended September 30, 2017, up from $70.8~~$21.4 million for the same period ~~in 2016.~~of 2021.

Pangaea's TCE rates increased 13% to $11,822 while the market average was approximately $9,715. Total shipping days increased 34%. These improvements are due to continued growth in the drybulk market and to an increase in drybulk market rates. The Company operated 58 vessels, on average during the third quarter of 2017 versus approximately 43 during the third quarter of 2016.

•At the end of the quarter, Pangaea had ~~$29.3~~$102.2 million in ~~unrestricted~~ cash, and cash equivalents.

Three Months Ended ~~September~~June 30, ~~2017~~2022 Compared to Three Months Ended ~~September~~June 30, ~~2016~~2021

Revenues

Pangaea’s revenues are derived predominately from voyage and time ~~charters, which are discussed below.~~charters. Total revenue for the three months ended ~~September~~June 30, ~~2017~~2022 was ~~$107.0~~$195.5 million, compared to ~~$70.8~~$145.5 million for the same period in ~~2016,~~2021, a ~~51%~~34% increase. The increase in revenues was primarily due to higher average TCE rates earned as discussed above. The total number of shipping days ~~increased 34% to 5,305 in~~were approximately the ~~three months ended September 30, 2017, compared to 3,971 for the~~ same ~~period in 2016. The average TCE rate was $11,822 per day~~ for the three months ended ~~September~~June 30, ~~2017, compared to $10,480 per day for same period in 2016. The revenue increase is predominantly due to the increase in total shipping days~~2022 and ~~to overall improvement in the dry bulk market.~~2021.

Components of revenue are as follows:

Voyage revenues ~~which represent 88% of total revenue,~~ increased by ~~42%~~48% for the three months ended ~~September~~June 30, ~~2017~~2022 to ~~$93.7~~$173.2 million compared to ~~$66.0~~$117.4 million for the same period in ~~2016.~~2021. The increase in voyage revenues was ~~predominantly driven by the 23% increase in the~~primarily due to higher average TCE rates earned and a greater number of voyage days which ~~were 4,133 in~~increased 16% to 3,963 for the ~~third quarter of 2017 as~~three months ended June 30, 2022 compared to ~~3,364~~3,431 for the same period in ~~the third quarter of 2016. Voyage revenues were also bolstered by the increased rates in the drybulk market over the comparable quarter.~~2021.

Charter revenues ~~which represent 12% of total revenue, increased~~decreased to ~~$13.3~~$22.4 million from ~~$4.8~~$28.1 million, or ~~178%~~21%, for the three months ended ~~September~~June 30, ~~2017~~2022 compared to the same period in ~~2016.~~2021. The ~~increase~~decrease in charter revenues was due to ~~improvement~~a decrease in ~~drybulk market rates, as indicated above, and~~time charter days which were down 43% to ~~an increase~~740 in the ~~number~~first quarter of 2022 from 1,292 for the same quarter in 2021 and offset by increased charter hire rates earned. The optionality of our chartering strategy allows the Company to selectively release excess ship days, if any, into the market under time charter ~~days. Time charter days were up 93% to 1,172 in the third quarter of 2017 from 607 in the third quarter of 2016. As the dry bulk~~arrangements.

market improves, the Company increases its chartered-in profile and looks for additional spot opportunities. In the event a cargo does not present itself, the Company will sub-let the vessel on time-charter to another operator for those days remaining under the contract.

Voyage Expenses

Voyage expenses were $67.9 million for the three months ended ~~September~~June 30, ~~2017 were $44.3 million,~~2022, compared to ~~$29.2~~$46.1 million for the same period in ~~2016,~~2021, an increase of approximately ~~52%~~47.3%. The increase ~~in voyage expense~~ was due to the 23% increase in voyage days, as discussed above and to the $6.3 million increase in the cost of bunker fuel consumed. The $6.3 million increase in the cost of bunker fuel consumed was due to both the increase in the number of voyage days, as noted above, andprimarily attributable to an increase in ~~price. The average price paid for inventory~~bunker costs. Further voyage days increased ~~36% in the third quarter of 2017 over the third quarter of 2016. Bunker prices expressed on a voyage day basis were approximately $4,928~~by 16% to 3,963 days in the three months ended ~~September~~June 30, ~~2017 as compared to $4,189~~2022 from 3,431 days for the same period in 2021. Total costs of bunkers consumed increased by 94.8% for the three months ended ~~September~~June 30, ~~2016.~~2022 compared to the same period in 2021 due to the increasing market price for bunkers. Port expenses increased ~~$2.5 million or 18%, due~~by 9% compared to prior year as a result of the increase in ~~the number of~~ voyage days and ports visited. In addition, the Company incurred relet expenses of $3.7 million in the third quarter of 2017, but did not relet any cargoes in the same period of 2016. The Company will opportunistically relet a cargo depending on market conditions and as a risk management tool.days.

Charter Hire Expenses

Charter hire expenses for the three months ended ~~September~~June 30, ~~2017~~2022 were ~~$34.8~~$65.7 million, compared to ~~$19.7~~$62.6 million for the same period in ~~2016.~~2021, a 5% increase. The ~~number~~increase in charter hire expenses was primarily due to an increase in market rates to charter-in vessels. The average published market rates for Supramax and Panamax vessels increased approximately 8% from an average of $24,185 in the second quarter of 2021 to $26,075 in the same period of 2022. This was offset by a decrease in chartered-in days ~~increased 39%~~of 20% from ~~2,704~~3,108 days in the three months ended ~~September~~June 30, ~~2016~~2021 to ~~3,763~~2,501 days for the three months ended ~~September~~June 30, ~~2017. Further, the improving dry bulk~~2022. The Company's flexible charter-in strategy allows it to supplement its owned fleet with short term chartered-in tonnage at prevailing market ~~pushed average charter-hire rates paid by the Company up 27% for the three months ended September 30, 2017 as compared~~prices, when needed, to the same period of 2016. Charter hire expense as a percentage of total revenue rose from 28% in the three months ended September 30, 2016 to 32% in the three months ended September 30, 2017. The Company continues to operate under its successful strategy of chartering-in primarily for committed contracts. However, demand in the third quarter resulted in a 34% increase in total shipping days, many of which are performed on chartered-in ships.meet cargo demand.

Vessel Operating Expenses

Vessel operating expenses for the three months ended ~~September~~June 30, ~~2017~~2022 were ~~$9.1~~$12.9 million, compared to ~~$7.5~~$9.8 million infor the ~~comparable~~same period in ~~2016,~~2021, an increase of approximately ~~22%~~32%. The increase in vessel operating expenses iswas predominantly due to ~~the 21%~~an increase in owned days resulting from the acquisition of vessels in 2021 and ~~bareboat charter days, which~~2022. Excluding technical management fees, vessel operating expenses on a per day basis were ~~1,748 in~~$5,198 for the three months ended ~~September~~June 30, ~~2017 as compared to 1,448 in~~2022 and $5,254 for the three months ended ~~September~~June 30, ~~2016. This increase is due to~~2021. Technical management fees were approximately $1.1 million and $0.9 million for the ~~addition of two newbuildings delivered on January 7, 2017~~three months ended June 30, 2022 and ~~a vessel acquisition on June 14, 2017.~~2021, respectively.

General and Administrative Expenses

General and administrative expenses ~~increased~~were $5.1 million and $6.0 million for the three months ended June 30, 2022 and 2021, respectively. The decrease was primarily due to a decrease in timing of recognition of incentive compensation.

Unrealized gain (loss) on derivative instruments

The Company assesses risk associated with fluctuating future freight rates and bunker prices, and when appropriate, actively hedges identified economic risk that may impact the operating income of long-term cargo contracts and forward bookings with forward freight agreements and bunkers swaps. The utilization of such derivatives can lead to fluctuations in the Company's reported results from ~~$3.2~~operations on a period-to-period basis as the Company marks these positions to market at the balance sheet date while settlement of the position and execution of the physical transaction may occur at a future date. The Company recognized a mark to market loss on bunker swaps of approximately $2.1 million and unrealized loss on forward freight agreements (FFAs) of approximately $1.7 million in the three months ended ~~September~~June 30, ~~2016 to $4.8 million in the three months ended September 30, 2017.~~2022. The ~~increase is due to an increase in incentive compensation and payroll related expenses.~~

~~Income from Operations~~

~~The Company had income from operations of $10.0~~fair value gain on interest rate derivative was approximately $0.3 million for the three months ended ~~September~~June 30, ~~2017 as compared to $7.8 million for the three months ended September 30, 2016. This is due to the increase in total shipping days~~2022. These gains and ~~to improvement~~losses resulted from changes in the ~~dry bulk market over the same period of 2016.~~

~~Interest Expense~~

~~The increase in interest expense is predominantly due to financing~~fair value of the ~~m/v Bulk Destiny under a capital lease and to~~derivatives at the ~~acquisition of the m/v Bulk Endurance, both in January 2017, and to the purchase of the Bulk Freedom in June 2017.~~respective balance sheet dates.

~~Other Income (Expense)~~

~~Other income represents the $0.9 million settlement of a non-performance claim that had not previously been recognized, and to income from an unconsolidated subsidiary.~~

~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2022 Compared to ~~Nine~~Six Months Ended ~~September~~June 30, ~~2016~~2021

Revenues

Pangaea’s revenues are derived predominately from voyage and time charters. Total revenue for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 was ~~$282.9~~$387.3 million, compared to ~~$171.7~~$270.5 million for the same period in ~~2016, an~~2021, a 43% increase. The increase ~~of 65%. The~~in revenues was primarily due to higher average TCE rates earned as total ~~number of~~ shipping days ~~increased 39%~~remained relatively consistent, only increasing approximately 1% to ~~14,309 for~~9,482 in the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2022, compared to ~~10,290~~9,391 for the same period in 2016. The average TCE rate was $11,093 per day for the nine months ended September 30, 2017, compared to $9,451 per day for same period in 2016. The revenue increase is predominantly due to the increase in total shipping days and to overall improvement in the dry bulk market. The BDI increased 75%, to an average of 1,035 for the nine months ended September 30, 2017 from an average of 591 for the comparable period of 2016.2021.

Components of revenue are as follows:

Voyage revenues ~~which represent 89% of total revenue,~~ increased by ~~56% to $251.6 million~~55% for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 to $349.5 million compared to ~~$161.5~~$225.6 million for the same period in ~~2016.~~2021. The increase in voyage revenues was ~~predominantly driven by the 31% increase in the~~primarily due to higher average TCE rates and greater number of voyage days, which were 11,519 in the nine months ended September 30, 2017 as compared to 8,760 in the same period of 2016. Voyage revenues also reflect the increased rates in the drybulk market over the prior nine-month period.days.

Charter revenues ~~which represent 11% of total revenue, increased~~decreased to ~~$31.3~~$37.8 million from ~~$10.2~~$44.9 million, or ~~208%~~16%, for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 compared to the same period in ~~2016.~~2021. The ~~increase~~decrease in charter revenues was due to ~~improvement~~a decrease in ~~drybulk market rates, as indicated above, and~~time charter days, which were down 42% to ~~an increase~~1,343 in the ~~number of~~six months ended June 30, 2022 from 2,332 in the six months ended June 30, 2021, offset by increased time charter ~~days. Time~~hire earned per day. The time charter ~~days were 2,790 in~~revenue per day was $28,131 for the ~~nine~~six months ended ~~September~~June 30, ~~2017 versus 1,530 in~~2022 compared to $19,250 for the ~~nine months ended September 30, 2016, which is also indicative~~same period of ~~the increased demand in the drybulk market. As the dry bulk market improves,~~2021. The optionality of our chartering strategy allows the Company ~~increases its chartered-in profile and looks for additional spot opportunities. In~~to selectively release excess ship days, if any, into the ~~event a cargo does not present itself, the Company will sub-let the vessel on time-charter to another operator for those days remaining~~market under ~~the contract.~~time charter arrangements.

Voyage Expenses

Voyage expenses were $133.2 million for the ~~nine~~six months ended ~~September~~June 30, ~~2017 were $124.2 million,~~2022, compared to ~~$74.4~~$94.0 million for the same period in ~~2016,~~2021, an increase of ~~approximately 67%~~42%. The increase ~~in voyage expense~~ was ~~due~~mainly attributable to ~~the~~increased bunker costs, port expenses and canal fees. Bunkers, port charges, and canal fees primarily increase in periods during which vessels are employed on voyage ~~days, as discussed above and to the increase in the cost of bunker fuel consumed.~~charters. The ~~$19.6 million increase in the cost of bunker fuel consumed of was due to both the increase in the~~ number of voyage days ~~as noted above, and~~increased by 15% to ~~an increase in price. The average price paid for inventory increased 45%~~8,139 days in the ~~nine~~six months ended ~~September~~June 30, ~~2017 over~~2022 compared to 7,059 days for the ~~nine~~same period in 2021. Total costs of bunkers consumed increased by 80% for the six months ended ~~September~~June 30, ~~2016. Bunker prices expressed on a voyage day basis were approximately $3,287 in the nine months ended September 30, 2017 as~~2022 compared to ~~$2,082~~the same period in ~~the nine months ended September 30, 2016.~~2021 due to increasing market prices for bunkers. Port expenses increased ~~$8.4 million or 35%, due~~11% compared to ~~the increase~~prior year as a result of increased canal fees incurred in the ~~number of voyage days and the consequent number of ports visited.~~current year.

Charter Hire Expenses

Charter hire expenses for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 were ~~$91.1~~$143.4 million, compared to ~~$43.2~~$116.2 million for the same period in ~~2016.~~2021, a 23% increase. The increase in charter hire expenses was primarily due to an increase in market rates to charter-in vessels, offset by a decrease in the number of chartered-in days ~~increased 52%~~ from ~~6,546~~6,404 days in the ~~nine~~six months ended ~~September~~June 30, ~~2016~~2021 to ~~9,932~~5,165 days for the ~~nine~~six months ended ~~September~~June 30, ~~2017, while the improving~~2022. The Company's flexible charter-in strategy allows it to supplement its owned fleet with short term chartered-in tonnage at prevailing market ~~pushed average charter-hire rates paid by the Company up 39% for the nine months ended September 30, 2017 as compared~~prices, when needed, to the same period of 2016. Charter hire expense as a percentage of total revenue rose from 25% in the nine months ended September 30, 2016 to 32% in the nine months ended September 30, 2017. The Company continues to operate under its successful strategy of chartering-in primarily for committed contracts. However, demand in the nine months ended September 30, 2017 resulted in a 39% increase in total shipping days, many of which are performed on chartered-in ships.meet cargo demand.

Vessel Operating Expenses

Vessel operating expenses for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 were ~~$26.8~~$26.1 million, compared to ~~$22.3~~$18.3 million infor the ~~comparable~~same period in ~~2016,~~2021, an increase of approximately ~~20%~~43%. The increase in vessel operating expenses iswas primarily due to ~~the~~an increase in owned ~~and bareboat chartered-in~~ days ~~which were 5,008 in~~resulting from the ~~nine months ended September 30, 2017 as compared to 3,992 in~~acquisition of vessels over the ~~nine months ended September 30, 2016. This increase is due to the addition of two newbuildings delivered on January 7, 2017, two vessels under bareboat charter since July 2016 and a~~period. Excluding technical management fees, vessel ~~acquisition on June 14, 2017. Vessel~~ operating expenses ~~under these bareboat charters are paid by Pangaea. Vessel operating expense expressed~~ on a per day basis ~~decreased to $5,353~~were $5,270 for the ~~nine~~six months ended ~~September~~June 30, ~~2017 from $5,581~~2022 and $5,140 for the same period in ~~2016.~~2021. Technical management fees were approximately $2.5 million and $1.8 million for the six months ended June 30, 2022 and 2021, respectively.

General and Administrative Expenses

General and administrative expenses ~~increased 25%,~~were $10.4 million and $10.2 million for the six months ended June 30, 2022 and 2021, respectively.

Unrealized (loss) gain on derivative instruments

The Company assesses risk associated with fluctuating future freight rates and bunker prices, and when appropriate, actively hedges identified economic risk that may impact the operating income of long-term cargo contracts and forward bookings with forward freight agreements and bunkers swaps. The utilization of such derivatives can lead to fluctuations in the Company's reported results from ~~$9.2~~operations on a period-to-period basis as the Company marks these positions to market at the balance sheet date while settlement of the position and execution of the physical transaction may occur at a future date. The Company recognized mark to market gains on bunker swaps of approximately $0.9 million and gains on forward freight agreements (FFAs) of approximately $1.1 million in the ~~nine~~six months ended ~~September~~June 30, ~~2016 to $11.4~~2022. The fair value gain on interest rate derivatives was approximately $2.0 million infor the ~~nine~~six months ended ~~September~~June 30, ~~2017. The change is due to increases~~2022. These gains resulted from changes in incentive compensation, payroll and related expenses, including an increase in personnel in the corporate offices, employee stock based compensation expense, an increase in Director fees and to an increase in travel and representation expense.

~~Loss on Sale and Leaseback of Vessels~~

The Company sold the m/v Bulk Destiny, one of two ultramax newbuildings delivered on January 7, 2017, and simultaneously chartered-back the vessel under a capital lease financing arrangement with the buyer. At inception of the lease, the Company recognized a loss of $4.3 million representing the difference between the delivered cost and the fair value of the ~~vessel, as determined by independent ship brokers. The Company's joint venture partner absorbed 50% of this loss, which is allocated to non-controlling interests to arrive~~derivatives at ~~net income attributable to Pangaea. The Company also sold~~ the m/v Bulk Beothuk on June 6, 2017 and simultaneously chartered-back the vessel from the buyer under a capital lease. At inception of the lease, the Company recognized a loss of $4.9 million representing the difference between the selling price and the carrying amount of the vessel.respective balance sheet dates.

~~Income from Operations~~

The Company has income from operations of $8.5 million for the nine months ended September 30, 2017 as compared to $12.0 million for the nine months ended September 30, 2016. The decrease is due to losses on sale and leaseback transactions totaling $9.3 million, without which there would be adjusted income from operations of $17.8 million. Total revenue increased 65% from $171.7 million for the nine months ended September 30, 2016 to $282.9 million for the nine months ended September 30, 2017, which is due to improvement in the drybulk shipping market and a resulting increase in total shipping days. However, the increase in market rates was met with increasing bunker prices and increasing charter hire rates, as noted above, which lowered operating margins to a limited extent.

~~Interest Expense~~

The increase in interest expense is due to the lease of the m/v Bulk Destiny and the acquisition of the m/v Bulk Endurance, both in January 2017. In addition, the interest rates on certain loans were fixed at higher levels during 2016 and 2017 in order to mitigate the risk of further increases in LIBOR.

~~Unrealized (Loss) Gain on Derivative Instruments, Net~~

The Company entered into numerous freight forward agreements, or FFAs, between November 2016 and the June 2017, in order to manage the risk associated with increasing charter-hire rates due to improvement in the drybulk market. The total gain on these FFAs was approximately $0.7 million for the nine months ended September 30, 2017. There were no open positions and therefore no gain or loss on FFAs in nine months ended September 30, 2016. The Company also enters into fuel swaps to manage the risk associated with fluctuating bunker prices. The loss on these swaps was approximately $0.3 million for the nine months ended September 30, 2017 as compared to a gain of approximately $1.1 million for the nine months ended September 30, 2016.

~~Other Income (Expense)~~

Other income represents the $0.9 million settlement of a non-performance claim that had not previously been reserved, to the recovery of $0.5 million of expenses incurred in a litigation action that was indemnified by third parties, to other reductions in the reserve for uncollectible accounts, and to income from an unconsolidated subsidiary of $0.3 million.

~~Income Attributable to Noncontrolling Interests~~

The decrease in income attributable to noncontrolling interests resulted predominantly from the $4.3 million loss on the sale and leaseback of the m/v Bulk Destiny, of which the former joint venture partner in this entity absorbed 50%. This was offset by an increase in net income of NBHC.

Significant accounting estimates

The discussion and analysis of the Company’s financial condition and results of operations is based upon the Company’s consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of consolidated financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The significant estimates and assumptions of the Company are the estimated fair value used in determining the estimated future cash flows used in its impairment analysis, the estimated salvage value used in determining depreciation expense, the estimated on the percentage completion of spot voyages and the allowances for doubtful accounts.

Long-lived Assets Impairment Considerations

The Company evaluates the recoverability of its fixed assets and other assets in accordance with ASC 360-10-15, Impairment or Disposal of Long-Lived Assets, which requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than their carrying ~~values~~amounts. If indicators of impairment are present, we perform an analysis of the Company’s vessels may not represent their fair market value or the amount that could be obtained by selling the vessel at any point in time because the market prices of second-hand vessels tend to fluctuate with changes in charter rates and the pricing of new vessels. Historically, both charter rates and vessel values tendanticipated undiscounted future net cash flows to be cyclical. The carrying value of each group of vessels (allocated by size, age and major characteristic or trade), which are classified as held and used by the Company, are reviewed for potential impairment when events or changes in circumstances indicate that the carrying value of a particular group may not be fully recoverable. In such instances, an impairment charge would be recognized if the estimate of the undiscounted future cash flows expected to resultderived from the ~~use of the group and its eventual disposition is less than its carrying value. This~~related long-lived assets. Our assessment is made at the asset group level, which represents the lowest level for which identifiable cash flows are largely independent of other groups of assets. The asset groups established by the Company are defined by vessel size and major characteristic or trade.

~~The significant factors and assumptions used in~~During the ~~undiscounted projected net operating cash flow analysis include the Company’s estimate~~first quarter of ~~future TCE rates based on current rates under existing charters and contracts. When existing contracts expire,~~2022, the Company ~~uses an estimated TCE based on actual results and extends these rates out~~determined that a triggering event occurred related to the ~~end~~sale of ~~the vessel’s useful life. TCE rates can be highly volatile, may affect the fair value of the Company’s vessels and may have~~ a ~~significant impact on the Company’s ability to recover~~vessel, as the carrying ~~amount~~value exceeded its fair value. On April 20, 2022, the Company signed a memorandum of ~~its fleet. Accordingly,~~agreement to sell the ~~volatility is contemplated in the undiscounted projected~~m/v Bulk Pangaea for a total net ~~operating cash flow by using~~consideration of $8.6 million after brokerage commissions. As a sensitivity analysis based on percent changes in the TCE rates. The Company prepares a series of scenarios in an attempt to capture the range of possible trends and outcomes. Projected net operating cash flows are net of brokerage and address commissions and assume no revenue on scheduled offhire days. The Company uses the current vessel operating expense budget, estimated costs of drydocking and historical general and administrative expenses as the basis for its expected outflows, and applies an inflation factor it considers appropriate. The net of these inflows and outflows, plus an estimated salvage value, constitutes the projected undiscounted future cash flows. If these projected cash flows do not exceed the carrying amount of the asset group,result, we recorded an impairment charge ~~equal to~~of $3.0 million in the ~~difference between the carrying amount~~first quarter of 2022. The Company performed an impairment analysis on each asset group and ~~the fair value of the group would be recognized.~~

~~During the three months ended September 30, 2017, the Company did not identify any potential triggering events. At December 31, 2016, testing for recoverability indicated that~~concluded the estimated undiscounted future cash flows were higher than ~~the~~their carrying amount ~~of each long-lived asset group, therefore, the Company did not recognize any~~and as such, no additional loss on ~~impairment.~~ impairment was recognized. The Company concluded that no triggering event had occurred during the during the second quarter of 2022 which would require impairment testing.

The Company determined there were no triggering events present during the six months ended June 30, 2021 which would require impairment testing.

Liquidity and Capital Resources

~~Liquidity and Cash Needs~~

The Company has historically financed its capital requirements with cash flow from operations, the issuance of common stock, proceeds from ~~related party debt,~~non-controlling interests, and proceeds from long-term debt and finance lease financing arrangements. The Company has used its capital ~~leases,~~primarily to fund operations, vessel acquisitions, and ~~in June 2017, through a private placement~~the repayment of ~~common stock.~~debt and the associated interest expense. The Company may consider ~~additional~~ debt ~~and~~or additional equity financing alternatives ~~in the future.~~from time to time. However, if market conditions ~~are negative,~~deteriorate, the Company may be unable to raise additional debt or equity financing on acceptable terms or at all. As a result, the Company may be unable to pursue opportunities to expand its business.

At ~~September~~June 30, ~~2017~~2022 and December 31, ~~2016,~~2021, the Company had working capital of ~~$22.4~~$115.3 million and ~~a working capital deficit~~$72.2 million, respectively.

Operating Activities

Net cash provided by operating activities during the six months ended June 30, 2022 was $69.2 million compared to net cash provided by operating activities of ~~$9.3~~$19.5 million ~~respectively.~~for the six months ended June 30, 2021. The ~~improvement in working capital is due~~cash flows from operating activities increased compared to the ~~acquisition of noncontrolling interest~~same period in ~~a consolidated joint venture in January 2017 and~~ the ~~resulting reduction in related party debt,~~prior year primarily due to the increase in ~~cash from proceeds of common stock issuance, to the sale of the m/v Bulk Beothuk, and to cash generated from operations.~~

~~Considerations made by management in assessing the Company’s ability to continue as a going concern are its ability to consistently generate positive cash flows~~income from operations ~~which were approximately $13.7~~as well as the impact of changes in working capital.

Investing Activities

Net cash used in investing activities during the six months ended June 30, 2022 was $10.2 million compared to net cash used in investing activities of $108.7 million for the same period in 2021. During the second quarter of 2021, the Company purchased four vessels for $105.4 million and ~~$18.3~~paid $2.7 million as advances for the purchase of one additional vessel which was delivered on July 12, 2021. Additionally, the Company paid $0.3 million as advances towards two newbuildings delivered in the third and fourth quarter of 2021.

Financing Activities

Net cash used in financing activities during the six months ended June 30, 2022 was $13.1 million compared to net cash provided by financing activities of $81.3 million for the same period of 2021. During the six months ended June 30, 2022, the Company received $15.0 million in ~~the nine months ended September 30, 2017~~proceeds from finance leases. The Company repaid $9.0 million of long term debt and ~~2016, respectively; $19.2~~$7.8 million ~~in 2016 and $26.0~~of finance leases. The Company also paid $5.6 million ~~in 2015; and its ability to procure long-term fixed contract employment (COAs) with new and longstanding customers. In addition, the~~of cash dividends.

The Company has demonstrated its unique ability to adapt to changing market conditions by ~~changing the~~maintaining a nimble chartered-in profile to meet its cargo commitments. ~~For more information on~~We believe, given our current cash holdings, if drybulk shipping rates do not decline significantly from current levels, our capital resources, including cash anticipated to be generated within the ~~results of~~year, are sufficient to fund our operations ~~see~~ ~~ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - Results of Operations.~~for at least the next twelve months.

Capital Expenditures

The Company’s capital expenditures relate to the purchase of vessels and ~~lease of~~ interests in vessels, and to capital improvements to its vessels which are expected to enhance the revenue earning capabilities and safety of these vessels. The Company’s owned or partially owned and ~~leased~~controlled fleet ~~includes two~~at June 30, 2022 includes: ten Panamax drybulk carriers ~~four Supramax drybulk carriers, two Ultramax Ice-Class 1C and two Handymax drybulk carriers (both~~(six of which are Ice-Class 1A)~~. The Company also has a one-third interest in a consolidated joint venture~~; eight Supramax drybulk carriers, three Ultramax drybulk carriers (Two of which ~~owns six~~are Ice-Class IC), and four Post Panamax ~~Ice-Class~~Ice Class 1A drybulk ~~carriers.~~vessels.

In addition to vessel acquisitions that the Company may undertake in future periods, its other major capital expenditures include funding its program of regularly scheduled drydockings necessary to make improvements to its vessels, as well as to comply with international shipping standards and environmental laws and regulations. This includes installation of ballast water treatment systems required under new regulations, the cost of which will be approximately $0.5 million to $0.7 million per vessel. The Company has some flexibility regarding the timing of dry docking, but the total cost is unpredictable. Funding expenses associated with these requirements will be met with cash from operations. The Company anticipates that this process of recertification will require it to reposition these vessels from a discharge port to shipyard facilities, which will reduce the Company’s available days and operating days during that period. The Company capitalized drydocking costs totaling approximately $4.9 million and $5.6 million in the six months ended June 30, 2022 and 2021, respectively. The Company expensed drydocking costs of approximately $4,000 and $122,000, respectively, in the six months ended June 30, 2022 and 2021.

Off-Balance Sheet Arrangements

The Company does not have off-balance sheet arrangements at ~~September~~June 30, ~~2017~~2022 or December 31, ~~2016.~~2021.

ITEM 3. Quantitative and Qualitative Disclosures about Market Risks

~~Interest Rate Risk~~

~~The international shipping industry is capital intensive, requiring~~No significant ~~amounts~~changes to our market risk have occurred since December 31, 2021. For a discussion of ~~investment provided~~market risks affecting us, refer to Part II, Item 7A—"Quantitative and Qualitative Disclosures About Market Risk" included in the form of long-term debt. Certain of the Company’s outstanding debt contain floating interest rates that fluctuate with changes in the financial markets and in particular changes in LIBOR. Increasing interest rates could increase the Company’s interest expense and adversely impact its future earnings. In the past, the Company ~~has managed this risk by entering into interest rate swap agreements in which the Company exchanged fixed and variable interest rates based~~Annual Report on ~~agreed upon notional amounts. The Company has used such derivative financial instruments as risk management tools and not~~Form 10-K for speculative or trading purposes. As of September 30, 2017 and December 31, 2016, the Company did not have any open interest rate swap agreements. The Company’s net effective exposure to floating interest rate fluctuations on its outstanding debt was $52.7 million and $46.8 million, respectively, at September 30, 2017 and December 31, 2016.

The Company’s interest expense is affected by changes in the general level of interest rates, particularly LIBOR. As an indication of the extent of the Company’s sensitivity to interest rate changes, an increase in LIBOR of 1% would have decreased the Company’s net income and cash flows during the nine months ended September 30, 2017 and 2016 by approximately $0.4 million and $0.6 million, respectively, based on the debt levels at the beginning of each period. The Company expects its sensitivity to interest rate changes to increase in the future if the Company enters into additional floating rate debt agreements in connection with its acquisition of additional vessels.

~~Forward Freight Agreements~~

~~Fuel Swap Contracts~~

The Company continuously monitors the market volatility associated with bunker prices and seeks to reduce the risk of such volatility through a bunker hedging program. During the nine months ended September 30, 2017 and the year ended December 31, 2016, the Company entered into various fuel swap contracts that were not designated for hedge accounting. The aggregate fair value of these fuel swaps at September 30, 2017 and December 31, 2016 were assets of approximately $38,000 and $0.3 million, respectively.2021.

ITEM 4. Controls and Procedures

Management’s Evaluation of Disclosure Controls and Procedures.

As of the end of the period covered by this report on Form 10-Q, we carried out an evaluation, under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures as such term is defined in Rule 13a-15(e). Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective for the ~~nine~~six months ended ~~September~~June 30, ~~2017.~~2022.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II: OTHER INFORMATION

Item 1 - Legal Proceedings

From time to time, we are involved in various other disputes and litigation matters that arise in the ordinary course of our business, principally cargo claims. Those claims, even if lacking merit, could result in the expenditure by us of significant financial and managerial resources.

Item 1A – Risk Factors

~~There have been no material changes from~~In addition to the ~~“Risk~~other information set forth in this report, the reader should carefully consider the factors discussed in “Item 1A. Risk Factors” ~~previously disclosed~~ in ~~our~~the Company’s Annual Report on Form 10-K ~~filed with~~for the ~~SEC on March 23, 2017.~~year ended December 31, 2021 and the Risk Factor described below, which could materially affect the Company’s business, financial condition or future results.

Item 2 – Unregistered Sales of Equity Securities and Use of Proceeds

~~As previously disclosed on a Current Report on Form 8-K, Pangaea Logistics Solutions Ltd. (the “Company”) enteredinto two stock purchase agreements, both dated June 15, 2017 (the “Agreements”), for the sale of an aggregate of approximately $15.0 million of its common shares, par value $0.0001 per share (the “Common Shares~~”), in private placement transactions which are exempt from the registration requirements of the Securities Act of 1933, as amended, under Section 4(2) thereof, at a purchase price of $2.25 per share (the “~~Transaction”). One agreement was completed with certain directors, officers and employees of the Company (the “Insider Investors~~”) and was subject to shareholder approval pursuant to NASDAQ Listing Rule 5635(c) and the other agreement was completed with other institutional and other accredited investors. The transaction has closed and the Company issued a total of 6,533,443 Common Shares in connection with the sales under both Agreements. As of November 9, 2017 the Company has 43,795,182 Common Shares issued and outstanding. None.

Item 3 - Defaults Upon Senior Securities

None.

Item 4 – Mine Safety Disclosures

None.

Item 5 - Other Information

None.

Item 6 – Exhibits



Exhibit ~~no.~~No.	Description	~~Incorporated By Reference~~			~~Filed herewith~~
		~~Form~~	~~Date~~	~~Exhibit~~

31.1	Certification of ~~Principal~~Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of ~~2002~~2002*				X

31.2	Certification of ~~Principal~~Chief Financial ~~and Accounting~~ Officer pursuant to Section 302 of the Sarbanes-Oxley Act of ~~2002~~2002*				X

32.1	Certification of ~~Principal~~Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of ~~2002~~2002*				X

32.2	Certification of ~~Principal~~Chief Financial ~~and Accounting~~ Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of ~~2002~~2002*				X

EX-101.INS	XBRL Instance Document				X

EX-101.SCH	XBRL Taxonomy Extension Schema				X

EX-101.CAL	XBRL Taxonomy Extension Calculation Linkbase				X

EX-101.DEF	XBRL Taxonomy Extension Definition Linkbase				X

EX-101.LAB	XBRL Taxonomy Extension Label Linkbase				X

EX-101.PRE	XBRL Taxonomy Extension Presentation Linkbase

104			XCover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

______________

* Filed herewith

SIGNATURES

Pursuant to the requirements of the Section 13 or 15 or 15(d) 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 on ~~November~~August 9, ~~2017.~~2022.



			PANGAEA LOGISTICS SOLUTIONS LTD.

			By:			/s/ ~~Edward Coll~~Mark L. Filanowski
			~~Edward Coll~~Mark L. Filanowski
			Chief Executive Officer
			(Principal Executive Officer)

			By:			/s/ Gianni ~~DelSignore~~Del Signore
			Gianni ~~DelSignore~~Del Signore
			Chief Financial Officer
			(Principal Financial and Accounting Officer)



Bermuda						98-1205464
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	PANL	NASDAQ



x☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



¨☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



	September 30, 2017			December 31, 2016
	(unaudited)
Assets
Current assets
Cash and cash equivalents	$	29,336,687		$	22,322,949
Restricted cash	4,000,000			6,100,000
Accounts receivable (net of allowance of $4,183,826 at September 30, 2017 and $4,752,265 at December 31, 2016)	30,915,458			20,476,797
Bunker inventory	16,470,391			13,202,937
Advance hire, prepaid expenses and other current assets	13,465,163			6,441,583
Total current assets	94,187,699			68,544,266

Fixed assets, net	290,837,537			275,265,672
Investments in newbuildings in-process	—			18,383,964
Vessels under capital lease	30,285,569			—
Total assets	$	415,310,805		$	362,193,902

Liabilities and stockholders' equity
Current liabilities
Accounts payable, accrued expenses and other current liabilities	$	30,160,371		$	23,231,179
Related party debt	6,929,885			15,972,147
Deferred revenue	7,913,518			6,422,982
Current portion of secured long-term debt	17,830,996			19,627,846
Current portion of capital lease obligations	1,759,303			—
Dividend payable	7,238,401			12,624,825
Total current liabilities	71,832,474			77,878,979

Secured long-term debt, net	113,430,205			107,637,851
Obligations under capital lease	25,472,098			—

Commitments and contingencies (Note 7)

Stockholders' equity:
Preferred stock, $0.0001 par value, 1,000,000 shares authorized and no shares issued or outstanding	—			—
Common stock, $0.0001 par value, 100,000,000 shares authorized; 43,795,182 shares issued and outstanding at September 30, 2017; 36,590,417 shares issued and outstanding at December 31, 2016	4,380			3,659
Additional paid-in capital	154,781,731			133,677,321
Accumulated deficit	(13,618,666		)	(17,409,579		)
Total Pangaea Logistics Solutions Ltd. equity	141,167,445			116,271,401
Non-controlling interests	63,408,583			60,405,671
Total stockholders' equity	204,576,028			176,677,072
Total liabilities and stockholders' equity	$	415,310,805		$	362,193,902



	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016

Revenues:
Voyage revenue	$	93,688,834		$	65,986,320		$	251,608,298		$	161,509,615
Charter revenue	13,334,202			4,797,572			31,293,637			10,173,501
	107,023,036			70,783,892			282,901,935			171,683,116
Expenses:
Voyage expense	44,305,446			29,166,651			124,174,513			74,434,257
Charter hire expense	34,764,942			19,655,327			91,140,160			43,199,730
Vessel operating expense	9,144,472			7,483,507			26,810,071			22,277,417
General and administrative	4,762,860			3,179,287			11,418,900			9,151,608
Depreciation and amortization	3,950,661			3,532,171			11,604,168			10,576,223
Loss on sale and leaseback of vessels	70,000			—			9,275,042			—
Total expenses	96,998,381			63,016,943			274,422,854			159,639,235

Income from operations	10,024,655			7,766,949			8,479,081			12,043,881

Other income (expense):
Interest expense, net	(2,106,139		)	(1,258,105		)	(5,981,237		)	(4,158,143		)
Interest expense on related party debt	(79,713		)	(79,712		)	(236,538		)	(235,212		)
Unrealized (loss) gain on derivative instruments, net	(59,138		)	161,002			430,869			1,212,434
Other income (expense)	977,795			(8,097		)	1,885,801			(42,754		)
Total other expense, net	(1,267,195		)	(1,184,912		)	(3,901,105		)	(3,223,675		)

Net income	8,757,460			6,582,037			4,577,976			8,820,206
Income attributable to non-controlling interests	(1,576,209		)	(517,701		)	(787,063		)	(1,429,132		)
Net income attributable to Pangaea Logistics Solutions Ltd.	$	7,181,251		$	6,064,336		$	3,790,913		$	7,391,074

Earnings per common share:
Basic	$	0.18		$	0.17		$	0.10		$	0.21
Diluted	$	0.17		$	0.17		$	0.10		$	0.21

Weighted average shares used to compute earnings
per common share
Basic	40,796,867			35,165,532			37,225,825			35,148,793
Diluted	41,074,592			35,347,403			37,674,123			35,299,839



	September 30,		December 31,
	2017		2016
Owned vessels	(unaudited)
m/v BULK PANGAEA	$	16,768,833	$17,879,380
m/v BULK PATRIOT	11,426,580		12,391,724
m/v BULK JULIANA	11,621,472		12,252,733
m/v NORDIC ODYSSEY	25,981,360		27,021,211
m/v NORDIC ORION	26,819,591		27,874,584
m/v BULK TRIDENT	14,386,864		14,962,163
m/v BULK BEOTHUK ⁽¹⁾	—		12,006,270
m/v BULK NEWPORT	13,312,095		13,473,429
m/v NORDIC BARENTS	3,526,711		3,517,151
m/v NORDIC BOTHNIA	3,518,031		3,520,616
m/v NORDIC OSHIMA	30,428,323		31,346,414
m/v NORDIC OLYMPIC	30,668,705		31,560,965
m/v NORDIC ODIN	30,846,740		31,741,658
m/v NORDIC OASIS	31,915,214		32,834,500
m/v BULK ENDURANCE ⁽²⁾	27,284,169		—
m/v BULK FREEDOM ⁽³⁾	8,942,254		—
	287,446,942		272,382,798
Other fixed assets, net	3,390,595		2,882,874
Total fixed assets, net	$	290,837,537	$	275,265,672

Vessels under capital lease
m/v BULK DESTINY ⁽⁴⁾	$	23,365,388	$	—
m/v BULK BEOTHUK ⁽¹⁾	$	6,920,181	$	—
	$	30,285,569	$	—



	Years ending September 30,
	(unaudited)
2018	$	17,830,996
2019	17,999,412
2020	25,225,098
2021	18,921,949
2022	52,779,228
Thereafter	401,865
	$	133,158,548



	Balance at September 30, 2017		Level 1		Level 2		Level 3
	(unaudited)
Margin accounts	$	2,688,122	$	2,688,122	$	—	$	—
Fuel swaps	$	38,319	$	—	$	38,319	$	—
Freight forward agreements	$	675,275	$	—	$	675,275	$	—



	Balance at December 31, 2016			Level 1		Level 2			Level 3
Margin accounts	$	488,084		$	488,084	$	—		$	—
Fuel swaps	$	303,675		$	—	$	303,675		$	—
Freight forward agreements	$	(20,950	)	$	—	$	(20,950	)	$	—



	2008 common stock dividend			2012 common stock special dividend			2013 common stock dividend		2013 Odyssey and Orion dividend		Total
Balance at December 31, 2015	2,474,125			2,934,357			6,411,540		904,803		12,724,825
Paid in cash	(100,000		)	—			—		—		(100,000		)
Balance at December 31, 2016	2,374,125			2,934,357			6,411,540		904,803		12,624,825
Converted to common shares	(2,374,125		)	(2,010,875		)	—		—		(4,385,000		)
Paid in cash	(100,000		)	(1,001,424		)	—		—		(1,001,424		)
Balance at September 30, 2017	$	—		$	(77,942	)	$	6,411,540	$	904,803	$	7,238,401



	Capital Lease		Operating Leases
2018	$	3,278,295	$	585,717
2019	3,278,295		420,514
2020	3,278,295		365,446
2021	3,278,295		285,348
2022	6,858,295		—
Thereafter	14,227,441		—
Total minimum lease payments	$	34,198,916	$	1,657,025
Less amount representing interest	6,967,515
Present value of minimum lease payments	27,231,401
Less current portion	1,759,303
Long-term portion	$	25,472,098