ANNUAL
REPORT
2021
2
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT TABLE OF CONTENTS
TABLE OF
CONTENTS
03 Letter from the Chairman
07 History
8 Fleet
9 Presentation of the Board of Directors
12 Board of Directors’ Report
24 Responsibility Statement
26 Corporate Governance Statement
37 Consolidated Financial Statements
38 Directors’ Statement
39 Independent Auditor’s Report
46 Consolidated Statement of Profit or Loss and Other Comprehensive Income
47 Consolidated Statement of Financial Position
48 Consolidated Statement of Changes in Equity
49 Consolidated Statement of Cash Flows
50 Notes to the Consolidated Financial Statements
82 Parent Company Financial Statements
83 Independent Auditor’s Report
86 Statement of Profit or Loss and Other Comprehensive Income
87 Statement of Financial Position
88 Statement of Changes in Equity
89 Statement of Cash Flows
90 Notes to the Financial Statements
LETTER FROM
THE CHAIRMAN
HISTORY
& FLEET
PRESENTATION
OF THE BOARD
OF DIRECTORS
BOARD
OF DIRECTORS’
REPORT
RESPONSIBILITY STATEMENT
CORPORATE
GOVERNANCE
STATEMENT
CONSOLIDATED
FINANCIAL
STATEMENTS
PARENT COMPANY
FINANCIAL
STATEMENTS
3
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
LETTER FROM
THE CHAIRMAN
HISTORY
& FLEET
PRESENTATION
OF THE BOARD
OF DIRECTORS
BOARD
OF DIRECTORS’
REPORT
RESPONSIBILITY STATEMENT
CORPORATE
GOVERNANCE
STATEMENT
CONSOLIDATED
FINANCIAL
STATEMENTS
PARENT COMPANY
FINANCIAL
STATEMENTS
LETTER
FROM THE
CHAIRMAN
LETTER FROM THE CHAIRMAN
4
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT LETTER FROM THE CHAIRMAN
Our company’s focus has been to ensure that our seafaring and onshore staff remain safe
and protected from Covid-19 pandemic and the Ukrainian crisis while engaging in our daily
operations. I would like to take this opportunity to express our deepest gratitude especially to
the crews on our vessels for their unwavering professionalism, dedication and stamina during
these uncertain times.
We are deeply shocked by the atrocities perpetrated against the innocent people of Ukraine and
we condemn the Russian state’s invasion. Our focus has been to safeguard the wellbeing of our
onboard employees and comply with the continuously evolving legal and sanctions framework.
The crude tanker markets are known for their volatility and rapid response to geopolitical events.
The juxtaposition between our markets in 2020 and 2021 clearly demonstrates the challenges
and opportunities participants in the tanker sector have witnessed. In particular, the market
moved from the most profitable year of the last decade in 2020, to the most challenging year
since 1994 in 2021.
It was under these circumstances that Okeanis Eco Tankers (“OET”) continued to commercially
outperform the market and managed not only to breakeven but also improve its balance sheet,
that will allow the company to navigate through the cycle while remain opportunistic towards
scale, and return $38m back to shareholders in the form of dividends, capital distributions and
share buybacks.
The first half of the year was characterized by weak seaborne crude oil trade volumes, primarily
attributable to soft crude oil demand on the back the COVID-19 pandemic and mobility
restrictions in many parts of the world, further exacerbated by the curtailed production output
from the Organization of the Petroleum Exporting Countries (“OPEC”) and significant destocking
of cheap oil inventories that were built through the price war in 2020.
Our markets have experienced incremental pressure from the supply side. Firstly, a large portion
of the fleet employed under floating storage business returned to the market. Secondly, a
frontloaded orderbook, even though at historically low levels, resulted in increased vessel deliveries
during the period. Thirdly, we have seen weaker than anticipated scrapping activity despite
softening rates and elevated steel prices on the back of lucrative employment opportunities in
sanctioned trades that absorbed approximately 6% of the large crude tanker fleet.
Source: Company filings, OET.
VLCC Suezmax
OET PeerA PeerB PeerC PeerD OET PeerA PeerC PeerD
$15,400
$15,300
Full year 2021 Spot TCE performance ($/day)
5
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT LETTER FROM THE CHAIRMAN
Notwithstanding the improvement in crude oil demand and the tanker markets over the
second half of the year, a combination of new COVID-19 variants and further lagging of OPEC+
output versus quotas resulted in an inflationary, steeply backwardated, oil price environment
that kept cargo volumes rebound to a halt and prolongated the anticipated, fundamentally-
driven recovery in the crude tanker space. The disruption to crude tanker markets from these
factors has been reflected in spot daily earnings in 2021 that came in below operating costs for
conventional non-eco / non-scrubber crude tanker vessels.
Contrariwise, we generated well above market earnings leveraging on our young, fuel-efficient
fleet, active management and scrubber investments that have more than paid off given the
large delta between High Sulphur Fuel Oil (“HSFO”) and Very Low Sulphur Fuel Oil (“VLSFO”). In
the VLCC segment, OET delivered daily spot earnings throughout the year of $15,400 per day,
representing 15% outperformance relative to the average of the crude tanker peer group and
379% compared to average sector earnings for conventional assets. Similarly, our Suezmax daily
spot earnings of $15,300 per day represented 35% outperformance relative to the peer group
and 108% versus the average sector earnings for conventional vessels.
Our active management was the imminent response to the adverse market conditions during
the year. OET optimized its vessel portfolio and strengthened its balance sheet through the sale
and purchase market. In particular, we have monetized our three investments in the Aframax/
LR2 tanker segment at very attractive prices during the first quarter of the year. Towards the end
of the second quarter, the Company rejuvenated its VLCC fleet by selling at record prices for the
reported year two 2019 built vessels and replaced them with two Gas Ready (MEc), eco-design,
open loop scrubber-fitted 300,000 DWT VLCC crude tankers under construction at Hyundai
Heavy Industries, South Korea with delivery in the first half 2022.
Consistent with our promises to investors, we have returned $38m back to our shareholders in
the form of dividends, capital distributions and share buybacks in the most challenging year
ever in crude tankers, proving our dedication and focus on shareholder returns. Our increasing
allocation of returns via share repurchases reflects our firm conviction and belief of the dislocation
between our intrinsic value and the value assigned to our Company from the market. In this
regard, this is an attractive investment opportunity for the Company and we will closely monitor
the market to execute on such value accretive strategy.
Source: Clarksons Research, OET.
21,100
18,700
32,100
28,300
16,300
24,500
14,000
20,700
11,600
16,800
100 200 300 400 500
VLSFO-HFO spread, $ per tonne
Daily eco and scrubber savings ($/day)
VLCC
Suezmax
6
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT LETTER FROM THE CHAIRMAN
At OET we are acutely aware of our responsibility to be part of the efforts to achieve net zero carbon
and comply with sustainable investment practices. Our commitment towards sustainability has
been one of our founding pillars and is reflected in our carbon efficiency measures for our young
and fuel-efficient fleet. As measured by the Annual Efficiency Ratio (“AER”) – a measure of our
fleet’s carbon efficiency using the parameters of fuel consumption, distance travelled, and design
deadweight tonnage – OET’s AER of 2.1 grams/ton-mile is the lowest in the crude tanker peer
group. We are well equipped to comply with upcoming Energy Efficiency Existing Ship Index
(“EEXI”) regulations. The Company will publish its inaugural sustainability report during the year
and has already set the path, together with its managers, for continuous monitoring, reporting
and improvement on all sustainability related aspects.
Looking forward, we believe that recent market headwinds will be transitory and give way to
the unique set of supply and demand fundamentals that the sector has not seen since the
2000s. Namely, the supply side is expected to be muted if not negative given an undemanding
orderbook currently at historically low levels, tight yard capacity, incoming environmental
regulations and scrapping potential. Demand measured in tonne-miles is projected to rebound
significantly on the back of firm business activity and travel, as the world moves away from
mobility restrictions associated to the pandemic, emerging trade patterns that support tonne-
miles and pent-up demand to replace global inventory depletion.
Ioannis Alafouzos
Chairman
54%
11%
10%
3%
2%
(41%)
60%
40%
20%
0%
(20%)
(40%)
(60%)
Total shareholder return (2021)
Share total return
OET PeerA PeerB PeerC PeerD PeerΕ
Source: Company filings.
Note: Shareholder total return for 2021 calculated as: (share price at 31 December 2021 less share
price at 31 December 2020 plus total cash distributions for 2021 per share, divided by share price
at 31 December 2020).
OKEANIS ECO TANKERS
7
OKEANIS ECO TANKERS 2021 ANNUAL REPORT HISTORY
HISTORY
APRIL 2013
Ordered 3x LR2 Aframaxes at HHI
FY 2015
Took delivery of Aframaxes and ordered
2x Suezmaxes at JMU
FEBRUARY 2018
Ordered 2x scrubber-fitted VLCCs at HHI
JUNE 2018
Contributed Alafouzos family’s eco tanker
fleet to OET in exchange for shares
DECEMBER 2018
Raised additional $30 million at NOK 66 per
share
MAY 2019
Raised additional $15 million from Alafouzos
family at NOK 83 per share
JANUARY 2020
Concluded VLCC NB program with HHI
DECEMBER 2020
Concluded scrubber retrofit program across
entire fleet
OCTOBER 2021
Monetized 1x VLCC built 2019
JUNE 2021
Acquired 2x under construction ECO scrubber
fitted built 2022 VLCCs at HSHI from the
Sponsor - Monetized 2x Aframaxes built 2015
MARCH 2019
Uplisting of OET to Euronext Expand
OCTOBER 2019
Exercised free option to acquire 2x 2020-built
Suezmaxes under construction at HSHI from
sponsor (Mr Ioannis Alafouzos)
SEPTEMBER 2020
Concluded Suezmax NB program with HSHI
JANUARY 2021
Uplisted to Oslo Børs
AUGUST 2021
Monetized 1x Aframax built 2015
NOVEMBER 2021
Monetized 1x VLCC built 2019
MAY 2014
Ordered 2x Suezmaxes at SSME
DECEMBER 2017
Ordered 4x scrubber-fitted VLCCs at HHI
APRIL 2018
Ordered 2x scrubber-fitted VLCCs at HHI
Established Okeanis Eco Tankers Corp. (OET)
JULY 2018
Listing of OET on Euronext Growth; raised
$100 million at NOK 72 per share
8
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT FLEET
FLEET
LETTER FROM
THE CHAIRMAN
HISTORY
& FLEET
PRESENTATION
OF THE BOARD
OF DIRECTORS
BOARD
OF DIRECTORS’
REPORT
RESPONSIBILITY STATEMENT
CORPORATE
GOVERNANCE
STATEMENT
CONSOLIDATED
FINANCIAL
STATEMENTS
PARENT COMPANY
FINANCIAL
STATEMENTS
No. Type Vessel Yard Country Built Age DWT Employment Eco-Design? Scrubber? BWTS?
1 Milos SSME Korea 2016-10 5 157,525 Spot Yes Yes Yes
2 Poliegos SSME Korea 2017-01 5 157,525 Spot Yes Yes Yes
3
SUEZMAX
Kimolos JMU Japan 2018-05 4 159,159 Spot Yes Yes Yes
4 Folegandros JMU Japan 2018-09 3 159,221 Time charter Yes Yes Yes
5 Nissos Sikinos HSHI Korea 2020-09 1 157,971 Time charter Yes Yes Yes
6 Nissos Sifnos HSHI Korea 2020-09 1 157,971 Time charter Yes Yes Yes
7 Nissos Rhenia HHI Korea 2019-05 3 318,953 Time charter Yes Yes Yes
8 Nissos Despotiko HHI Korea 2019-06 3 318,953 Time charter Yes Yes Yes
9
Nissos Donoussa HHI Korea 2019-08 2 318,953 Spot Yes Yes Yes
10 VLCC Nissos Kythnos HHI Korea 2019-09 2 318,953 Spot Yes Yes Yes
11 Nissos Keros HHI Korea 2019-10 2 318,953 Spot Yes Yes Yes
12 Nissos Anafi HHI Korea 2020-01 2 318,953 Spot Yes Yes Yes
13 Nissos Kea HHI Korea 2022-03 - 300,000 Spot Yes Yes Yes
14 Nissos Nikouria HHI Korea 2022-05 - 300,000 - Yes Yes Yes
3,463,090
9
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
LETTER FROM
THE CHAIRMAN
HISTORY
& FLEET
PRESENTATION
OF THE BOARD
OF DIRECTORS
BOARD
OF DIRECTORS’
REPORT
RESPONSIBILITY STATEMENT
CORPORATE
GOVERNANCE
STATEMENT
CONSOLIDATED
FINANCIAL
STATEMENTS
PARENT COMPANY
FINANCIAL
STATEMENTS
PRESENTATION
OF THE BOARD
OF DIRECTORS
PRESENTATION OF THE BOARD OF DIRECTORS
10
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT PRESENTATION OF THE BOARD OF DIRECTORS
Ioannis Alafouzos,
Chairman
Mr. Ioannis Alafouzos serves as Chairman and CEO of Okeanis Eco Tankers.
Mr. Alafouzos began his career in shipping in 1981 and has over 40 years
of experience in all facets of the industry. Mr. Alafouzos founded Kyklades
Maritime Corporation’s tanker arm and has been the key strategist for the
company’s cyclical asset plays. Mr. Alafouzos holds an MA from Oxford
University in History of Economics. He was a member of the ABS Technical
Committee from 2005-2009, a board member of Ionian and Popular Bank
in the 1990’s, and a board member of the Hellenic Chamber of Shipping
in the 1980’s.
Robert Knapp,
Director
Robert Knapp is the CIO of Ironsides Partners, an investment manager
based in Boston, which he founded in 2007. Ironsides is an asset value
investor with an emphasis on market dislocations or disruptions. Mr. Knapp
serves as a director for several investment companies including Barings
BDC listed on the NYSE and was a director of MPC Container Ships AS
when it was founded. He is a graduate of Princeton University in the US
and Oxford University in the UK. Mr. Knapp is an American citizen.
Daniel Gold,
Director
Daniel Gold is the CEO, managing partner and founder of QVT Financial LP,
an asset management company with offices including New York, London,
Singapore, and New Delhi. QVT Financial, through its managed funds, is
an experienced global investor in the shipping and offshore industries. Mr.
Gold holds an AB in Physics from Harvard College. Mr. Gold is an American
citizen.
Joshua Nemser,
Director
Joshua Nemser is a New York-based senior portfolio manager at VR
Capital Group. Prior to joining VR, Mr. Nemser was an investment banking
associate at Moelis & Company, where he advised on a range of mergers,
acquisitions, recapitalizations, and restructurings. Prior to Moelis, he was
an attorney in the Business Finance & Restructuring department of Weil,
Gotshal & Manges. Prior to Weil, he was vice president and chief pilot of a
federally certificated air carrier. Mr. Nemser holds a J.D. from the New York
University School of Law, where he graduated magna cum laude, and a B.S.
in business administration from the University of Southern California. He is
a licensed airline transport pilot with over 2,000 flight hours. Mr. Nemser is
an American citizen.
11
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT PRESENTATION OF THE BOARD OF DIRECTORS
Charlotte Stratos,
Independent Director
Charlotte Stratos has served as a Senior Advisor to Morgan Stanley’s
Investment Banking Division Global Transportation team since 2008.
Between 1987-2007, Mrs. Stratos served as managing director and head
of Global Greek Shipping for Calyon Corporate and Investment Bank of
the Credit Agricole Group. From 1976 to 1987, Ms. Stratos has served in
various roles with Bankers Trust Company, among them, as Vice President
of Greek shipping finance. Currently, Mrs. Stratos serves an independent
director of Costamare Inc., a containership company listed on the NY Stock
Exchange. Previously, she was an independent director on the board of
Hellenic Carriers Limited, a shipping company listed on London’s AIM
between 2007-2016 and a board member of Emporiki Bank between
2006–2008.
John Kittmer,
Independent Director
John Kittmer has held senior positions across the UK public sector. Between
2013-2016, he was British Ambassador to Greece and responsible among
other things for British commercial relations in Greece. He has served other
senior roles in the UK Foreign and Commonwealth Office, the Department
for Environment, Food and Rural Affairs, and the Cabinet Office. He holds a
BA from the University of Cambridge, an MA from the University of London
and a PhD from King’s College London. He is Chairman of The Anglo-
Hellenic League and the Gilbert Murray Trust, UK-registered charities
working on educational and cultural issues. Dr. John Kittmer is a UK citizen.
Petros Siakotos,
Director
Petros Siakotos has spent most of his career in international banking,
successively with Salomon Brothers, HSBC, Credit Suisse and as Managing
Director at UBS Russia. He has advised the Greek and Russian governments
in key privatisations and has helped corporate clients with numerous
equity and debt raising and strategic transactions. He then served as Senior
Advisor to EBRD for the Greek market until 2018. He is currently a director
at NUR MINOS, a company developing renewable energy generation
projects and is involved in several energy efficiency initiatives. Mr. Siakotos
has a BA from Yale University and an MBA from the Anderson School of
Management at UCLA.
12
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT BOARD OF DIRECTORS’ REPORT
LETTER FROM
THE CHAIRMAN
HISTORY
& FLEET
PRESENTATION
OF THE BOARD
OF DIRECTORS
BOARD
OF DIRECTORS’
REPORT
RESPONSIBILITY STATEMENT
CORPORATE
GOVERNANCE
STATEMENT
CONSOLIDATED
FINANCIAL
STATEMENTS
PARENT COMPANY
FINANCIAL
STATEMENTS
BOARD
OF DIRECTORS’
REPORT
13
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Business Overview and Corporate Development
Okeanis Eco Tankers Corp. (the “Company”) was incorporated on April 30, 2018 under the laws
of the Republic of the Marshall Islands. On June 28, 2018, all of the shares in fifteen single-
purpose companies (the “SPVs”) and OET Chartering Inc., were transferred to the Company
from Okeanis Marine Holdings (“OMH”), a holding company controlled by the Alafouzos family.
Control was established from the time the Company had the power to govern the financial
and operating policies of the contributed SPVs, to accrue benefits from their activities. The eco
fleet of OMH was contributed to the Company as a payment in-kind transaction where OMH
received shares in the Company in return. The Alafouzos family fully owned OMH and, as of the
date of this Annual Report, holds a stake of 56.82% in the Company.
The Company was admitted to trading on Euronext Growth (ex-Merkur Market) on July 3, 2018
and from January 2021, the Company’s shares are traded on Oslo Børs.
The Company is an international tanker company in the oil shipping industry. Its main activities
are the ownership, chartering and operation of oil tanker vessels. The Company owns, through
its vessel-owning subsidiaries, the SPVs, a fleet of fourteen tanker vessels comprising six modern
Suezmax tankers, seven modern VLCC tankers and one newbulding VLCC with scheduled
delivery in May 2022.
Among the factors that are believed to differentiate the Company from its competitors are:
a) its focus on “future proof” vessels built to eco standards that consume less bunker fuel than
conventional tanker vessels; b) being equipped with exhaust gas cleaning systems (“scrubbers”)
and; c) being built to comply with regulations for ballast water treatment.
The following significant events occurred in 2021:
In January 2021, the Company transferred its listing from Euronext Expand to Oslo Børs.
In March 2021, the Company paid a cash dividend to its shareholders of $0.10 per share,
amounting to $3.2 million.
In May 2021, the Company signed a memorandum of agreement (“MoA”) for the sale of its
Aframax/LR2 fleet comprising three vessels (Nissos Therassia, Nissos Schinoussa and Nissos
Heraclea) to an unaffiliated third party for a total of $120.75 million.
In June 2021, the Company delivered Nissos Therassia and Nissos Schinoussa to their new
owners. In connection with the completion of the sale, the Company recorded a net loss
of $7.6 million, retired $47.1 million concerning the outstanding loan principal amount of
the disposed vessels and further retired $2.8 million in relation to the vessels’ scrubber
financing. Moreover, the Company recorded an impairment loss of $3.9 million relating to
the classification of Nissos Heraclea as available for sale on June 30, 2021, since the vessel’s
carrying value was lower than her respective fair value less estimated selling expenses.
Also in June 2021, the Company signed a MoA for the sale of the VLCC crude tankers, Nissos
Santorini and Nissos Antiparos, to an unaffiliated third party for a consideration of $180
million.
Additionally, in June 2021:
The Company entered into an agreement to acquire two Gas Ready (MEc), eco-design,
open loop scrubber-fitted 300,000 DWT VLCC crude tankers under construction at H.H.I.
South Korea (the “Resale VLCCs”) from entities controlled by OET’s Chairman and Chief
Executive Officer, Mr. Ioannis Alafouzos (the “Sponsor”), for $194 million.
BOARD OF DIRECTORS’ REPORT
14
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
The Company entered into an agreement to replace its time charters on the VLCCs Nissos
Rhenia and Nissos Despotiko, undertaking the following actions: [i] transfer the remaining
2.0 year time charter (approx.) of the VLCC Nissos Keros to a leading international energy
company to Nissos Despotiko and accelerate debt repayment of Nissos Despotiko lease
by $1.8m p.a. over the next two years; and [ii] transfer the remaining 0.5 year time charter
(approx.) of the VLCC Nissos Donoussa to a leading national oil company to Nissos Rhenia,
accelerate debt repayment of Nissos Rhenia lease by $1.8m p.a. over the next two years
and adjust the lease facility’s margin over LIBOR over the corresponding period slightly
upwards to reflect the shorter duration of the replacement time charter.
Finally, in June 2021, the Company distributed an amount of $24.3 million or $0.75 per share
via a return of paid-in capital.
In August 2021, the Company delivered Nissos Heraclea to her new owners.
In September 2021, the Company paid the amount of $17.4 million to the Sponsor in
connection with the acquisition of the Resale VLCCs.
In October and November 2021, the Company delivered its vessels, Nissos Santorini and
Nissos Antiparos. In connection with the completion of the sale, the Company recorded a
net gain of $11.8 million and retired $134.2 million concerning the outstanding loan principal
amount of the disposed vessels.
In November 2021, Suezmax tanker Milos performed its five-year anniversary special survey.
Also in November 2021, the Company initiated a share buy-back plan dedicating an amount
of up to $5.0 million for acquiring own stock.
In December 2021, the Company distributed an amount of $10.0 million or $0.31 per share
via a return of paid-in-capital.
Additionally, in December 2021, Suezmax tanker Poliegos was docked for its five-year
anniversary special survey, earlier than scheduled, in order to benefit from an anticipated
rebound of the spot freight market moving into 2022.
Also in December 2021, the Company purchased 59,236 of its own shares at an average
price of NOK 73.23 per share. Up to the date of this report, and in the context of this initiative
the Company has repurchased 181,809 shares at an average rate of NOK 71.67, or USD 8.34,
utilizing an amount of $1.5 million.
As of December 31, 2021, the Company’s share capital is $32,890 divided into 32,890,000 shares,
each with a nominal value of $0.001 per share.
The following significant events occurred after the Statement of Financial Position date:
In January 2022, the Company purchased 122,573 of its own shares at an average price of
NOK 71.0 per share.
In March 2022, the Company took delivery of Nissos Kea, one of the two VLCCs under
construction at Hyundai Heavy Industries. The cash consideration for the transaction was
financed through proceeds of a new sale and lease back agreement (the “Facility”) with
CMB Financial Leasing Co., Ltd. (“CMBFL”), with a gross finance amount of approximately
$145.5m. The Facility is repaid quarterly, amortizes over a 20-year profile, matures in 7 years
from drawdown and is priced at extremely competitive terms. According to the agreement,
the Company has a call option at each anniversary date. OET has already drawn $72.75m
from the Facility as it relates to the delivery of the Vessel. The Company expects to take
delivery of the second vessel NISSOS NIKOURIA at the end of May 2022 when it will also
draw the second tranche of the Facility.
BOARD OF DIRECTORS’ REPORT
15
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Environmental Footprint
The maritime industry faces the challenge of adopting new technologies and operational
practices to comply with stricter international and local regulations in order to reduce carbon
intensity by 40% by 2040 and greenhouse gas emissions by 50% by 2050. In light of these
challenges, the Company believes that this will be a strong distinguishing factor between
tanker owner/operators going forward.
Adhering to ABS Monitoring Reporting and Verification Regulation and its strategy to reduce
carbon emissions, the Company has one of the youngest fleets in operation, pursuing a strategy
of investing only in eco-design vessels, with the goal of reducing its environmental footprint,
exceeding industry emission benchmarks and generating value for its shareholders.
The below table presents the Company’s emissions data:
Reporting period is January 1, 2021 through December 31, 2021
REPORTING MEASURE CALCULATION VLCC SUEZMAX OET FLEET
Number of vessels reporting emissions data
at end of reporting period 6 6 12
Fleet average age at end of reporting period 1.76 yrs 3.27 yrs 2.52 yrs
Percentage of vessels equipped with scrubbers
at end of reporting period 100% 100% 100%
CO2 emissions generated from vessels (metric tons)
Laden Condition 205,000 91,900 296,900
All Conditions 350,300 147,000 497,300
Fleet Annual Efficiency Ratio (AER)
1
CO2 emissions - all conditions (from above) A 350,300 147,000 497,300
Design deadweight tonnage (DWT) B 319,000 158,400 238,700
Total distance travelled (nautical miles) C 615,000 379,900 994,900
Fleet AER for the period A/(B*C) 1.8g/
ton-mile 2.4g/ton-mile 2.1g/ton-mile
Fleet Energy Efficiency Operational Indicator (EEOI)
2
CO2 emissions - all conditions (from above) A 350,300 147,000 497,300
Weighted avg. cargo transported for the period (metric tons) D 156,800 61,000 217,800
Total distance travelled (nautical miles) E 615,000 379,900 994,900
Fleet EEOI for the period A/(D*E) 3.6
g/ton-mile 6.3g/ton-mile 2.3g/ton-mile
NOTES 1) Annual Efficiency Ratio is a measure of carbon efficiency using the parameters of fuel consumption, distance travelled, and design deadweight tonnage.
2) Energy Efficiency Operational Indicator is a tool for measuring the CO2 gas emissions in a given time period per unit transport work performed. This calculation is
performed as per IMO MEPC.1/Circ684. Reporting period is January 1, 2021 through December 31, 2021.
BOARD OF DIRECTORS’ REPORT
16
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Climate Change
The energy transition to address climate change could lead to softer demand for oil and higher
operating costs that could have a negative impact on the Company’s profitability. Climate
change has caused the enactment of new regulations forcing the shipping industry to adapt
to this new business environment through the application of environmentally friendly policies
and operations.
Since inception, the Company controls one of the most fuel-efficient, young fleets in the tanker
industry with vessels that burn less fuel and emit industry low greenhouse gas emissions per
nautical mile travelled while has taken every step required to monitor, report and minimize its
environmental footprint ever since.
The Company’s strategy is to comply with the current and future regulatory framework, maintain
and improve its sustainable investment practices through the ownership and operation of
young vessels built to meet the strictest environmental standards.
Consolidated Financial Statements
Income Statement
For the year ended December 31, 2021, the Company generated revenues of $169.0 million,
down from $282.9 million in 2020 mainly due to a 46% decrease in the daily fleet-wide time
charter equivalent (TCE) earnings.
Operating expenses inclusive of technical management fees amounted to $46.1 million, up
from $43.6 million in 2020 deriving mainly from the revised technical management agreement
with the Managing Company Kyklades Maritime Corporation (“Kyklades” or “KMC”) increasing
the daily fee by $300 per vessel/per day for the year 2021, as well as, from increased Covid-19
related expenses to off-shore personnel.
Commissions and voyage expenses came in at $47.2 million, down from $51.9 million in 2020
mainly due to fewer port calls and a 5% increase in time charter coverage (from 43% in 2020
to 48% in 2021) in absolute terms offset by increased bunker fuel prices in the current year.
General and administrative expenses amounted to $5.1 million, up from $4.4 million in 2020
due to an increase in performance-based remuneration.
Depreciation and amortization expense totaled $38.7 million, down from $41.6 million in 2020
due to a 26% decrease in the depreciable asset base.
Net gain on disposal of vessels of $4.1 million relates to the disposal of the Company’s VLCC
(Nissos Santorini and Nissos Antiparos) and Aframax vessels (Nissos Therassia, Nissos Schinoussa
and Nissos Heraclea). Additionally, an impairment loss of $3.9 million was recorded referring
to the classification of Nissos Heraclea as available for sale on June 30, 2021, since the vessel’s
carrying value was lower than her respective fair value less estimated selling expenses.
BOARD OF DIRECTORS’ REPORT
17
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Interest and other finance costs for the year ended December 31, 2021 were $36.5 million,
down from $37.7 million in 2020 due to a 31% decrease in gross indebtedness resulting to a
reduced interest expense cost of $7.3 million, counterbalanced by a write-off of unamortized
loan financing fees by $1.7 million and a further $4.1 million associated with the termination
of certain of the Company’s sale and lease-back agreements. Furthermore, the Company
recorded an additional gain amounting to $4.2 million resulting from derivative instruments,
interest rate swap agreements, held at fair value.
The Company reported a loss for the year of $0.9 million or basic and diluted loss of $0.03 per
share, compared to a profit of $101.3 million or basic and diluted earnings of $3.12 per share in
2020.
Statement of Financial Position
Total assets as at December 31, 2021 were $954.6 million, down from $1,259.7 million in 2020
resulting from the disposal of certain of the Company’s vessels during the year. Total liabilities
amounted to $596.3 million, down from $862.5 million in 2020, mainly due to long-term debt
retirement, associated with the abovementioned vessel disposals, while total equity was $358.3
million, down from $397.2 million in 2020, mainly as a result of the cumulative dividend and
capital distributions of $37.5 million, loss for the year of $0.9 million and repurchase of own
shares of $0.5 million, corresponding to an equity ratio of 38%. The Company’s cash and cash
equivalents (including restricted cash) as at December 31, 2021 was $45.5 million, up from $31.7
million in 2020, as a result of the cash flow movements described below.
Cash Flow
For the year ended December 31, 2021 net cash provided by operating activities was $28.6
million (2020: $152.2 million) that was primarily the result of profitable operations. Net cash
provided by investing activities was $285.7 million (2020: used in $183.7 million), mainly
reflecting the vessel disposals during the year, payments for vessels under construction and
scheduled five-year special surveys of $22.3 million , as well as, an amount of $6.0 million from
related parties. Net cash used in financing activities was $299.4 million (2020: provided by
$41.5 million), primarily reflecting repayments of long term borrowings of $261.7 million, capital
distribution and dividend payments of $37.5 million and acquisition of treasury stock of $0.5
million.
Going Concern
The consolidated financial statements of the Company have been prepared on a going
concern basis and in accordance with the International Financial Reporting Standards (“IFRS”).
Based on the Company’s financial condition, together with the expected future cash flows
from operations and the fact that there are no unfunded capital commitments, the Board of
Directors confirms the going concern assumption.
BOARD OF DIRECTORS’ REPORT
18
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Principal Risks
Interest Rate Risk
The Company’s vessels are financed by long-term financing facilities at a margin over LIBOR.
Any increase or decrease in LIBOR will correspond to a change in the interest expense. Effective
from 2020, the Company uses interest rate swaps to hedge the risk arising from changes in
LIBOR rates. The principal objective of these contracts is to mitigate the risks and minimize the
costs associated with its floating-rate debt.
Currency Risk
USD is the functional currency of the Company. Some expenses largely relating to crewing
are incurred in other currencies, mainly EUR. The Company is exposed to currency exchange
rate fluctuations, which affect its costs in other currencies. Any adverse movements of the USD
compared to other currencies will negatively affect the financial condition of the Company.
The Company has no hedging mechanisms in place.
Market Risk
The tanker shipping industry is cyclical with high volatility in charter rates and profitability.
The Company charters its vessels principally in the spot market, being exposed to various
unpredictable factors such as: supply and demand of energy resources, global economic
and political conditions, natural or other disasters, disruptions in international trade, COVID-19
outbreak, environmental and other legal regulatory developments and so on. During 2021,
the Company entered into Forward Freight Agreements (“FFAs”) in order to partially hedge its
exposure to spot charter rate fluctuations and mitigate any adverse effect this may have in our
operating cash flows and dividend policy.
Credit Risk
The Company only charters its vessels to international energy companies, national oil companies
and top-tier trading houses with a proven track record of creditworthiness in the charter
market. Any charterer that expresses a desire to trade on credit terms is subject to the Group’s
policy of stringent credit verification procedures, including an extensive KYC process and proof
of funds. Payments related to shipbuilding contracts are secured with refund guarantees from
top-tier financial institutions.
Liquidity Risk
Liquidity risk is the risk that arises when the maturity of assets and liabilities does not match. An
unmatched position potentially enhances profitability, but can also increase the risk of losses.
The Company manages liquidity risk by maintaining sufficient cash and cash equivalents.
Macroeconomic Conditions Risk
Any changes in macroeconomic factors will affect the demand for tanker vessels. Such factors
include international economic conditions, geopolitical changes and inflation levels on the
demand side, as well as, OPEC decisions on the supply side. Any adverse change on either the
demand for or supply of crude oil will affect seaborne oil demand, thus affecting oil tanker
earnings.
The Company has also purchased and maintains a Directors and Officers Liability Insurance
issued by a reputable, specialized insurer with appropriate rating.
BOARD OF DIRECTORS’ REPORT
19
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Organisation and Personnel
The Company’s registered office is in the Republic of the Marshall Islands, and its corporate and
commercial management is performed by its wholly owned subsidiary, OET Chartering Inc.
that is based in Athens, Greece. Technical management of the fleet is outsourced to Kyklades
Maritime Corporation.
Working Environment
The Company is an equal opportunity employer and is committed to creating and fostering
a diverse working environment by providing equal employment opportunities for all persons.
The Company currently employs twelve persons, of whom five are women and seven are men.
The Company’s Board of Directors comprises one woman and six men.
The Company makes employment decisions on the basis of merit alone, and is committed to
recruiting, training and promoting a diverse group of persons across all job ranks. Furthermore,
all other personnel actions are enacted without regard to race, color, religion, creed, sexual
orientation, ethnic origin, citizenship, gender, gender identity, age, disability, genetic
information, parental status, marital status, or any other status.
As clearly stated in the Company’s Corporate Governance policy:
The Company forbids the discrimination against any employee or any other individual in terms
of, but is not limited to, sex, color, race, religion, age, disability, pregnancy or maternity, sexual
preference, nationality, political view and ancestry.
The Company forbids harassment and bullying, and all employees are expected to treat
every individual with respect and without discrimination and provide everyone with equal
employment opportunities, training or promotion.
In case an employee observes such harassment or suspects as much, he/she should report it
immediately to his/her immediate supervisor or to the Board of Directors. The incident shall
then be investigated immediately, meticulously and with confidentiality.
The Company had no fatal or other accidents during the year and provided sickness absence
to its employees when necessary.
Human Rights
The Company has also taken specific measures to combat human rights inequalities and has
established its Slavery and Human Rights policy by which:
The Company is committed to establishing a corporate culture within which business is
conducted in an ethical, fair, honest and transparent manner. The Company emphasizes the
importance of preventing any kind of slavery violations and that no violation took place in any
of the supply chains that the Company is involved in.
The Company is compliant with the Maritime Labour Convention 2006, ensuring decent
working conditions for its seafarers covering almost every aspect of their work life on board
vessels, such as:
BOARD OF DIRECTORS’ REPORT
20
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
A safe and secure workplace that complies with safety standards;
Fair terms of employment;
Decent working and living conditions on board vessels; and
Health protection, medical care, welfare measures and other forms of social protection.
Outlook
Supply and demand balance for the seaborne crude tanker trade in 2021 came in unfavorable
and led to the most challenging market ever recorded. Demand contracted by 4.5% year on
year in 2021, to 9.2 billion tonne-miles. The primary drivers of such contraction were reduced
OPEC exports and the lingering but now transitory effects of the Covid-19 pandemic. On the
supply side, the crude tanker fleet registered a manageable growth of 2.1% year on year in
2021, however, the unwinding of supply under floating storage added further pressure on the
market balance.
2022 started on a weak footing amid continued pressure on global seaborne crude oil trade.
The rapid spread of the Omicron Covid-19 variant kept the anticipated demand rebound to
a halt in the first months of the year. Elevating oil prices, and the ongoing crude oil supply
disruptions have further curtailed demand drivers in the seasonally weak first quarter of the
year.
The war in Ukraine is a continuously evolving and unpredictable situation both from a
humanitarian and market perspective. The crude tanker markets have so far seen positive
developments mainly driven by shifts in trade flows that supported tonne-mile demand.
Russia’s seaborne crude oil exports account for 10% of world seaborne oil exports with
approximately 50% shipped to Europe. In the event of sanctions and/or choice by Europe, such
volumes would need to be replaced from more distant destinations, while Russia is expected
to find buyers in the East, that could also support demand measured in tonne-miles, in the
short term. In particular, spot freight rates for Suezmax and Aframax vessels have spiked as of
recently, with positive effects also for the VLCC market, despite projected decline in volumes
from the Black Sea, on the back of longer-haul trade routes into Europe from the US and
Middle East. Elevated fuel prices have resulted in a widening performance gap between fuel
efficient, scrubber-fitted vessels and the remaining, conventional non-eco / non-scrubber fleet.
Forecasts and estimates for commodity markets, however, are highly uncertain at the time,
given the unpredictability around the effects of the Russian invasion on short-term economic
activity, trade flows and on the timing of economic resurgence. The world is recovering
quickly though from the Covid-19 pandemic and mobility restrictions are scarcer and largely
concentrated.
Looking forward, the tanker market fundamentals appear constructive both on absolute and
relative terms, although with the obvious risks for the short-term as already outlined.
Global crude oil inventories have fallen steadily after peaking in June 2020, and stock draws
came in at 1.8 million barrels per day from the third quarter of 2020 until the end of 2021. Year
to date, stock draws have continued and commercial inventories are expected by consensus
BOARD OF DIRECTORS’ REPORT
21
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
energy agencies at 2.6 billion barrels for February 2022, which is the lowest level since 2014.
Looking forward, the crude oil supply disruption from the war in Ukraine (about 3 million bpd
loss of Russian oil for April, according to energy agencies) combined with the agreed release of
120 million barrels emergency oil stocks by International Energy Association (“IEA”) members
over a six month period (US Strategic Petroleum Reserves release accounts for 50% of total IEA
members contribution) is expected to add further pressure on global crude oil inventories that
will need to be replaced adding pent-up demand into 2023 for the tanker market. In terms of
floating storage, the market is now back to pre-pandemic levels seen in 2019.
Source: Energy Information Administration (EIA).
Million barrels 3.400
3.300
3.200
3.100
3.000
2.900
2.800
2.700
2.600
Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan
2017 2018 2019 2020 2021 2022
OECD commercial invertory
Oil demand is now projected to grow by 2.1 mbpd compared to 2021, including the effects
of the Russian invasion, to 99.7 mbpd, according to the IEA. The world is moving away from
mobility restrictions that have taken a toll on oil demand over the past two years, with firm
business activity and travel rebound. The timing when demand will emerge above pre-
pandemic levels is closely tied to recent geopolitical risks and its effect on world GDP and
inflation.
Highly depleted reserves and growing demand suggest that oil supply is the determinant
factor for market balance and crude tanker volumes. Several OPEC members have been
unable thus far to increase production in line with target of a monthly increase of 400 kbpd
from August 2021 until phasing out c.5.8 mbpd production cuts by September 2022. The
current status of prices is expected to further incentivize OPEC producers with substantial
spare capacity, mainly Saudi Arabia and the UAE, to tap into their reserves during the year.
Prospects for additional supply come from Venezuela (2018 exports at 1.5 mbpd vs 0.4 mbpd
in 2022) and Iran (2018 exports close to 3.0 mbpd vs less than 1 mbpd in 2022) with the talks
over a nuclear deal closer to finish line than ever. In the event that an agreement with Iran
is reached and US sanctions to Venezuela ease, exports could ramp up more than 2 mbpd
over a 6-month period. The perspective return of such volumes not only supports the demand
side for crude tankers but also the supply. According to trade reports, fleet employed under
currently sanctioned, Iranian trades accounts for c.6% of the VLCC and Suezmax global fleet.
An agreement on a nuclear deal and concurrent lifting of sanctions on Iran would mean that
these vessels, over 15 years of age, will have limited employment opportunities and scrapping
would appear the sole alternative.
BOARD OF DIRECTORS’ REPORT
22
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Consensus energy agency forecasts agree on an improved oil market balance for 2022 and
2023, although market supply risks from the Russian invasion are unclear at this stage.
Source: Energy Information Administration (EIA).
Million barrels per day 105
100
95
90
85
80
2017 2018 2019 2020 2021 2022 2023
World liquid fuels production and consumption balance
forecast
world production
world consumption
The crude tanker market supply side is favored by a combination of constructive factors,
expected to keep fleet growth muted. Firstly, the current orderbook is undemanding and
stands at historically low levels (7.7% for the VLCC and 6.5% for the Suezmax fleet). Secondly,
new contracts have been subdued given extremely high replacement costs and tight yard
capacity. New orders may now only hit the water in mid-2025 as yards are occupied with
other segments, mainly containerships and LNG carriers, that also offer higher margins. Thirdly,
the average age of the fleet is growing. In particular, more than 20% of the Suezmax and the
VLCC fleet stands above 15 years of age. The aforementioned scrapping potential of the large
crude tanker fleet, coupled with 18 months of soft daily earnings, elevating scrap prices and
additional costs associated with adherence to emission standards from 2023, suggest that
incentives for vessels to hit the yard are greater than ever.
No. vessels 80
60
40
20
-
(20)
(40)
(60)
(80)
(100)
(120)
Source: Clarksons Research.
VLCC
Eco scrubber
OB
FoW>=2OY, scrap candidates
Non Eco - No scrubber
1996 1998 2000 2002 2004 2006 2008 2010 2012 2014 2016 2018 2020 2022 2023 2025
BOARD OF DIRECTORS’ REPORT
23
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
No. vessels 100
75
50
25
-
(25)
(50)
(75)
(100)
Source: Clarksons Research.
Suezmax
Eco scrubber
OB
FoW>=2OY, scrap candidates
Non Eco - No scrubber
1998 2000 2002 2004 2006 2008 2010 2012 2014 2016 2018 2020 2022 2023 20251993 1995
The price surge in bunker fuel has benefited widely fuel-efficient, scrubber-fitted vessels and
resulted in a two-tier market. We estimate that eco, scrubber-fitted VLCCs are generating
savings in excess of $15,000/day in the current oil price environment.
In summary, market fundamentals for the crude tanker sector appear very constructive both
on absolute and relative terms and suggest that market recovery would not only be significant
but also last for years to come. We believe that the crude tanker market is at an extremely
attractive point in the cycle and offers strong upside potential for owners with young, fuel
efficient vessels for the medium term. As such, we do expect meaningful rerating on crude
tanker freight rates to compensate for firm asset values that already incorporate market
dynamics but trade at a discount to replacement costs.
BOARD OF DIRECTORS’ REPORT
24
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT RESPONSIBILITY STATEMENT
RESPONSIBILITY
STATEMENT
LETTER FROM
THE CHAIRMAN
HISTORY
& FLEET
PRESENTATION
OF THE BOARD
OF DIRECTORS
BOARD
OF DIRECTORS’
REPORT
RESPONSIBILITY STATEMENT
CORPORATE
GOVERNANCE
STATEMENT
CONSOLIDATED
FINANCIAL
STATEMENTS
PARENT COMPANY
FINANCIAL
STATEMENTS
25
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT RESPONSIBILITY STATEMENT
We confirm that, to the best of our knowledge, that the consolidated financial statements as of and
for the year ended December 31, 2021 have been prepared in accordance with the International
Financial Reporting Standards published by the International Accounting Standards Board and
give a true and fair view of the assets, liabilities, financial position and profit or loss of Okeanis Eco
Tankers and its subsidiaries as a whole.
We also confirm that, to the best of our knowledge, the Board of Directors’ Report includes a
true and fair review of the development and performance of the business and the position of the
Company taken as a whole, together with a description of the principal risks and uncertainties
the Company faces.
Ioannis Alafouzos
Chairman/CEO
Robert Knapp
Director
Daniel Gold
Director
Joshua Nemser
Director
Charlotte Stratos
Director
John Kittmer
Director
Petros Siakotos
Director
26
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CORPORATE GOVERNANCE STATEMENT
LETTER FROM
THE CHAIRMAN
HISTORY
& FLEET
PRESENTATION
OF THE BOARD
OF DIRECTORS
BOARD
OF DIRECTORS’
REPORT
RESPONSIBILITY STATEMENT
CORPORATE
GOVERNANCE
STATEMENT
CONSOLIDATED
FINANCIAL
STATEMENTS
PARENT COMPANY
FINANCIAL
STATEMENTS
CORPORATE
GOVERNANCE
STATEMENT
27
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CORPORATE GOVERNANCE STATEMENT
Introduction
In order to be a trustworthy business partner and service provider, Okeanis Eco Tankers Corp.
has made a commitment to ensure trust in the Company and to enhance shareholder value
through efficient decision-making and smooth communication between management, the
board of directors (the “Board”) and shareholders. The Company’s corporate governance policy
is intended to decrease business risk, facilitate transparency, maximize value, and utilize the
Company’s resources in an efficient, sustainable manner, to the benefit of relevant stakeholders.
The Company will seek to comply with the Norwegian Code of Practice for Corporate
Governance (the “Corporate Governance Code”), last revised on October 14, 2021 (www.nues.no).
The principal purpose of the Corporate Governance Code is to ensure (i) that listed companies
implement corporate governance that clarifies the respective roles of shareholders, the Board
and executive management more comprehensively than what is required by legislation, and
(ii) effective management and control over activities with the aim of securing the greatest
possible value creation over time in the best interest of companies, shareholders, employees
and other parties concerned. Deviations from the Corporate Governance Code are discussed
under the relevant item in question.
The Company’s corporate governance policy was first adopted by the Board on February 26,
2019 and was last updated on April 29, 2021.
The Company voluntarily reports on Environmental, social and governance (“ESG”) issues in a
separate ESG report following the Euronext guidance on ESG reporting of January 2020.
All documents are uploaded to the Company’s website (www.okeanisecotankers.com) and
are being reviewed and updated on a regular basis.
Implementation and Reporting on Corporate Governance
The Company is primarily governed by the Marshall Islands Business Corporations Act (BCA), its
articles of incorporation (the “Articles of Incorporation”) and its bylaws (the “Bylaws”). In addition,
the Company is required to comply with certain aspects of the Norwegian Securities Trading
Act, the Norwegian Accounting Act, the Market Abuse Regulation (MAR) and The Issuer Rules
for Oslo Børs (Rule Book I: Harmonized Rules and Oslo Rule Book II-Issuer Rules).
The Company’s corporate governance principles are determined by the Board and are set
forth in the Company’s management documents. The purpose of the Company’s corporate
governance policy is to ensure an appropriate separation of roles and responsibilities among
the Company’s Board and its management and to make certain that the Company’s business
activities are subject to satisfactory control.
The Company’s key values are: integrity, accountability, innovation, reliability, quality
consciousness and dedication. These values characterize the behavior of the Company and
the Company’s employees, and form the basis for the Company’s ethical guidelines.
28
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CORPORATE GOVERNANCE STATEMENT
Business
The Company is an international crude tanker business within the shipping industry, with the
ambition of owning, chartering out and operating modern shipping assets aiming to create
value for its shareholders in a sustainable manner.
The Company’s objectives and principal strategies are further described in the Company’s
annual reports and on the Company’s website: www.okeanisecotankers.com. The Company
has offices in Athens, Greece.
Deviation: Marshall Islands law does not require the business activities of the Company to
be narrowly defined in the Company’s Bylaws and the Company’s Articles of Incorporation.
The Company may be organized for any lawful purpose. It is customary for Marshall Island
companies to have general and expansive descriptions of permitted activities, but – as reflected
in other documents issued by the Company – the Company has clear objectives and strategy
for its business and seeks to create value for its shareholders in a sustainable manner.
Equity and Dividends
Equity
As of December 31, 2021, the Company’s consolidated equity was approximately $358.3 million,
equivalent to approximately 38% of total assets. The Company’s equity level and financial
strength shall be considered in light of its objectives, charter coverage and strategy.
Dividend Policy - value creation for shareholders
During the year ended December 31, 2021 the Company distributed an amount of $3.2 million
and an amount of $34.3 million through dividends and capital distributions respectively. It is
the intention of the Company that its shares shall offer a competitive yield and be reflective
of the cash flows generated by the Company. The Company has selected to distribute/return
dividends/paid-in capital close to its free cash flow adjusted for non-recurring items, working
capital needs or other discretionary items as from time to time will be decided by the Board.
The dividend payment or capital return frequency will be considered over time. The timing
and amount of dividends is at the discretion of the Board, who will also take into account any
applicable contractual and/or legal restrictions on such payments.
The Company will be aligned with and committed to creating value for its shareholders. As
part hereof,
the Board has adopted a policy effective as from January 2021 to calculate the Company’s
Net Asset Value (“NAV”) per share and consider asset sales and capital reductions if there is
a large discrepancy to its equity market capitalization (the “Discount Control Mechanism”),
a special sub-committee will handle inbound M&A interest and consider issuance of new
shares and/or new vessel acquisitions, and
the Company will capitalize on an expected strengthening tanker market and pursue an
opportunistic asset divestment policy.
29
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CORPORATE GOVERNANCE STATEMENT
Share capital increases and issuance of shares
The Company may issue in the aggregate, over the course of its lifetime, without the consent
of any shareholders, up to the 100,000,000 authorized shares as set forth in the Articles of
Incorporation. To the extent the Company wishes to issue any number of shares that are in
excess of such number of authorized shares (taking into account the number of shares that are
issued and outstanding), the Articles of Incorporation must be amended by shareholder vote.
Purchase of own shares
The Company may purchase its own shares out of surplus except if the Company is insolvent
or would thereby be made insolvent. Accordingly and further, the Company may purchase its
own shares out of stated capital, if the purchase is made for the purpose of: (a) eliminating
fractions of shares; (b) collecting or compromising indebtedness to the corporation; or (c)
paying dissenting shareholders entitled to receive payment for their shares. Shares that have
been issued and have been purchased or otherwise redeemed by the Company shall be
cancelled if they are redeemed out of stated capital, or if the Articles of Incorporation require
that such shares be cancelled upon redemption. Any shares reacquired by the corporation
and not required to be cancelled may be either retained as treasury shares or cancelled by the
Board at the time of redemption or at any time thereafter. Shares cancelled after repurchase
shall be restored to the status of authorized but unissued shares, except that if the Articles of
Incorporation prohibit the reissue of any shares required or permitted to be cancelled.
Deviation: According to Marshall Islands law, the Board is authorized to issue additional shares
at any time, up to the limits set by the Company’s authorized share capital. This authorization
is not limited to specific purposes or limited in time and can be increased only upon the
authorization of the shareholders.
Equal Treatment of Shareholders and Transactions with Related Parties
Neither the general meeting, nor the Board of Directors nor the chief executive may make any
decision that is intended to give an unreasonable advantage to certain shareholders or other
parties at the expense of other shareholders of the company unless there is a factual basis for
such discrimination.
Class of shares
The Company has one class of shares. All shares are vested with equal rights in the Company,
and neither the Articles of Incorporation nor the Bylaws contain any provisions restricting the
exercise of voting rights.
Trading in own shares
In the event of a future share buy-back program, the Board will aim to ensure that all transactions
pursuant to such program will be carried out through the trading system at Oslo Børs.
Transactions with close associates
No contract or transaction between the Company and one or more of the Company’s
directors or officers will be void or voidable solely because the director or officer is present at or
participates in the meeting of the Board or committee thereof which authorizes the contract
30
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CORPORATE GOVERNANCE STATEMENT
or transaction, or solely because his or her or their votes are counted for such purpose, if (1) the
material facts as to such director’s interest in such contract or transaction and as to any such
common directorship, officership or financial interest are disclosed in good faith or known to
the Board or committee, and the Board or committee approves such contract or transaction
by a vote sufficient for such purpose without counting the vote of such interested director,
or, if the votes of the disinterested directors are insufficient to constitute an act of the Board,
by unanimous vote of the disinterested directors; or (2) the material facts as to such director’s
interest in such contract or transaction and as to any such common directorship, officership
or financial interest are disclosed in good faith or known to the shareholders entitled to vote
thereon, and such contract or transaction is approved by vote of such shareholders.
The Board has adopted rules of procedures for the Board which, inter alia, includes guidelines
for notification by members of the Board and executive management if they have any material
direct or indirect interest in any transaction entered into by the Company. These procedures
further ensure that the Company is made aware of possible conflicts of interests and handles
such agreements in a sufficiently thorough manner, with the aim of preventing value from
being transferred to related parties.
Deviation: According to the Articles of Incorporation, the shareholders do not have any pre-
emptive rights to subscribe for new shares. This is in line with Marshall Islands law and practice.
Guidelines for directors and executive management
Pursuant to Marshall Islands law, the Board is not required to obtain independent third party
evaluations in the event that the Company enters into transactions with close associates. The
Board may engage independent third parties to evaluate future transactions.
Shares and Negotiability
The shares of the Company are fully transferable. There are no restrictions on transferability of
shares pursuant to the Articles of Incorporation or Bylaws. Pursuant to Article VI of the Bylaws,
the Board shall have power and authority to make such rules and regulations as it may deem
appropriate concerning the issuance, registration and transfer of certificates representing
shares of the Company’s stock in uncertified form, and expects to issue all of its stock for the
foreseeable future in uncertified form.
Shareholder Meetings
General
The Board will make its best efforts with respect to the timing and facilitation of annual and
special meetings of the shareholders to ensure that as many shareholders as possible may
exercise their rights by participating in shareholder meetings, thereby making the shareholder
meeting an effective forum for the views of shareholders and the Board.
Special meetings of the shareholders may be called by the Board or by such person or persons
as may be authorized by the Articles of Incorporation or the Bylaws.
31
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CORPORATE GOVERNANCE STATEMENT
Notification
The notice for a general meeting, with reference to or attached support information on
the resolutions to be considered at the general meeting, shall as a principal rule be sent
to shareholders no later than 15 and no more than 60 days prior to the date of the general
meeting. The Board will seek to ensure that the resolutions and supporting information are
sufficiently detailed and comprehensive to allow shareholders to form a view on all matters to
be considered at the meeting. The notice and support information, as well as a proxy voting
form, will normally be made available on the company’s website, www.okeanisecotankers.
com, no later than 15 and no more than 60 days prior to the date of the general meeting.
Participation and execution
The Board of Directors can choose whether to hold a general meeting as a physical meeting
or as an electronic meeting. Shareholders have the right to attend by electronic means unless
the Board of Directors finds that there is sufficient cause for it to refuse to allow this.
The Board shall, as a general rule, be present at general meetings. The auditor will attend the
annual shareholder meeting and any special shareholder meetings to the extent required by
the agenda items or other relevant circumstances. The chairman of the Board or an individual
appointed by the Chairman of the Board will chair shareholders’ meetings.
The Company will aim to prepare and facilitate the use of proxy forms which allows separate
voting instructions to be given for each item on the agenda, and nominate a person who
will be available to vote on behalf of shareholders as their proxy. The Board may decide that
shareholders may submit their votes in writing, including by use of electronic communication,
in a period prior to the relevant shareholder meeting. The Board should seek to facilitate such
advance voting.
To the extent deemed appropriate or necessary by the Board, the Board will seek to arrange
for the shareholder meeting to vote separately on each candidate nominated for election to
the company’s corporate offices.
Deviation: The Corporate Governance Code stipulates that at least 21 days’ notice must be
given to call a general meeting. The procedures for notification (as set out above) are in line
with Marshall Islands law and practice and believed to capture the intent thereof, and secure
shareholders’ rights.
The Corporate Governance Code stipulates that the Board shall ensure that the shareholder
meeting is able to elect an independent Chairman. However, having the Chairman of the
Board or a person appointed by him chairing the annual shareholder meeting simplifies the
preparations for the annual shareholder meeting significantly.
Nomination Committee
The Company’s Bylaws allow for the establishment of a nomination committee; however, the
Company has decided not to establish one.
32
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CORPORATE GOVERNANCE STATEMENT
Deviation: The Company’s Bylaws provide that Okeanis Eco Tankers Corp. may appoint a
nomination committee. Shareholders have not expressed any desire to create such a body,
which is also not required under Marshall Islands law, being the jurisdiction in which the
Company is incorporated. The Company has based its solid operations, successful strategy and
growth on the leadership and stewardship of its majority shareholder, CEO and Chairman, Mr.
Ioannis Alafouzos, who (together with affiliates) owns approximately 57% of the Company. He
has throughout kept the best interests of all stakeholders in mind. This is evidenced, inter alia,
by the current composition of the Board, which comprises seven directors, of whom three are
entirely independent, while three are independent from Mr. Alafouzos and his affiliates but
serving by virtue of representing various funds that hold in aggregate approximately 16% of
the outstanding shares in the Company. All members of the Board are up for re-election in
the upcoming 2022 AGM. The Board of Directors will listen to shareholder demands, as and
if expressed, with a view to facilitating a Board going forward which continues to have the
support of shareholders, aligning ownership interest, expertise, integrity and independence in
accordance with the principles underlying the NUES recommendation.
Board of Directors: Composition and Independence
Pursuant to Section B of the Articles of Incorporation, the Company’s Board shall consist of at
least one director. The Board currently has seven directors.
As a listed company, the composition of the Board should ensure that it can attend to the
common interests of all shareholders and meet the Company’s need for expertise, capacity
and diversity. Attention should be paid to ensuring that the Board can function effectively
as a collaborative body. The composition of the Board should ensure that it can operate
independently of any special interests. At least two of the members of the Board should be
elected by shareholders and should also be independent of the Company’s main shareholder(s).
Other than as discussed herein, the Board should not include executive personnel. If the Board
does include executive personnel, the Company should provide an explanation for this and
implement consequential adjustments to the organization of the work of the Board, including
the use of board committees to help ensure more independent preparation of matters for
discussion by the Board.
The Chairman of the Board should be elected at the general meeting
Each Director, including the Chairman of the Board, shall be elected to serve for a term of a
maximum of two years and until his successor shall be elected and qualified. The annual report
provides information illustrating the expertise of the members of the Board, and information
on their record of attendance at Board meetings. In addition, the annual report identifies
which members are considered to be independent.
Deviation: The Company’s CEO is currently also the Chairman of the Board. In light of Mr.
Alafouzos’s unique experience and majority stake in the Company, it is the view of the Board
that he is naturally aligned with shareholders and that it is advantageous that he maintains
the dual roles. The Company’s current shareholders and financiers share a similar view.
33
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CORPORATE GOVERNANCE STATEMENT
The Work of the Board of Directors
The rules of procedure for the Board of Directors
The Board is responsible for the overall management of the Company, and shall supervise the
Company’s business and activities, in general.
The Board has adopted rules of procedure, which provide regulation on, inter alia, the duties
of the Board and the CEO, the annual plan for the Board, notices of Board proceedings, and
the shareholders and matters of confidentiality.
The Board shall produce an annual plan for its work, with particular emphasis on objectives,
strategy and implementation. The CEO shall at least once a month, by attendance or in writing,
inform the Board about the Company’s activities, position and profit trend.
The Board’s consideration of material matters in which the chairman of the Board is, or has
been, personally involved, shall be chaired by some other member of the Board.
The Board of Directors shall act with sufficient clarity with regards to agreements with close
associates ensuring that the Company is made aware of possible conflicts of interests and shall
handle such agreements in a sufficiently thorough manner, with the aim of preventing value
from being transferred to related parties.
The Board conducts an annual self-evaluation of its own work and competence, with input
from various sources. The Board considers external investors’ perception of the Company’s
operational performance, corporate governance reputation, financial transparency and
effectiveness in communications with external stakeholders. The various Board committees
are also reviewed for their effectiveness in executing their responsibilities. A factor that is
believed to drive alignment between the Board and the Company’s shareholders is the Board’s
significant, cumulative shareholding of 74% in the Company.
In 2021, four regular meetings of the Board of Directors were held. Due to COVID-19 pandemic
and mobility restrictions, the majority of the Board actions were carried out either through
means of telecommunication or written consents of the Board of Directors. Besides the formal
meetings, the Board of Directors is in contact regularly via conference calls and email.
The decision-making process and the attendance rate of the members of the Board of
Directors for 2021 was as follows:
UNANIMOUS
NAME TITLE MEETINGS ATTENDED WRITTEN CONSENTS
Ioannis Alafouzos Chairman 4 out of 4 8
Robert Knapp Director 4 out of 4 8
Daniel Gold Director 4 out of 4 8
Joshua Nemser Director 4 out of 4 8
Charlotte Stratos Independent Director 4 out of 4 8
John Kittmer Independent Director 4 out of 4 8
Petros Siakotos Director - -
George Aronis Director 3 out of 4 8
34
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CORPORATE GOVERNANCE STATEMENT
Audit Committee
The Company’s audit committee is governed by an instruction adopted by the Board. A
majority of the members shall be independent of the Company’s operations, and at least
one member who is independent of the Company shall have qualifications in accounting or
auditing. Board members who are also members of the executive management cannot be
members of the audit committee. The principal tasks of the audit committee are to:
(a) prepare the Board’s supervision of the Company’s financial reporting process;
(b) monitor the systems for internal control and risk management;
(c) maintain continuous contact with the Company’s auditor regarding the audit of the
annual accounts; and
(d) review and monitor the independence of the Company’s auditor, including in particular
the extent to which the auditing services provided by the auditor or the audit firm
represent a threat to the independence of the auditor.
The Audit Committee consists of Charlotte Stratos and John Kittmer.
Remuneration Committee
The members of the remuneration committee shall be independent of the Company’s
executive management. The principal tasks of the remuneration committee are to prepare:
(a) the Board’s declaration on determination of salaries and other remuneration for executive
management;
(b other matters relating to remuneration and other material employment issues in respect
of the executive management;
The Remuneration Committee consists of Charlotte Stratos and John Kittmer.
Risk Management and Internal Control
Risk management and internal controls are given high priority by the Board to ensure
that adequate systems are in place. The control system consists of interdependent areas,
which include risk management, control environment, control activities, information and
communication and monitoring.
The Company’s management is responsible for establishing and maintaining sufficient internal
control over financial reporting. The CEO and CFO supervise and oversee the external reporting
and the internal reporting processes. This includes assessing financial reporting risks and
internal controls over financial reporting within the Group. The consolidated external financial
statements are prepared in accordance with IFRS and International Accounting Standards as
adopted by the EU.
The Board shall ensure that the Company has sound internal controls and systems for risk
management. If employees experience situations or matters that may be contrary to rules and
regulations, they are urged to raise their concern with their immediate superior or another
manager in the Company. The Company has established a whistle-blowing function that
enables employees to alert the Company’s governing bodies about possible breaches of rules
and regulations.
35
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CORPORATE GOVERNANCE STATEMENT
The Board shall conduct an annual organizational risk review in order to identify real and
potential risks, and remedy any incidents that have occurred. This year, the Company
concluded an annual review in the most important areas of risk and implemented a series
of internal controls and procedures. The Company has established an audit committee that
regularly evaluates and discusses the various risk elements of the Company, and potential for
improvement. The audit committee reports to the Board of Directors.
Remuneration of the Board of Directors
Pursuant to the Company’s Bylaws, the remuneration of the Board is decided at the Company’s
general meeting, and reflects the Board’s responsibility, expertise, time commitment and
the complexity of the Company’s activities. The remuneration is not linked to the Company’s
performance.
Share options have not been granted to Board members.
The annual report provides details of all elements of the remuneration and benefits of each
member of the Board, which includes a specification of any remuneration in addition to
normal fees to the members of the Board. If and to the extent members of the Board and/or
companies with which they are associated are requested to take on specific assignments for
the Company in addition to their appointment as a member of the Board, the appointment
is being disclosed to the Board.
The remuneration for such additional duties is approved by the Board.
For additional information around Board of Directors’ remuneration, please refer to note 14 to
the consolidated financial statements.
Remuneration of the Executive Management
The Board prepares separate guidelines for the stipulation of salary and other remuneration
to key management personnel. The guidelines include the main principles applied in
determining the salary and other remuneration of the executive management, and ensure
alignment between executive management and shareholders. According to these, it is being
made clear which aspects of the guidelines are advisory and which, if any, are binding, thereby
enabling the general meeting to vote separately on each of these aspects.
The Board makes sure that performance-related remuneration of the executive management in
the form of annual bonus programs, share options or the like, if used, are linked to value creation
for shareholders or the Company’s earnings performance over time. Performance-related
remuneration is subject to an absolute limit. Furthermore, the Company ensures that such
arrangements are based on quantifiable factors that the employee in question can influence.
In addition, the Company has appointed a remuneration committee in order to help ensure
thorough and independent preparation of matters relating to compensation paid to the
executive management.
36
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CORPORATE GOVERNANCE STATEMENT
For additional information around executive management’s remuneration, please refer to
note 14 to the consolidated financial statements.
Information and Communications
The Board will seek to ensure that market participants receive correct, clear, relevant and
up-to-date information in a timely manner, taking into account the requirement for equal
treatment of all participants in the securities market.
The Company each year publishes a financial calendar, providing an overview of the dates for
major events such as its ordinary general meeting and publication of interim reports.
Takeovers
In the event the Company becomes the subject of a takeover bid, the Board shall seek to ensure
that the Company’s shareholders are treated equally and that the Company’s activities are not
unnecessarily interrupted. The Board shall also ensure that the shareholders have sufficient
information and time to assess the offer. With a view to secure a shareholder-friendly policy,
the Board has appointed a special sub-committee, with solid shareholder representation,
which will handle any inbound M&A interest and/or take-over initiatives.
There are no defense mechanisms against takeover bids in the Company’s Articles of
Incorporation or Bylaws, nor have other measures been implemented to specifically hinder
acquisitions of shares in the Company. The Board has not established written guiding principles
for how it will act in the event of a takeover bid, as such situations are normally characterized
by unique, non-recurring events that make a guideline challenging to prepare. In the event
of a proposed takeover, the Board will consider relevant, specific recommendations in the
Corporate Governance Code.
Auditor
The Board requires the Company’s auditor to annually present to the Company a review of
the Company’s internal control procedures, including identified weaknesses and proposals for
improvement, as well as the main features of the plan for the audit of the Company.
Furthermore, the Board requires the auditor to participate in meetings of the Board that deal
with the annual accounts. A Board meeting with the auditor in which no member of the
executive management is present is being held at the request of the auditor.
The Board reviews and monitors the independence of the Company’s auditor, including in
particular the extent to which services other than auditing provided by the auditor or the audit
firm represents a threat to the independence of the auditor.
The ordinary general meeting approves the remuneration. The Board reports to the general
meeting on details of fees for audit work and for other specific assignments.
37
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CONSOLIDATED FINANCIAL STATEMENTS
LETTER FROM
THE CHAIRMAN
HISTORY
& FLEET
PRESENTATION
OF THE BOARD
OF DIRECTORS
BOARD
OF DIRECTORS’
REPORT
RESPONSIBILITY STATEMENT
CORPORATE
GOVERNANCE
STATEMENT
CONSOLIDATED
FINANCIAL
STATEMENTS
PARENT COMPANY
FINANCIAL
STATEMENTS
CONSOLIDA TED
FINANCIAL
STATEMENTS
OKEANIS ECO TANKERS CORP.
[
Incorporated under the laws of the Republic of the Marshall Islands with registration number 96382]
Consolidated Financial Statements
for the Year Ended December 31, 2021
and Independent Auditor’s Report
Index
38 Directors’ Statement
39 Independent Auditor’s Report
46 Consolidated Statement of Profit or Loss and Other Comprehensive Income,
for the years ended December 31, 2021 and 2020
47 Consolidated Statement of Financial Position, as of December 31, 2021 and 2020
48 Consolidated Statement of Changes in Equity, for the years ended December 31, 2021
and 2020
49 Consolidated Statement of Cash Flows, for the years ended December 31, 2021 and 2020
50 Notes to the Consolidated Financial Statements
38
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CONSOLIDATED FINANCIAL STATEMENTS
DIRECTORS’ STATEMENT
For the year ended December 31, 2021
The Directors present their statement to the members together with the audited financial
statements of the Group for the financial year ended December 31, 2021.
In the opinion of the Directors,
a) The consolidated financial statements of the Group as set out are drawn up as to give a true
and fair view of the financial position of the Group as at December 31, 2021 and the financial
performance, changes in equity and cash flows of the Group for the financial year covered by
the consolidated financial statements.
b) As at the date of this report, the Board does not have any reason to believe that the Group’s
shareholders do not support the going concern of the Group and it confirms that the
conditions for continued operations as a going concern are present for the Group. These
financial statements have been prepared under this assumption.
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
39
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
40
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
41
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
42
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
43
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
44
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
45
46
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CONSOLIDATED FINANCIAL STATEMENTS
Okeanis Eco Tankers Corp.
Consolidated statement of profit or loss and other comprehensive income
For the years ended December 31, 2021 and 2020
(
All amounts expressed in U.S. Dollars)
FOR THE TWELVE MONTHS
ENDED DECEMBER 31,
NOTE 2021 2020
Revenue 21 168,998,225 282,870,330
Operating expenses
Commissions (2,229,156) (3,757,075)
Voyage expenses 11 (45,006,762) (48,116,343)
Vessel operating expenses 10 (40,695,997) (40,178,632)
Management fees 14 (5,425,200) (3,416,400)
Depreciation and amortization 7 (38,666,266) (41,619,641)
General and administrative expenses 12 (5,094,940) (4,421,483)
Total operating expenses (137,118,321) (141,509,574)
Operating profit before impairment loss
and net gain on disposal of vessels 31,879,904 141,360,756
Impairment loss on classification of vessels
as held for sale 7 (3,932,873)
Net gain on disposal of vessels 7 4,076,668
Operating profit 32,023,699 141,360,756
Other income/(expenses)
Interest income 3,470 50,499
Other expenses 23 (1,354,921)
Interest and other finance costs 22 (36,465,423) (37,649,743)
Unrealized gain/(loss) on derivatives 24 4,156,933 (1,116,166)
Realized loss on derivatives (558,916) (23,770)
Foreign exchange (loss)/gain (62,662) 52,287
Total other expenses (32,926,598) (40,041,814)
(Loss)/profit for the year (902,899) 101,318,942
Other comprehensive income
Items that will not be reclassified to profit or loss:
Re-measurement of post-employment benefit obligations (203) (3,051)
Total comprehensive (loss)/income for the year (903,102) 101,315,891
Attributable to the owners of the Group (903,102) 101,315,891
Earnings/(loss) per share - basic & diluted 18 (0.03) 3.12
Weighted average no. of shares - basic & diluted 32,372,393 32,462,659
The accompanying notes are an integral part of these consolidated financial statements.
47
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CONSOLIDATED FINANCIAL STATEMENTS
Okeanis Eco Tankers Corp.
Consolidated statement of financial position
As of December 31, 2021 and 2020
(All amounts expressed in U.S. Dollars)
AS OF DECEMBER 31, NOTE 2021 2020
Assets
Non-current assets
Vessels, net 7 865,208,380 1,199,364,846
Vessels under construction 8 18,193,257
Other fixed assets 61,019 41,019
Derivative financial instrument 24 3,150,767
Restricted cash 5,410,000 6,410,000
Total non-current assets 892,023,423 1,205,815,865
Current assets
Inventories 6 12,630,531 5,767,484
Trade and other receivables 7,448,390 14,633,061
Claims receivable 19 261,093 154,448
Prepaid expenses and other current assets 1,032,640 964,416
Current accounts due from related parties 14 1,070,101 7,063,619
Current portion of restricted cash 1,939,443 1,991,381
Cash & cash equivalents 38,183,154 23,338,062
Total current assets 62,565,352 53,912,471
Total assets 954,588,775 1,259,728,336
Shareholders’ equity & liabilities
Shareholders’ equity
Share capital 15 32,890 32,890
Additional paid-in capital 15 300,019,846 334,328,863
Treasury shares 15 (3,571,790) (3,068,260)
Other reserves (26,150) (25,947)
Retained earnings 61,838,062 65,960,647
Total shareholders’ equity 358,292,858 397,228,193
Non-current liabilities
Long-term borrowings, net of current portion 13 534,783,459 759,218,688
Retirement benefit obligations 17,294 61,175
Derivative financial instrument 24 1,116,166
Total non-current liabilities 534,800,753 760,396,029
Current liabilities
Trade payables 15,960,456 17,697,198
Accrued expenses 9 2,623,745 2,306,868
Deferred revenue 6,462,292
Current accounts due to related parties 14 698,153 379,803
Current portion of long-term borrowings 13 42,212,810 75,257,953
Total current liabilities 61,495,164 102,104,114
Total liabilities 596,295,917 862,500,143
Total shareholders’ equity & liabilities 954,588,775 1,259,728,336
The accompanying notes are an integral part of these consolidated financial statements.
48
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CONSOLIDATED FINANCIAL STATEMENTS
Okeanis Eco Tankers Corp.
Consolidated statement of changes in equity
For the years ended December 31, 2021 and 2020
(All amounts, expressed in U.S. Dollars, except for number of shares)
ADDITIONAL
NUMBER PAID IN
OF SHARE CAPITAL TREASURY OTHER RETAINED
NOTE SHARES CAPITAL (NOTE 15) SHARES RESERVES EARNINGS TOTAL
Balance
January 1, 2020 32,739,851 32,890 334,328,863 (1,010,155) (22,896) 8,365,601 341,694,303
Acquisition
of equity shares
at NOK 57.3 per share 15 (113,934) (698,924) (698,924)
Acquisition
of equity shares
at NOK 57.5 per share 15 (250,000) (1,359,181) (1,359,181)
Profit for the year 101,318,942 101,318,942
Dividends paid 15 (43,723,896) (43,723,896)
Other comprehensive
loss for the year (3,051) (3,051)
Balance
December 31, 2020 32,375,917 32,890 334,328,863 (3,068,260) (25,947) 65,960,647 397,228,193
Acquisition
of equity shares
at NOK 75.3 per share 15 (22,500) (197,116) (197,116)
Acquisition
of equity shares
at NOK 75.9 per share 15 (8,000) (70,642) (70,642)
Acquisition
of equity shares
at NOK 70.5 per share 15 (28,736) (235,772) (235,772)
Loss for the year (902,899) (902,899)
Capital distribution 15 (34,309,017) (34,309,017)
Dividends paid 15 (3,219,686) (3,219,686)
Other comprehensive
loss for the year (203) (203)
Balance
December 31, 2021 32,316,681 32,890 300,019,846 (3,571,790) (26,150) 61,838,062 358,292,858
The accompanying notes are an integral part of these consolidated financial statements.
49
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CONSOLIDATED FINANCIAL STATEMENTS
Okeanis Eco Tankers Corp.
Consolidated statement of cash flows
For the years ended December 31, 2021 and 2020
(
All amounts expressed in U.S. Dollars)
FOR THE TWELVE MONTHS
ENDED DECEMBER 31,
NOTE 2021 2020
Cash flows from operating activities
(Loss)/profit for the year (902,899) 101,318,942
Adjustments to reconcile (loss)/profit to net cash
provided by operating activities:
Depreciation 38,666,266 41,619,641
Interest expense 27,082,841 34,373,842
Amortization of loan financing fees 4,233,322 2,519,363
Unrealized (gain)/loss on derivatives (4,156,933) 1,116,166
Interest income (3,470) (50,499)
Other non-cash items (44,084) 8,109
Net gain on disposal of vessels (4,076,668)
Impairment loss 3,932,873
Total reconciliation adjustments 65,634,147 79,586,622
Changes in working capital:
Trade and other receivables 7,184,671 3,597,901
Prepaid expenses and other current assets (173,406) 1,380,519
Inventories (6,863,047) 784,973
Trade payables (2,945,453) 588,189
Accrued expenses 469,704 (1,892,202)
Deferred revenue (6,462,292) 1,543,166
Claims receivable (106,645) (61,840)
Interest paid (27,240,486) (34,643,912)
Total changes in working capital (36,136,954) (28,703,206)
Net cash provided by operating activities 28,594,294 152,202,358
Cash flows from investing activities
Current accounts due from related parties 5,993,518 (5,226,567)
Payments for other fixed assets (20,000) (1,019)
Proceeds from vessels’ disposal 300,938,574
Decrease/(increase) in restricted cash 1,051,938 (4,991,381)
Dry-dock expenses (1,921,472) (1,403,289)
Payments for vessels and vessels under construction (20,367,653) (172,165,396)
Interest received 3,470 50,499
Net cash provided by/(used in) investing activities 285,678,375 (183,737,153)
Cash flows from financing activities
Proceeds from long-term borrowings 277,677,250
Repayments of long-term borrowings (261,713,694) (175,908,202)
Capital distribution (34,309,017)
Current accounts due to related parties 318,350 (12,743,952)
Payment of loan financing fees (1,765,961)
Acquisition of treasury stock 15 (503,530) (2,058,105)
Dividends paid (3,219,686) (43,723,896)
Net cash (used in)/provided by financing activities (299,427,577) 41,477,134
Net change in cash and cash equivalents 14,845,092 9,942,339
Cash and cash equivalents at the beginning of year 23,338,062 13,395,723
Cash and cash equivalents at the end of year 38,183,154 23,338,062
Supplemental cash flow information
Capital expenditures included in trade payables 1,285,135 3,673,472
The accompanying notes are an integral part of these consolidated financial statements.
50
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT CONSOLIDATED FINANCIAL STATEMENTS
1. Incorporation and General Information
Okeanis Eco Tankers Corp. (“OET” or the “Company” or “Okeanis Eco Tankers”), was founded on
April 30, 2018 as a private limited corporation under the laws of the Republic of the Marshall
Islands having its registered offices at the following address: Trust Company Complex, Ajeltake
Road, Ajeltake Island, Majuro, Republic of the Marshall Islands. OET is majority controlled
by Glafki Marine Corp. (“Glafki”) through voting interest. Glafki is owned by Ioannis Alafouzos
and Themistoklis Alafouzos. The Company, as of the date of this report, owns thirteen vessels
on the water and one vessel under construction. The principal activity of its subsidiaries is to
own, charter out and operate tanker vessels on an international level.
The consolidated financial statements comprise the financial statements of Okeanis Eco
Tankers Corp. and its wholly owned subsidiaries (collectively the “Group”).
The Alafouzos family fully owned OMH and currently holds, through Glafki, a stake of 56.82% in
the Company. The Company traded on the Merkur Market (currently named Euronext Growth)
from July 3, 2018 until March 8, 2019, when it was then admitted for trading on the Oslo Axess
(currently named Euronext Expand). In January 2021, the Company transferred its listing from
Euronext Expand to Oslo Børs.
As at December 31, 2021 the Group comprises the following companies:
DATE OF INTEREST
CONTRIBUTION HELD BY
COMPANY NAME TO OET INCORPORATED OET
Therassia Marine Corp. June 28, 2018 Liberia 100%
Milos Marine Corp. June 28, 2018 Liberia 100%
Ios Maritime Corp. June 28, 2018 Liberia 100%
Omega One Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Two Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Three Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Four Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Five Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Six Marine Corp. October 30, 2019 Marshall Islands 100%
Omega Seven Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Nine Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Ten Marine Corp. October 30, 2019 Marshall Islands 100%
Omega Eleven Marine Corp. June 28, 2018 Marshall Islands 100%
Nellmare Marine Ltd June 28, 2018 Marshall Islands 100%
Anassa Navigation S.A. June 28, 2018 Marshall Islands 100%
Arethusa Shipping Ltd June 28, 2018 Marshall Islands 100%
Moonsprite Shipping Corp. June 28, 2018 Marshall Islands 100%
Theta Navigation Ltd June 14, 2021 Marshall Islands 100%
Ark Marine S.A. June 14, 2021 Marshall Islands 100%
OET Chartering Inc. June 28, 2018 Marshall Islands 100%
Okeanis Eco Tankers Corp. April 30, 2018 Marshall Islands
NOTES
51
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
2. Basis of Preparation and Statement of Compliance
The consolidated financial statements of the Group have been prepared in accordance with
International Financial Reporting Standards (“IFRS”) published by the International Accounting
Standards Board (the “IASB”). The consolidated financial statements are presented in United
States Dollars ($) since this is the currency in which the majority of the Group’s transactions
are denominated, thus the U.S. Dollar is the Company’s functional and presentation currency.
The consolidated financial statements have been prepared on the historical cost basis, except
for interest rate swaps and forward freight agreements measured at their fair value. The
consolidated financial statements have been prepared on a going concern basis.
Okeanis Eco Tankers annual consolidated financial statements were approved and authorized
for issue by the Company’s Board of Directors on April 14, 2022.
3. Basis of Consolidation
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and
ceases when the Company loses control of the subsidiary. Specifically, income and expenses
of a subsidiary acquired or disposed of during the year are included in the consolidated
statements of profit or loss and other comprehensive income from the date the Company
gains control until the date it ceases to control the subsidiary.
Control is achieved when the Company:
has power over the investee;
is exposed, or has rights, to variable returns from its involvement with the investee; and
has the ability to use its power to affect its returns.
The Company reassesses whether or not it controls a subsidiary if facts and circumstances
indicate that there are changes to one or more of the three elements of control listed above.
On June 14, 2021 the Company established two Marshall Islands-based subsidiary owning
companies, Ark Marine S.A. and Theta Navigation Ltd, that will own and operate Nissos Kea
(Hull 3211) and Nissos Nikouria (Hull 3212). Each of the companies have 500 shares issued at par
value, owned 100% by Okeanis Eco Tankers Corp.
4. Summary of Significant Accounting Policies
Use of estimates
The preparation of the consolidated financial statements in conformity with IFRS requires
management to make estimates and assumptions that affect the reported amounts of assets
and liabilities, the disclosures of contingent assets and liabilities at the date of the consolidated
financial statements, and the stated amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
52
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Vessel revenue recognition
Revenues are generated from time charter and voyage charter agreements.
Under a time charter agreement, the vessel is hired by the charterer for a specified period
of time in exchange for consideration which is usually based on a daily hire rate. In addition,
certain of our time charter arrangements may, from time to time, include profit sharing
clauses, arising from the sharing of earnings together with third parties and the allocation
to the Group of such earnings based on a predefined methodology. The charterer has
the full discretion over the ports visited, shipping routes and vessel speed. The contract/
charter party generally provides typical warranties regarding the speed and performance
of the vessel. The charter party generally has some owner-protective restrictions such that
the vessel is sent only to safe ports by the charterer, subject always to compliance with
applicable sanction laws, and carry only lawful or non-hazardous cargo. In a time charter
contract, the Group is responsible for all the costs incurred for running the vessel such as
crew costs, vessel insurance, repairs and maintenance and lubricants. The charterer bears
the voyage related costs such as bunker expenses, port charges, canal tolls during the hire
period. The performance obligations in a time charter contract are satisfied over the term of
the contract, beginning when the vessel is delivered to the charterer until it is redelivered
back to the Group. The charterer generally pays the charter hire in advance of the upcoming
contract period. The time charter contracts are considered operating leases accounted for
in accordance with IFRS 16. Time charter contracts do not fall under the scope of IFRS 15-
Revenue from Contracts with Customers because (i) the vessel is an identifiable asset (ii) the
Group 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. Revenue from time charter agreements is recognized on a straight-line basis
over the duration of the time charter agreement. In case of a time charter agreement with
contractual changes in rates throughout the term of the agreement, any differences between
the actual and the straight-line revenue in a reporting period is recognized as a straight-line
asset or liability and reflected under current assets or current liabilities, respectively, in the
consolidated statement of financial position.
Under a voyage charter agreement, the vessel transports a specific agreed-upon cargo for
a single voyage which may include multiple load and discharge ports. The consideration is
determined on the basis of a freight rate per metric ton of cargo carried, or 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, where freight is paid within certain days after the completion of discharge.
The voyage charter party generally has a “demurrage” or “despatch” clause. As per this clause,
the charterer reimburses the Group for any potential delays exceeding the allowed laytime
as per the charter party clause at the ports visited which is recorded as demurrage revenue.
Conversely, the charterer is given credit if the loading/ discharging activities happen within the
allowed laytime known as despatch resulting in a reduction in 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 as a result revenue
is recognized on a straight line basis over the voyage days from the commencement of the
loading of cargo to completion of discharge.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
53
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
The voyage contracts are considered service contracts which fall under the provisions of IFRS
15, because the Group as shipowner retains control over the operations of the vessel, such as
directing the routes taken or the vessel’s speed.
Under a voyage charter agreement, the Company bears all voyage related costs such as fuel
costs, port charges and canal tolls, as applicable. Voyage related costs which are incurred
during the period prior to commencement of cargo loading are accounted for as contract
fulfilment costs when they (a) relate directly to a contract or anticipated contract, (b) generate
or enhance resources that will be used in satisfying a performance obligation and (c) they are
expected to be recovered. These costs are deferred and recorded under current assets, and are
amortized on a straight-line basis as the related performance obligation to which they relate
is satisfied.
Address commissions are discounts provided to charterers under time and voyage charter
agreements. Brokerage commissions are commissions payable to third-party chartering brokers
for commercial services rendered. Both address and brokerage commissions are recognized
on a straight-line basis over the duration of the voyage or the time charter period, and are
reflected under Revenue and Commissions, respectively, in the consolidated statement of
profit or loss and other comprehensive income.
Deferred revenue represents revenue collected in advance of being earned. The portion of
deferred revenue, which is recognized in the next twelve months from the consolidated
statement of financial position date, is classified under current liabilities in the consolidated
statement of financial position.
Vessel voyage expenses
Vessel voyage expenses mainly relate to voyage charter agreements and consist of port, canal
and bunker costs that are unique to a particular voyage, and are recognized as incurred. Under
time charter arrangements, voyage expenses are paid by charterers.
Vessel operating expenses
Vessel operating expenses comprise all expenses relating to the operation of the vessel, including
crewing, insurance, repairs and maintenance, stores, lubricants, spares and consumables and
miscellaneous expenses. Vessel operating expenses are recognized as incurred; payments in
advance of services or use are recorded as prepaid expenses.
Trade and other receivables
Trade receivables include estimated recoveries from hire and freight billings to charterers, net
of any provision for doubtful accounts, as well as interest receivable from time deposits. At
each statement of financial position date, all potentially uncollectible accounts are assessed
individually for purposes of determining the appropriate provision. As of December 31, 2021
and 2020, the provision for doubtful accounts amounted to nil.
As of the date of this report, trade and other receivables’ fair value approximate their carrying
amount.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
54
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Trade payables
Trade payables are obligations to pay for goods or services that have been acquired in the
ordinary course of business from suppliers. Accounts payable are classified as current liabilities
if payment is due within one year or less (or in the normal operating cycle of the business if
longer). If not, they are presented as non-current liabilities.
Deferred financing costs
Fees incurred for obtaining new loans or refinancing existing facilities such as arrangement,
structuring, legal and agency fees are deferred and classified against long-term debt in
the consolidated statement of financial position. Any fees incurred for loan facilities not yet
advanced are deferred and classified under non-current assets in the consolidated statement
of financial position. These fees are classified against long-term debt on the loan drawdown
date.
Deferred financing costs are deferred and amortized over the term of the relevant loan using
the effective interest method, with the amortization expense reflected under interest and
finance costs in the consolidated statement of profit or loss and other comprehensive income.
Any unamortized deferred financing costs related to loans which are either fully repaid before
their scheduled maturities or related to loans extinguished are written-off in the consolidated
statement of profit or loss and other comprehensive income.
Vessels and depreciation
Vessels are stated at cost, which comprises vessels’ contract price, major improvements, and
direct delivery and acquisition expenses less accumulated depreciation and any impairment.
Depreciation is calculated on a straight line basis over the estimated useful life of the vessels,
after considering their estimated residual value. Each vessel’s residual value is equal to the
product of its lightweight tonnage and its estimated scrap rate. The scrap value is estimated to
be approximately $400 per ton of lightweight steel. The Group currently estimates the useful
life of each vessel to be 25 years from the date of original construction.
Special survey and dry-docking costs
Special survey and dry-docking costs are capitalized as a separate component of vessel cost.
These costs are capitalized when incurred and amortized over the estimated period to the
next scheduled dry-docking/special survey. The Group’s vessels are required to undergo dry-
docking approximately every 5 years, until a vessel reaches 10 years of age, after which a vessel
is required to be dry-docked approximately every 2.5 years. If a special survey or dry-docking
is performed prior to the scheduled date, any remaining unamortized balances are written-
off and reflected in depreciation in the statement of profit or loss and other comprehensive
income.
Impairment of vessels
The Group assesses at each reporting date whether there are any indications that the vessels’
carrying amounts may not be recoverable. If such an indication exists, and where the carrying
amount exceeds the estimated recoverable amount, the vessels are written down to their
recoverable amount. The recoverable amount is the greater of fair value less costs to sell and
value in use. The fair value less costs to sell is the amount obtainable from the sale of a vessel
in an arm’s length transaction, less any associated costs of disposal. In assessing value-in-use,
CONSOLIDATED FINANCIAL STATEMENTSNOTES
55
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
the estimated future cash flows are discounted to their present value using a discount rate
that reflects current market assessments of the time value of money and the risks specific to
the vessels.
Advances for vessels under construction
Advances for vessels under construction comprise the cumulative amount of instalments paid
to shipyards for vessels under construction, other pre-delivery expenses directly related to the
construction of the vessel and capitalised interest at the statement of financial position date.
On delivery of a vessel, the balance is transferred to vessels, net, in the consolidated statement
of financial position.
Foreign currency translations
The functional currency of the Company and its subsidiaries is the U.S. dollar because the
vessels operate in international shipping markets, which primarily transact business in U.S.
dollars. Transactions denominated in foreign currencies are converted into U.S. dollars and
are recorded at the exchange rate in effect at the date of the transactions. For the purposes
of presenting these consolidated financial statements, monetary assets and liabilities
denominated in foreign currencies are translated to U.S. dollars at the rate of exchange
prevailing at the consolidated statement of financial position date. Any resulting foreign
exchange differences are reflected under foreign exchange gains/(losses) in the consolidated
statement of profit or loss and other comprehensive income. The company presents its
consolidated financial statements in U.S. dollars.
Interest bearing loans and borrowings
Loans and borrowings are initially recognized at fair value, being the fair value of the
consideration received net of issue costs associated with the borrowing. After initial recognition,
interest-bearing loans and borrowings are subsequently measured at amortized cost using
the effective interest method.
Cash and cash equivalents
The Group considers highly liquid investments such as time deposits and certificates of deposit
with original maturities of three months or less to be cash equivalents. For the purposes of
the consolidated cash flow statement, cash and cash equivalents consist of cash and cash
equivalents as defined above.
Segment Information
The Group’s chief operating decision maker (the “CODM”), being the Chief Executive Officer,
evaluates the performance of the Group on a consolidated basis. Financial information
for different types of vessels or different employment contracts is available, however, the
performance is measured for a single reportable segment, being the “Crude Oil Transportation”.
Employment of vessels varies every period between spot and time charter with a strategy of
maximizing profit and shareholders’ investment. Furthermore, when the Group charters a
vessel to a charterer, the charterer is free to trade the vessel worldwide, so, the vessels of the
fleet are calling at various ports across the globe, over many trade routes. This makes the
segment information on a geographical basis not practicable or meaningful.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
56
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Restricted cash
Restricted cash represents pledged cash deposits or minimum liquidity to be maintained with
certain banks under the Group’s borrowing arrangements. In the event that the obligation
relating to such deposits is expected to be terminated within the next twelve months from
the statement of financial position date, they are classified under current assets otherwise they
are classified as non current assets on the statement of financial position. The Group classifies
restricted cash separately from cash and cash equivalents in the consolidated statement of
financial position. Restricted cash does not include general minimum liquidity requirement.
Inventories
Inventories consist of bunkers, lubricants, stores and provisions on board. At each statement
of financial position date inventories are stated at the lower of cost or net realizable value. The
Group uses the FIFO method to evaluate inventories.
Pension and retirement benefit obligations – crew
The crew on board the Group’s vessels is employed under short-term contracts (usually up
to nine months) and, accordingly, the Group is not liable for any pension or other retirement
benefits.
Cash flow statement policy
The Group uses the indirect method to report cash flows from operating activities.
Earnings/(Loss) per share
Basic earnings/(loss) per share is calculated by dividing income/(loss) attributable to equity
holders of OET by the weighted average number of common shares outstanding. Diluted
earnings/(loss) per share is calculated by adjusting income/(loss) attributable to equity holders
of OET and the weighted average number of common shares used for calculating basic per
share for the effects of all potentially dilutive shares. Such dilutive common shares are excluded
when the effect would be to reduce a loss per share or increase earnings per share. The Group
applies the if-converted method when determining diluted (loss)/earnings per share. This
requires the assumption that all potential ordinary shares have been converted into ordinary
shares at the beginning of the period or, if not in existence at the beginning of the period, the
date of the issue of the financial instrument or the granting of the rights by which they are
granted. Under this method, once potential ordinary shares are converted into ordinary shares
during the period, the dividends, interest and other expense associated with those potential
ordinary shares will no longer be incurred. The effect of conversion, therefore, is to increase
income (or reduce losses) attributable to ordinary equity holders as well as the number of
shares in issue. Conversion will not be assumed for purposes of computing diluted earnings
per share if the effect would be anti-dilutive.
Employee compensation – personnel
Employee compensation is recognized as an expense, unless the cost qualifies to be capitalized
as an asset. Defined contribution plans are post-employment benefit plan under which the
Group pays fixed contributions into separate entities on a mandatory, contractual or voluntary
basis. The Group has no further payment obligations once the contributions have been paid.
The Group’s contributions are recognized as employee compensation expenses when they
are due.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
57
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Employee entitlements to annual leave are recognized when they accrue to employees. A
provision is made for the estimated liability of annual leave as a result of services rendered by
employees up to the statement of financial position date.
Termination benefits are those benefits which are payable when employment is terminated
before the normal retirement date, or whenever an employee accepts voluntary redundancy
in exchange for these benefits. The Group recognizes termination benefits when it is
demonstrably committed to either terminating the employment of current employees
according to a detailed formal plan without possibility of withdrawal or providing termination
benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due
more than 12 months after the statement of financial position date are discounted to present
value.
Taxation
All companies comprising the Group are not subject to tax on international shipping income
since their countries of incorporation do not impose such taxes. The Group’s vessels are subject
to registration and tonnage taxes, which are included under vessel operating expenses in the
consolidated statement of profit or loss and other comprehensive income.
Equity
The Company has one class of shares. All the shares rank in parity with one another. Each share
carries the right to one vote in a meeting of the shareholders and all shares are otherwise
equal in all respects.
The Company’s registered share capital is represented by 32,890,000 shares without par value.
As of the date of this report the OET holds 695,892 own shares. Neither the Company nor any
of its subsidiaries have issued any restricted shares, share options, warrants, convertible loans
or other instruments that would entitle a holder of any such instrument to subscribe for any
shares in the Company or its subsidiaries. Neither the Company nor any of its subsidiaries have
issued subordinated debt or transferable securities other than the shares in the Company
and the shares in the Company’s subsidiaries which are held directly or indirectly by the
Company.
Dividends and capital distributions to shareholders are recognized in shareholder’s equity in
the period when they are authorized. Share buybacks are recognized when they incur.
Provisions and contingencies
Provisions are recognized when the Group has a present legal or constructive obligation as
a result of past events and it is probable that an outflow of resources embodying economic
benefits will be required to settle this obligation and a reliable estimate of the amount of the
obligation can be made.
Provisions are reviewed at each statement of financial position date and adjusted to reflect the
present value of the expenditure expected to be required to settle the obligation. Contingent
liabilities are not recognized in the consolidated financial statements but are disclosed unless
the possibility of an outflow of resources embodying economic benefits is remote. Contingent
assets are not recognized in the consolidated financial statements but are disclosed when an
inflow of economic benefits is probable.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
58
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Fair value of financial assets and liabilities
The definitions of the levels, provided by IFRS 13 Fair Value Measurement, are based on the
degree to which the fair value is observable.
Level 1 fair value measurements are those derived from quoted prices in active markets for
identical assets or liabilities.
Level 2 fair value measurements are those derived from inputs other than quoted prices
included within Level 1 that are observable for the asset or liability, either directly (i.e. as
prices) or indirectly (i.e. derived from prices).
Level 3 fair value measurements are those derived from valuation techniques that include
inputs for the asset or liability that are not based on observable market data (unobservable
inputs).
Cash and cash equivalents and restricted cash are considered Level 1 financial instruments.
Variable rate long-term borrowings, interest rate swaps and forward agreements are considered
Level 2 financial instruments. There are no financial instruments in Level 3, nor any transfers
between fair value hierarchy levels during the periods presented.
The carrying amounts reflected in the consolidated statement of financial position for
cash and cash equivalents, restricted cash, trade and other receivables, receivable claims,
and other current liabilities, approximate their respective fair values due to the relatively
short-term maturity of these financial instruments. The fair value of variable rate long-term
borrowings approximates their recorded value, due to their variable interest being the USD
LIBOR and due to the fact that financing institutions have the ability to pass on their funding
cost to the Group under certain circumstances, which reflects their current assessed risk.
The terms of the Group’s long-term borrowings are similar to those that could be procured
as of December 31, 2021. LIBOR rates are observable at commonly quoted intervals for the
full term of the loans and hence variable rate long-term borrowings are considered Level 2
financial instruments.
Sale and leaseback transactions
In case a vessel is sold and subsequently leased back by the Group, pursuant to a memorandum
of agreement MoA and a bareboat charter agreement, the Group determines when a
performance obligation is satisfied in IFRS 15, to determine whether the transfer of a vessel
is accounted for as a sale. If the transfer of a vessel satisfies the requirements of IFRS 15 to be
accounted for as a sale, the Group measures the right-of-use asset arising from the leaseback
at the proportion of the previous carrying amount of the asset that relates to the right of
use retained and recognizes only the amount of any gain or loss that relates to the rights
transferred to the buyer-lessor. If the transfer of a vessel does not satisfy the requirements of
IFRS 15 to be accounted for as a sale, the Group continues to recognize the transferred vessel
and shall recognize a financial liability equal to the transfer proceeds.
Leases
The Group as a lessee
The Group is a lessee, pursuant to a contract for the lease of office space.
The Group assesses whether a contract is, or contains a lease, at inception of the contract
applying the provisions of IFRS 16, and recognises a right-of-use asset and a corresponding
lease liability with respect to all lease arrangements in which it is the lessee, except for instances
CONSOLIDATED FINANCIAL STATEMENTSNOTES
59
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
where the Group makes use of the available practical expedients included in IFRS 16. These
expedients relate to short-term leases (defined as leases with a lease term of twelve months
or less) or leases of low value assets. For these leases, the Company continues to recognize the
lease payments as an operating expense on a straight-line basis over the term of the lease,
unless another systematic basis is more representative of the time pattern in which economic
benefits from the leased assets are consumed.
The lease liability is initially measured at the present value of the lease payments that are not
paid at the commencement date, discounted by using the rate implicit in the lease. If this rate
cannot be readily determined, the Group uses its incremental borrowing rate.
The Group as a lessor
The Group enters into lease agreements as a lessor with respect to chartering out its vessels.
Leases for which the Group is a lessor are classified as finance or operating leases. Whenever
the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee,
the contract is classified as a finance lease. All other leases are classified as operating leases.
Lease classification is made at the inception date and is reassessed only if there is a lease
modification. Changes in estimates (for example, changes in estimates of the economic life or
of the residual value of the underlying asset), or changes in circumstances (for example, default
by the lessee), do not give rise to a new classification of a lease.
Rental income from operating leases is recognised on a straight-line basis over the term of
the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease
are added to the carrying amount of the asset and recognised on a straight-line basis over
the lease term. Amounts due from leases under finance leases are recognised as receivables
at the amount of the Group’s net investment in the leases. Finance lease income is allocated
to accounting periods so as to reflect a constant periodic rate of return on the Group’s net
investment outstanding in respect of the leases.
When a contract includes lease and non-lease components, the Company applies IFRS 15 to
allocate the consideration under the contract to each component.
The Company has determined that the lease component is the vessel and the non-lease
component is the technical management services provided to operate the vessel. Each
component is quantified on the basis of the relative stand-alone price of each lease component;
and on the aggregate stand-alone price of the non-lease components.
These components are accounted for as follows:
All fixed lease revenue earned under these arrangements is recognized on a straight-line
basis over the term of the lease.
The non-lease component is accounted for as services revenue under IFRS 15. This revenue
is recognized “over time” as the customer (i.e. the charterer) is simultaneously receiving and
consuming the benefits of the service.
Derivative financial instruments – interest rate swaps
The Group uses interest rate swaps to economically hedge its exposure to interest rate risk
arising from its variable rate borrowings. Interest rate swaps are initially recognized at fair
CONSOLIDATED FINANCIAL STATEMENTSNOTES
60
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
value on the consolidated statement of financial position on the date the derivative contracts
are entered into and are subsequently remeasured to their fair value at each reporting date.
The fair value of these derivative financial instruments is based on a discounted cash flow
calculation. The resulting changes in fair value are recognized in the consolidated statement
of profit or loss and other comprehensive income unless the derivative is designated and
effective as a hedging instrument, in which event the timing of the recognition in the
consolidated statement of profit or loss depends on the nature of the hedge relationship.
Derivatives are presented as assets when their valuation is favourable to the Company
and as liabilities when unfavourable to the Company. Cash outflows and inflows resulting
from derivative contracts are presented as cash flows from operations in the consolidated
statement of cash flows.
Derivative financial instruments – Forward Freight Agreements
The Company entered into Forward Freight Agreements (the “FFAs”) to economically hedge
its trading exposure in the spot market. FFAs are derivative financial instruments initially
recognized at fair value on the consolidated statement of financial position on the date the
derivative contracts are entered into and are subsequently remeasured to their fair value at
each reporting date. Upon settlement, if the contracted charter rate is less than the average
of the rates, as reported by an identified index, for the specified route and time period, the
seller of the FFA is required to pay the buyer the settlement sum, being an amount equal
to the difference between the contracted rate and the settlement rate, multiplied by the
number of days in the specified period covered by the FFA. Conversely, if the contracted rate
is greater than the settlement rate, the buyer is required to pay the seller the settlement sum.
The resulting changes in fair value are recognized in the consolidated statement of profit or
loss and other comprehensive income unless the derivative is designated and effective as
a hedging instrument, in which event the timing of the recognition in the consolidated
statement of profit or loss depends on the nature of the hedge relationship. FFA derivatives
are presented as current or non-current assets or as current or non-current liabilities when
their valuation is favorable to the Company and as non-current liabilities when unfavorable
to the Company. Cash outflows and inflows resulting from derivative contracts are presented
as cash flows from operations in the consolidated statement of cash flows. Forward freight
derivatives are considered to be Level 2 items in accordance with the fair value hierarchy as
defined in IFRS 13 Fair Value Measurement. FFAs do not qualify for hedge accounting and
therefore unrealized gains or losses are recognized under Unrealized/realized gain/(loss) on
derivatives.
Adoption of new and revised IFRS
Standards and interpretations adopted in the current year
In August 2020, the IASB issued the Phase 2 amendments to IFRS 9 Financial Instruments,
IFRS 7 Financial Instruments: Disclosures, IFRS 4 and IFRS 16 in connection with the Phase
2 of the interest rate benchmark reform. The amendments address the issues arising from
the implementation of the reforms, including the replacement of one benchmark with an
alternative one. The amendments are effective for annual periods beginning on or after
January 1, 2021 and did not have a material impact on the Group’s consolidated financial
statements.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
61
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Standards and amendments in issue not yet adopted
In January 2020, the IASB issued a narrow-scope amendment to IAS 1 Presentation of Financial
Statements, to clarify that liabilities are classified as either current or non-current, depending
on the rights that exist at the end of the reporting period. Classification is unaffected by the
expectations of the entity or events after the reporting date (for example, the receipt of a
waiver or a breach of covenant). The amendment also defines the “settlement” of a liability as
the extinguishment of a liability with cash, other economic resources or an entity’s own equity
instruments. The amendment will be effective for annual periods beginning on or after January
1, 2022 and should be applied retrospectively in accordance with IAS 8 Accounting Policies,
Changes in Accounting Estimates and Errors. Earlier application is permitted. Management
anticipated that this amendment will have no significant impact at the Company’s financial
statements. There are no other IFRS standards and amendments issued by but not yet adopted
that are expected to have a material effect on the Group’s financial statements.
5. Critical Accounting Judgements and Key Sources of Estimation Uncertainty
The preparation of financial statements in conformity with International Financial Reporting
Standards requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date
of the consolidated financial statements, and the stated amounts of revenues and expenses
during the reporting period. Management evaluates whether estimates should be in use
on an ongoing basis by utilizing historical experience, consultancy with experts and other
methods it considers reasonable in the particular circumstances. However, uncertainty about
these assumptions and estimates could result in outcomes that could require a material
adjustment to the carrying amount of the asset or liability in the future.
The key sources of estimation uncertainty are as follows:
Classification of lease contracts
The classification of the leaseback element of a sale and leaseback transaction as either an
operating or a finance leaseback requires judgment. The Group follows a formalized process
to determine whether a sale of the vessel has taken place, in accordance with the criteria
established in IFRS 15. In this determination, an assessment of the nature of any repurchase
options is made. The outcome of the transaction (at option exercise dates in particular) may
differ from the original assessment made at inception of the lease contract.
Vessels’ economic life and residual values
The carrying value of the vessels represents their original cost at the time of purchase, less
accumulated depreciation and any impairment. Vessels are depreciated to their residual values
on a straight-line basis over their estimated useful lives. The estimated useful life of 25 years
is management’s best estimate and is also consistent with industry practice for similar types
of vessels. The residual value is estimated as the lightweight tonnage of the vessel multiplied
by a forecast scrap value per ton. The scrap value per ton is estimated using the current scrap
prices assuming a vessel is already of age and condition as expected at the end of its useful
life at the statement of financial position date. The scrap rate is estimated to be approximately
$400 per ton of lightweight steel.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
62
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
An increase in the estimated useful life of a vessel or in its scrap value would have the effect
of decreasing the annual depreciation charge and extending it into later periods. A decrease
in the useful life of a vessel or in its scrap value would have the effect of increasing the annual
depreciation charge.
When regulations place significant limitations over the ability of a vessel to trade on a worldwide
basis, the vessel’s useful life is adjusted to end at the date such regulations become effective.
The estimated salvage value of the vessel may not represent the fair market value at any one
time since market prices of scrap values tend to fluctuate.
Impairment of vessels
The carrying amount of each vessel is evaluated at each statement of financial position date
to determine whether there is any indication that this vessel has suffered an impairment loss.
If any such indication exists, the recoverable amount of the vessel is estimated in order to
determine the extent of the impairment loss (if any).
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing
value in use, the estimated future cash flows are discounted to their present value, using a
discount rate that reflects current market assessments of the time value of money and the
risks specific to the asset for which the estimates of future cash flows have not been adjusted.
The projection of cash flows related to the vessel is complex and requires management to
make various estimates including future vessel earnings, operating expenses, dry-docking
costs, management fees, commissions and discount rates. These items have been historically
volatile. The vessels’ future cash flows from revenue are estimated based on a combination of
the current contracted charter rates until their expiration and thereafter, until the end of the
vessels’ useful life, the estimated daily hire rate for the first 5 years (from 2022 to 2026) is based
on the prevailing spot and time charter market as of date of this report for year 1 and then
linearly moving to the newbuilding parity curve in year 5, while being onwards estimated using
the simple historical average rate, for each of the Suezmax and VLCC segment. This change in
estimate was effectuated from the fourth quarter of 2021. As part of the process of assessing
the fair value less cost to sell for a vessel, the Group obtains valuations from independent ship
brokers on a quarterly basis or when there is an indication that an asset or assets may be
impaired. If an indication of impairment is identified, the need for recognizing an impairment
loss is assessed by comparing the carrying amount of the vessel to the higher of the fair value
less cost to sell and the value in use.
As of December 31, 2021, the carrying amount of one vessel owned by the Group was
higher than its respective fair value, as determined taking into consideration independent
brokers’ valuations. As a result, the Group estimated the recoverable amount of this vessels
to determine the extent of any impairment loss. Given the vessel’s recoverable amounts
was higher than her respective carrying amount, there was no requirement to record an
impairment loss.
As of December 31, 2020, the carrying amounts of ten vessels owned by the Group were
higher than their respective fair values, as determined taking into consideration independent
broker valuations. As a result, the Group estimated the recoverable amounts for each of these
vessels to determine the extent of any impairment loss. All vessels’ recoverable amounts were
CONSOLIDATED FINANCIAL STATEMENTSNOTES
63
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
higher than their respective carrying amounts, hence there was no requirement to record an
impairment loss.
The value in use calculation is most sensitive to variances in the discount rate and in future
tanker daily earnings for non-contracted periods. The Group’s sensitivity analysis performed
for the Suezmax fleet having an impairment indication, allowed for either reductions in daily
tanker earnings up to 19% or for increases in the discount rate of up to 4% before impairment
losses would be triggered.
Deferred dry-docking costs
The Group recognizes dry-docking costs as a separate component from the vessels’ carrying
amounts and amortizes them on a straight-line basis over the estimated period until the next
dry-docking of the vessels. If a vessel is disposed of before the next scheduled dry-docking, the
remaining unamortized balance is written-off and forms part of the gain or loss recognized
upon disposal of vessels in the period when contracted. Vessels are estimated to undergo
dry-docking every 5 years after their initial delivery from the shipyard, until a vessel reaches
10 years of age, and thereafter every 2.5 years to undergo special or intermediate surveys, for
major repairs and maintenance that cannot be performed while in operation. However, this
estimate might be revised in the future. Management estimates costs capitalized as part of
the dry-docking component as costs to be incurred during the first dry-docking at the dry-
dock yard for a special survey and parts and supplies used in making such repairs that meet
the recognition criteria, based on historical experience with similar types of vessels.
6. Inventories
Inventories are analysed as follows:
AS OF DECEMBER 31, 2021 2020
Bunkers 10,427,636 3,461,559
Lubricants 1,925,361 1,947,399
Provisions 175,199 256,190
Bonded stores 102,336 102,336
Total 12,630,531 5,767,484
Inventories’ carrying values approximate their fair values as at the reporting date.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
64
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
7. Vessels, Net
Vessels, net are analysed as follows:
DRY-DOCKING
VESSELS’ AND SPECIAL
COST SURVEY COSTS TOTAL
Cost
Balance - January 1, 2020 1,052,249,142 12,900,505 1,065,149,647
Transfers from Vessels under construction 220,749,318 2,600,000 223,349,318
Fully amortized Dry-Dock component (2,400,000) (2,400,000)
Additions 6,840,435 2,801,820 9,642,255
Balance - December 31, 2020 1,279,838,895 15,902,325 1,295,741,220
Disposal of Vessels (336,269,467) (4,991,532) (341,260,999)
Fully amortized Dry-Dock component (1,601,576) (1,601,576)
Additions 2,028,635 2,028,635
Balance - December 31, 2021 943,569,428 11,337,851 954,907,279
Accumulated Depreciation
Balance - January 1, 2020 (52,904,254) (4,252,479) (57,156,733)
Fully amortized Dry-Dock component 2,400,000 2,400,000
Depreciation charge for the period (38,901,859) (2,717,782) (41,619,641)
Balance - December 31, 2020 (91,806,113) (4,570,261) (96,376,374)
Disposal of Vessels 46,473,065 1,201,972 47,675,038
Impairment loss (3,932,873) (3,932,873)
Fully amortized Dry-Dock component 1,601,576 1,601,576
Depreciation charge for the year (36,045,763) (2,620,503) (38,666,266)
Balance - December 31, 2021 (85,311,684) (4,387,215) (89,698,899)
Net Book Value - December 31, 2020 1,188,032,782 11,332,064 1,199,364,846
Net Book Value - December 31, 2021 858,257,744 6,950,636 865,208,380
In the twelve-month period ended December 31, 2021, the Company disposed three Aframax
vessels (Nissos Therassia, Nissos Schinoussa and Nissos Heraclea) and two VLCC vessels (Nissos
Santorini and Nissos Antiparos) to unaffiliated parties. The first two Aframaxes were delivered
to their new owners in June 2021 and the third one in August 2021. Additionally, the VLCCs
were delivered to their new owners in October and November 2021, respectively. In connection
with the completion of their sale, the Group recorded a net gain on disposal amounting to $4.1
million. Further, an impairment loss of $3.9 million was recorded relating to the classification of
Nissos Heraclea as available for sale on June 30, 2021, since the vessel’s carrying value was lower
than her respective fair value less estimated selling expenses.
The Group has pledged the above vessels to secure the loan facilities granted to the Company
(see Note 13).
CONSOLIDATED FINANCIAL STATEMENTSNOTES
65
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
An analysis of the net gain on disposal of vessels can be found in the following table:
VESSEL GAIN/(LOSS) ON DISPOSAL
Nissos Therassia (3,348,501)
Nissos Schinoussa (4,267,793)
Nissos Heraclea (173,004)
Nissos Santorini 5,878,751
Nissos Antiparos 5,987,215
Net gain on Vessels’ disposal 4,076,668
8. Vessels Under Construction
Vessels under construction are analysed as follows:
Balance - January 1, 2020 56,266,949
Capitalized Interest 1,124,388
Additions during the year 165,957,981
Transfers during the year to vessels, net (223,349,318)
Balance - December 31, 2020
Additions during the year 18,193,257
Balance - December 31, 2021 18,193,257
Additions for the year 2021 concern the Hulls 3211 and 3212. On June 14, 2021 the Company
established two Marshall Islands-based subsidiary owning companies, Ark Marine S.A. and Theta
Navigation Ltd, that will own and operate the abovementioned Hulls. Each of the companies
have 500 shares issued at par value, owned 100% by Okeanis Eco Tankers Corp.
9. Accrued Expenses
Accrued expenses are analysed as follows:
AS OF DECEMBER 31, 2021 2020
Accrued payroll related taxes 15,842 135,724
Accrued voyage expenses 30,406 60,521
Accrued loan interest 1,254,301 1,407,128
Accrued social insurance contributions 94,530 145,878
Accrued operating expenses 826,167 557,617
Sundry liabilities 402,500
Total 2,623,745 2,306,868
CONSOLIDATED FINANCIAL STATEMENTSNOTES
66
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
10. Vessel Operating Expenses
Vessel operating expenses are analysed as follows:
FOR THE YEAR ENDED DECEMBER 31, 2021 2020
Crew wages and other crew costs 27,617,203 27,697,465
Insurances 3,332,394 3,101,525
Stores 1,206,306 1,276,312
Spares 1,450,609 1,409,271
Repairs and surveys 2,153,673 2,012,668
Flag expenses 417,241 534,819
Lubricants 2,282,815 2,371,416
Telecommunication expenses 280,937 314,796
Miscellaneous expenses 1,954,820 1,460,361
Total 40,695,997 40,178,632
11. Voyage Expenses
Voyage expenses are analysed as follows:
FOR THE YEAR ENDED DECEMBER 31, 2021 2020
Port expenses 13,678,442 20,557,287
Bunkers 31,070,105 27,258,361
Other voyage expenses 258,215 300,695
Total 45,006,762 48,116,343
12. General & Administrative Expenses
General and administrative expenses are analysed as follows:
FOR THE YEAR ENDED DECEMBER 31, 2021 2020
Employee costs 3,896,025 3,499,514
Directors’ fees and expenses 875,506 635,638
Professional fees 262,332 223,942
Other expenses 61,077 62,389
Total 5,094,940 4,421,483
Auditor remuneration for the years ended December 31, 2021 and December 31, 2020
amounted to $177,787 and $181,433, respectively. The Company records audit fees as incurred.
Expenditure related to auditor remuneration is reflected in professional fees which, for the
year ended December 31, 2021 and December 31, 2020, amounted to $204,490 and $106,202,
respectively.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
67
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
13. Long-Term Borrowings
The Companies have entered into loan agreements which are analysed as follows:
UNAMORTIZED OUTSTANDING INTEREST
OUTSTANDING LOAN DEFERRED NET OF LOAN RATE
BALANCE AS OF FINANCING FEES AS OF FINANCING FEES AS OF (LIBOR[L]+
VESSEL DECEMBER 31, 2021 DECEMBER 31, 2021 DECEMBER 31, 2021 MARGIN)
Milos 40,991,919 337,250 40,654,669 L+5.20%
Poliegos 37,046,699 317,570 36,729,129 L+6.16%
Kimolos 38,693,750 269,940 38,423,810 L+2.50%
Folegandros 36,183,750 320,018 35,863,732 L+2.60%
Nissos Sikinos 47,346,670 282,073 47,064,597 L+1.96%
Nissos Sifnos 47,346,670 283,483 47,063,187 L+1.96%
Nissos Rhenia 64,618,418 1,296,734 63,321,684 L+5.10%
Nissos Despotiko 65,178,500 1,314,300 63,864,200 L+5.00%
Nissos Donoussa 48,497,000 349,858 48,147,142 L+2.50%
Nissos Kythnos 50,430,000 323,933 50,106,067 L+2.25%
Nissos Keros 51,711,000 358,787 51,352,213 L+2.25%
Nissos Anafi 51,700,000 372,416 51,327,584 L+2.09%
Scrubber Financing 3,093,756 15,501 3,078,255 L+2.00%
Total 582,838,132 5,841,863 576,996,269 L+3.33%
Debt retired in connection with 2021 vessel sales
Up to December 31 2021, the Company retired a total outstanding principal amount of $209.9
million in connection with the disposal of three Aframax and two VLCC vessels. Specifically, the
Company retired $23.0 million of first mortgage debt outstanding on Nissos Therassia, $24.1
million of first mortgage debt outstanding on Nissos Schinoussa, $25.8 million of first mortgage
debt outstanding on Nissos Heraclea and $2.8 million of second mortgage scrubber debt
outstanding, $67.1 million of first mortgage debt outstanding on Nissos Santorini and $67.1
million of first mortgage debt outstanding on Nissos Antiparos.
The Company is the Corporate Guarantor for all bank loans as at December 31, 2021.
Description of Group borrowing arrangements
Omega Two Marine Corp (the “Omega Two”) has entered into a debt financing transaction
with OCY Knight AS. On June 8, 2017, Omega Two transferred Poliegos to OCY Knight AS (the
“original buyer”) for $54,000,000, and, as part of the agreement, bareboat chartered the vessel
back for a period of 14 years, with penalty free purchase options at the end of the seventh,
tenth and twelfth year. Omega Two received $47,000,000 in cash as part of the transaction,
with $7,000,000 to be retained by the original buyer as a deposit which can be used towards
the repurchase of the vessel pursuant to the purchase options. This transaction is treated as a
financing transaction and Poliegos continues to be recorded as an asset on the consolidated
statement of financial position, since the risks and rewards of ownership have effectively
remained with Omega Two, and it is probable that Omega Two Marine Corp. will exercise the
purchase option by the end of year 12. Pursuant to a memorandum of agreement dated on
August 23, 2018 the original buyer sold Poliegos to OCY Poliegos Limited (the “new buyer”) for
an amount of $48,032,540. As a result, on the same date, both aforementioned parties and the
CONSOLIDATED FINANCIAL STATEMENTSNOTES
68
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
company accordingly novated the bareboat charter so that the new buyer could substitute
the original buyer. Omega Two continues to technically manage, commercially charter, and
operate Poliegos. Pursuant to this financing arrangement, Omega Two will pay a daily bareboat
charter rate of $11,550, plus interest pursuant to USD LIBOR adjustment.
On December 19, 2018, Anassa Navigation S.A. entered into a loan agreement with Credit
Suisse AG for the financing of Nissos Kythnos. The total proceeds of the loan were $58,125,000.
The loan bears annual interest of LIBOR plus a margin of 2.25%.
On January 24, 2019, Arethusa Shipping Corp. entered into a loan agreement with BNP Paribas
for the financing of Nissos Keros. The total proceeds of the loan were $58,175,000. The loan
bears annual interest of LIBOR plus a margin of 2.25%.
On January 29, 2019, Omega One Marine Corp. entered into a debt financing transaction with
Ocean Yield Malta for the refinancing of Milos. On January 29, 2019, Omega One Marine Corp.
transferred Milos to Ocean Yield Malta (the “original buyer”) for an agreed consideration of
$56,000,000, and, as part of the agreement, bareboat chartered the vessel back for a period of
13 years, with purchase options at the end of the fifth, seventh, tenth and twelfth year. Omega
One Marine Corp. received $49,000,000 in cash as part of the transaction, with $7,000,000 to
be retained by the original buyer as a deposit which can be used towards the repurchase of
the vessel pursuant to the purchase options.
On February 14, 2019, Nellmare Marine Ltd. entered into a loan agreement with ABN Amro for
the financing of Nissos Donoussa. The total proceeds of the loan were $59,000,000. The loan
bears annual interest of LIBOR plus a margin of 2.50%.
On February 27, 2019, Moonsprite Shipping Corp. entered into a loan agreement with CACIB
and Export-Import Bank of Korea for the financing of Nissos Anafi. The total proceeds of the
loan were $58,000,000. The loan bears annual interest of LIBOR plus a margin of 2.09%.
On May 3, 2019, Omega Five Marine Corp. entered into a debt financing transaction with OCY
KNIGHT 1 LIMITED for the financing of Nissos Rhenia. On May 3, 2019, Omega Five Marine
Corp. transferred Nissos Rhenia to OCY KNIGHT 1 LIMITED (the “original buyer”) for an agreed
consideration of $83,750,000, and, loan related fees of $1,010,000, and, as part of the agreement,
bareboat chartered the vessel back for a period of 15 years, with purchase options at the end
of the seventh, tenth, twelfth and fourteenth year for an amount of $49,830,000, $36,300,000,
$25,860,000 and $14,170,000 respectively. Omega Five Marine Corp. received $75,260,000 in
cash as part of the transaction, with $9,500,000 to be retained by the original buyer as a
deposit which can be used towards the repurchase of the vessel pursuant to the purchase
options. This transaction is not evaluated in accordance with IFRS 16, but treated as a financing
transaction and Nissos Rhenia continues to be recorded as an asset on the consolidated
statement of financial position, since the risks and rewards of ownership have effectively
remained with Omega Five Marine Corp., and it is probable that Omega Five Marine Corp. will
exercise the purchase option by the end of year 14. Pursuant to this financing arrangement,
Omega Five Marine Corp., had initially agreed to pay a daily bareboat charter rate of $18,600
(year 1-5)/$18,350 (year 6-15), plus interest pursuant to USD LIBOR adjustment. On June 28, 2021,
the Company transferred the remaining 0.5 year time charter from Nissos Donoussa to Nissos
CONSOLIDATED FINANCIAL STATEMENTSNOTES
69
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Rhenia and the following action resulted to the acceleration of debt repayments of Nissos
Rhenia for two years beginning May 2, 2021 by revising onwards the daily bareboat charter
rate to $25,000 (year 3-4)/$17,200 (year 5-15), plus interest pursuant to USD LIBOR adjustment.
On June 10, 2019, Omega Seven Marine Corp. entered into a debt financing transaction with
OCY KNIGHT 2 LIMITED for the financing of Nissos Despotiko. On June 10, 2019, Omega Seven
Marine Corp. transferred Nissos Despotiko to OCY KNIGHT 2 LIMITED (the “original buyer”) for
an agreed consideration of $83,750,000 and loan related fees $1,010,000, and, as part of the
agreement, bareboat chartered the vessel back for a period of 15 years, with purchase options
at the end of the seventh, tenth, twelfth and fourteenth year for an amount of $49,830,000,
$36,300,000, $25,860,000 and $14,170,000 respectively. Omega Seven Marine Corp. received
$75,260,000 in cash as part of the transaction, with $9,500,000 to be retained by the original
buyer as a deposit which can be used towards the repurchase of the vessel pursuant to the
purchase options. This transaction is not evaluated in accordance with IFRS 16, but treated
as a financing transaction and Nissos Despotiko continues to be recorded as an asset on the
consolidated statement of financial position, since the risks and rewards of ownership have
effectively remained with Omega Seven Marine Corp., and it is probable that Omega Seven
Marine Corp. will exercise the purchase option by the end of year 14. Pursuant to this financing
arrangement, Omega Seven Marine Corp., had initially agreed to pay a daily bareboat charter
rate of $18,600 (year 1-5)/$18,350 (year 6-15), plus interest pursuant to USD LIBOR adjustment.
On June 28, 2021, the Company transferred the remaining 0.5 year time charter from Nissos
Keros to Nissos Despotiko and the following action resulted to the acceleration of debt
repayments of Nissos Despotiko for two years beginning June 9, 2021 by revising onwards the
daily bareboat charter rate to $23,336 (year 3-4)/$17,200 (year 5-15), plus interest pursuant to
USD LIBOR adjustment.
On June 27, 2019, the Company entered into a loan agreement with BNP Paribas for its scrubber
retrofit program. The total proceeds of the loan were $11,000,000. The loan bears interest LIBOR
plus a margin of 2.00%, a 5-year tenor, and a 4-year repayment profile beginning one year
after drawdown. As a result of the Company’s Aframax vessels (Nissos Schinoussa and Nissos
Therassia) disposal and according to the relevant loan agreement clause, on June 16, 2021, the
Company further retired the amount of $2,750,004 in connection to the said disposal.
On October 22, 2019, Omega Six and Omega Ten entered into a loan agreement with Alpha
Bank for an amount of $45,901,000 for the 88.95% financing of pre-delivery yard instalments of
Nissos Sikinos and Nissos Sifnos. The loan bore annual interest of LIBOR plus a margin of 3.50%.
As at December 31, 2019 the Company had drawn the amount of $6,450,000. As of December
31, 2020 the total amount of the financing had been drawn down and repaid in full.
On July 7, 2020 Omega Four Marine Corp. entered into a loan agreement with BNP Paribas for
an amount of $39,150,000 in order to refinance the existing loan of the Folegandros. The loan
bears annual interest of LIBOR plus a margin of 2.60%.
On July 8, 2020 Omega Three Marine Corp. entered into a loan agreement with ABN Amro for
an amount of $42,168,750 in order to refinance the existing loan of the Kimolos. The loan bears
annual interest of LIBOR plus a margin of 2.50%.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
70
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
On September 9, 2020, Omega Six Marine Corp. and Omega Ten Marine Corp. entered into
a loan agreement with Export-Import Bank of Korea, the BNK Busan Bank and the BNK
Kyongnam Bank for the refinancing of the existing indebtedness of Nissos Sikinos and Nissos
Sifnos and the financing of the vessels’ delivery instalments. The total proceeds of the loan
were $103,208,000. The loan bears annual interest of LIBOR plus a margin of 1.96%.
Long-term debt net of current portion and current portion of long-term borrowings are
analyzed as follows:
LONG-TERM CURRENT PORTION
BORROWINGS, OF LONG-TERM
AS OF DECEMBER 31, 2020 NET OF CURRENT PORTION BORROWINGS TOTAL
Outstanding loan balance 767,827,742 76,724,086 844,551,828
Loan financing fees (8,609,054) (1,466,133) (10,075,187)
Total 759,218,688 75,257,953 834,476,641
AS OF DECEMBER 31, 2021
Outstanding loan balance 539,586,057 43,252,075 582,838,132
Loan financing fees (4,802,598) (1,039,265) (5,841,863)
Total 534,783,459 42,212,810 576,996,269
The loans are repayable as follows:
AS OF DECEMBER 31, 2021 2020
No later than one year 43,252,075 76,724,086
Later than one year and not later than five years 336,790,145 378,579,849
Thereafter 202,795,912 389,247,893
Total 582,838,132 844,551,828
Less: Amounts due for settlement within 12 months (43,252,075) (76,724,086)
Long-term borrowings, net of current portion 539,586,057 767,827,742
Cash flow reconciliation of liabilities arising from financing activities:
A reconciliation of the Group’s financing activities for the years ended December 31, 2021 and
2020 are presented in the tables below:
Long-term borrowings - January 1, 2020 732,705,697
Cash flows - drawdowns 277,677,250
Cash flows - repayments (175,908,202)
Deferred financing fees transferred to long-term borrowings (751,505)
Loan financing fees (1,765,961)
Non-cash flows - amortization of loan financing fees 2,519,362
Long-term borrowings - December 31, 2020 834,476,641
Cash flows - repayments (261,713,694)
Non-cash flows - amortisation of loan financing fees 4,233,322
Long-term borrowings - December 31, 2021 576,996,269
All loans are secured by first preferred mortgages of the Companies’ vessels and assignment
of earnings and insurances.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
71
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
The loan agreements include several ship finance covenants, amongst which are restrictions
as to changes in management and ownership of the vessels; declaration of dividends; further
indebtedness; mortgaging of vessels without the bank’s prior consent and a hull cover ratio as
well as several financial covenants. These mainly consist of:
A hull cover ratio, being the ratio of a mortgaged vessel’s fair market value over its respective
outstanding debt, of no less than 130%.
A hull cover ratio, being the ratio of a mortgaged vessel’s excess fair market values due to the
scrubber installations over the respective outstanding debt, of no less than 150%.
Minimum corporate liquidity, being the higher of $10,000,000 and $750,000 per vessel, in
the form of free and unencumbered cash and cash equivalents.
A ratio of total liabilities to the carrying value of total assets (adjusted for the vessel’s fair
market value) of no more than 75%.
As at December 31, 2021, the Group was in compliance with its loan covenants.
14. Transactions and Balances with Related Parties
The Company has entered into management agreements with OET Chartering Inc. (a fully
owned subsidiary) as commercial manager and Kyklades Maritime Corporation (“Kyklades”
or “KMC”) as technical manager. Kyklades provides the vessels with a wide range of shipping
services such as technical support, maintenance and insurance consulting in exchange for a
daily fee of $900 per vessel (2020: $600 per vessel), which is reflected under management
fees in the consolidated statement of profit or loss and other comprehensive income. For the
year ended December 31, 2021 and December 31, 2020, total technical management fees
amounted to $5,425,200 and $3,416,400, respectively.
Amounts due to the Board of Directors as at December 31, 2021 amounting to $698,153
compared to an amount of $379,803 as of December 31, 2020, represent outstanding fees
payable to Directors.
The below table presents and analyzes the outstanding amounts due from the Management
Company and from FRPEs:
AS OF DECEMBER 31, 2021 2020
Amounts due from Management Company 389,925 2,332,400
Amounts due from FRPEs, net 680,176 4,731,219
Total 1,070,101 7,063,619
Amounts due from the Management Company as of December 31, 2021 of $389,925 as
compared to December 31, 2020 of $2,332,400, represent payments made to the Management
Company, per the terms of the respective vessel technical management agreements.
“FRPEs” are “Family Related Party Entities” vessel owning companies privately owned by the
Alafouzos family. In the period prior to the contribution of the Contributed Companies from
Okeanis Marine Holdings SA (“OMH”) to the Company (i.e., when they were beneficially owned
100% by OMH), for the sake of operational convenience various expenses or other liabilities of
CONSOLIDATED FINANCIAL STATEMENTSNOTES
72
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
the Contributed Companies were paid by the FRPEs and recorded as unsecured amounts
payable, with no fixed terms of payment, from the Contributed Companies to the FRPEs.
Examples of the types of expenses and liabilities giving rise to such payables due to the FRPEs
include, without limitation: (i) bunker fuel (ii) port expenses; and, (iii) canal fees.
Amounts due from FRPEs as at December 31, 2021 amounting to $680,176 as compared to
$4,731,219 as at December 31, 2020, represent amounts loaned to vessel owning companies
privately owned by members of the Alafouzos family, for working capital purposes and to
secure volumetric discounts on bunker procurement.
All balances noted above are unsecured, interest-free, with no fixed terms of payment and
repayable on demand.
Key management and Directors remuneration
Each of the Company’s directors, except for the Chairman of the Board of Directors, is entitled
to an annual fee of $75,000. Directors’ fees for the year ended December 31, 2021 amounted
to $418,900 (2020: $419,300). In addition, each director is entitled to a reimbursement for
travelling and other minor out-of-pocket expenses.
Furthermore, OET Chartering Inc. and OET provide compensation to members of its key
management personnel, which comprise its CEO, CFO and COO. The remuneration structure
comprises salaries, bonuses, insurance cover (covering also the members of the Board of
Directors), telecommunications and other benefits which are minor in nature. For the year
ended December 31, 2021, key management personnel remuneration, covering all the above
amounted to $2,071,165 (2020: $1,770,000). There was no amount payable related to key
management remuneration as of December 31, 2021 and 2020.
None of the members of the administrative, management or supervisory bodies’ of the
Company have any service contracts with the Company or any of its subsidiaries in the Group
providing for benefits upon termination of employment.
The table below sets forth the number of shares beneficially owned by each of the Company’s
Directors and key management, as at December 31, 2021:
NUMBER OF SHAREHOLDING %
NAME POSITION SHARES HELD (DIRECT AND INDIRECT)
Ioannis Alafouzos Chairman and CEO 18,658,786 56.73%
Daniel Gold Director 2,516,386 7.65%
Joshua Nemser Director 1,602,689 4.87%
Robert Knapp Director 1,010,000 3.07%
Aristidis Alafouzos COO 27,800 0.08%
Konstantinos Oikonomopoulos CFO
John Kittmer Director
Charlotte Stratos Director
Petros Siakotos Director
CONSOLIDATED FINANCIAL STATEMENTSNOTES
73
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
15. Share Capital and Additional Paid-in Capital
The Company’s common shares have been registered under the laws of the Republic of the
Marshall Islands. Pursuant to an agreement with DNB Bank ASA, DNB Bank ASA is recorded
as the sole shareholder in the records of the Company, as nominee on behalf of Euronext
Securities Oslo and maintains, in its role as VPS registrar, a sub-register of shareholders in
the VPS where the ownership of the shares is registered in book-entry form under their ISIN
MHY641771016.
The Company has one class of shares. All shares rank in parity with one another and each one
carries one vote in a meeting of the shareholders. All shares are equal in all respects.
On March 5, 2019, the board of directors of the Oslo Stock Exchange approved the Company’s
listing application to trading on Oslo Axess. Trading in the shares on Oslo Axess commenced
on March 8, 2019, under the trading symbol “OET”.
On March 9, 2020 the Company purchased 113,934 of its own shares for an aggregate
consideration of $698,924 at an average price of NOK 57.3 per share.
On April 6, 2020 the Company purchased 250,000 of its own shares for an aggregate
consideration of $1,359,181 at an average price of NOK 57.5 per share.
The Company has distributed cumulative cash dividends to its shareholders amounting to
$43,723,896 million in the year ended December 31, 2020.
On January 27, 2021, the board of directors of the Oslo Stock Exchange approved the Company’s
listing application to transfer its listing from Euronext Expand to Oslo Børs. Trading in the
shares on Oslo Børs commenced on January 29, 2021, under the trading symbol “OET”.
In March 2021, the Company paid a cash dividend to its shareholders of $0.10 per share,
amounting to $3.2 million.
In June 2021, the Company distributed an amount of $24.3 million or $0.75 per share via a
return of paid-in capital.
On December 6, 2021 the Company purchased 22,500 of its own shares for an aggregate
consideration of $197,116 at an average price of NOK 75.3 per share.
On December 9, 2021 the Company purchased 8,000 of its own shares for an aggregate
consideration of $70,642 at an average price of NOK 75.9 per share.
On December 14, 2021 the Company purchased 28,736 of its own shares for an aggregate
consideration of $235,773 at an average price of NOK 70.5 per share.
Also, in December 2021, the Company distributed an amount of $10.0 million or $0.31 per
share via a return of paid-in-capital.
As of December 31, 2021, the Company had 32,316,681 shares outstanding (net of 573,319
treasury shares).
CONSOLIDATED FINANCIAL STATEMENTSNOTES
74
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Neither the Company nor any of its subsidiaries have issued any restricted shares, share
options, warrants, convertible loans or other instruments that would entitle a holder of any
such instrument to subscribe for any shares in the Company or its subsidiaries. Neither the
Company nor any of its subsidiaries have issued subordinated debt or transferable securities
other than the shares in the Company and the shares in the Company’s subsidiaries which are
held directly or indirectly by the Company.
The table below shows the movement in the Company’s issued share capital up to and for the
year ended on December 31, 2021 hereof:
No. OF ISSUED
CHANGE IN NEW ISSUED (NET OF
ISSUED SHARE SHARE TREASURY) PAR VALUE
DATE TYPE OF CHANGE CAPITAL (USD) CAPITAL (USD) SHARES PER SHARE
May 14, 2019 Issuance of shares in third offering
at NOK 83 per share 1,580 32,890 32,890,000 0.001
Aug 30, 2019 Share buy-back 32,739,851 0.001
March 9, 2020 Share buy-back 32,625,917 0.001
April 6, 2020 Share buy-back 32,375,917 0.001
December 6, 2021 Share buy-back 32,353,417 0.001
December 9, 2021 Share buy-back 32,345,417 0.001
December 14, 2021 Share buy-back 32,316,681 0.001
Major Shareholders as at December 31, 2021
NAME HOLDING OF SHARES % STAKE
ALAFOUZOS FAMILY 18,686,586 56.82%
BNP PARIBAS 2,516,386 7.65%
INTERACTIVE BROKERS LLC 1,236,840 3.76%
THE BANK OF NEW YORK MELLON 1,195,453 3.63%
EUROCLEAR BANK S.A./N.V. 747,722 2.27%
AVANZA BANK AB 557,601 1.70%
CREDIT SUISSE SECURITIES (USA) LLC 520,714 1.58%
VERDIPAPIRFONDET KLP AKSJENORGE 516,835 1.57%
BROWN BROTHERS HARRIMAN (LUX.) SCA 490,052 1.49%
CACEIS BANK SPAIN SA 313,642 0.95%
AS AUDLEY 299,500 0.91%
STAVANGER FORVALTNING AS 240,035 0.73%
NORDNET BANK AB 235,301 0.72%
NORDNET LIVSFORSIKRING AS 231,577 0.70%
DΝB NOR ΒΑΝΚ ASA, MEGLERKONTO INNLAND 224,573 0.68%
SPESIALFONDET KLP ALFA GLOBAL ENER 203,256 0.62%
CLEARSTREAM BANKING S.A. 185,683 0.56%
CREDIT SUISSE (SWITZERLAND) LTD 183,584 0.56%
MERRILL LYNCH, PIERCE, FENNER & SM 175,901 0.53%
ΟTHER SHAREHOLDERS 3,555,440 10.81%
Top 20 Shareholders 32,316,681 98.26%
OKEANIS ECO TANKERS CORP. 573,319 1.74%
Total 32,890,000 100.00%
CONSOLIDATED FINANCIAL STATEMENTSNOTES
75
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
16. Financial Risk Management
The Group’s principal financial instruments comprise of long-term borrowings, interest rate
swaps, forward freight agreements, cash and cash equivalents and restricted cash. The main
purpose of these financial instruments is to finance the Group’s operations as well as mitigate
its exposure to market and interest rate fluctuations. The Group has various other financial
assets and liabilities such as trade receivables, current accounts with related parties and
payables which arise directly from its operations.
The main risks arising from the Group’s financial instruments are credit risk, foreign currency risk,
interest rate risk, liquidity risk and market risk. The Group’s policies for addressing these risks are
set out below:
Credit risk
The Group only trades with charterers who have been subject to satisfactory credit screening
procedures. Furthermore, outstanding balances are monitored on an ongoing basis with
the result that the Group’s exposure to bad debts is not significant.
With respect to the credit risk arising from the Group’s cash and cash equivalents and
restricted cash, the Group’s exposure arises from default by the counterparties, with a
maximum exposure equivalent to the carrying amount of these instruments. The Group
mitigates such risks by dealing only with high credit quality financial institutions.
Foreign currency risk
The Group’s vessels operate in international shipping markets, which utilize the U.S. dollar
as the functional currency. Although certain operating expenses are incurred in foreign
currencies, the Group does not consider the risk to be significant and takes no other steps
to manage its currency exposure.
Interest rate risk
The Company is exposed to the impact of interest rate changes primarily through its
floating-rate borrowings that require the Company to make interest payments based
on LIBOR. Significant increases in interest rates could adversely affect operating margins,
results of operations and ability to service debt. Effective from 2020, the Company uses
interest rate swaps to reduce its exposure to market risk from changes in interest rates. The
principal objective of these contracts is to manage the risks and costs associated with its
floating-rate debt (Note 24).
As an indication of the sensitivity from changes in interest rates, an increase by 50 basis
points in interest rates would increase interest expense for the year ended December 31, 2021
by $1,948,856 (2019: $ 3,794,849) assuming all other variables held constant and taking into
consideration that the Company has entered into interest rate swap agreements for some
of its loans, therefore partially economically hedging part of its floating-rate borrowings.
Liquidity risk
Liquidity risk is the risk that arises when the maturity of assets and liabilities does not
match. An unmatched position potentially enhances profitability, but can also increase the
risk of losses. The Group minimizes liquidity risk by maintaining sufficient cash and cash
equivalents.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
76
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
The following table details the Group’s expected cash outflows for its financial liabilities.
The table has been drawn up based on the undiscounted cash flows of financial liabilities
based on the earliest date on which the Group would be required to pay to settle. The table
includes both interest and principal cash flows. Variable future interest payments were
determined based on the one month LIBOR as of December 31, 2021 of 0.10%, plus the
margin applicable to the Group’s loan at the end of the year presented.
Market risk
The tanker shipping industry is cyclical with high volatility in charter rates and profitability.
The Company charters its vessels principally in the spot market, being exposed to various
unpredictable factors such as: supply and demand of energy resources, global economic
and political conditions, natural or other disasters, disruptions in international trade,
COVID-19 outbreak, environmental and other legal regulatory developments and so on.
During 2021, the Company entered into FFAs in order to minimize losses from charter rate
fluctuations and eliminate any adverse effect this may have in our operating cash flows and
dividend policy.
WEIGHTED AVERAGE
EFFECTIVE LESS THAN 1-3 3-12 1-5 5+
INTEREST RATE 1 MONTH MONTHS MONTHS YEARS YEARS TOTAL
December 31, 2021
Derivative Liabilities
Derivative financial
instrument 95,636 60,499 316,507 377,560 850,201
Non-Derivative Liabilities
Trade payables 15,960,456 15,960,456
Accrued expenses 2,623,745 2,623,745
Current accounts
due to related parties 698,153 698,153
Variable interest loans 2.34% 3,703,399 5,306,980 26,865,137 335,093,434 34,729,947 405,698,896
Variable interest
for debt financing 5.28% 2,230,079 4,338,378 20,053,746 88,237,974 168,511,569 283,371,746
Total 6,029,115 9,705,856 66,517,745 423,708,967 203,241,516 709,203,198
17. Commitments and Contingencies
Commitments under time charter agreements (Lessor)
Future minimum contractual charter revenue, based on vessels committed non-cancellable,
long-term time charter agreements, net of address commissions, were as follows, as of
December 31, 2021:
AS OF DECEMBER 31, 2021
Within one year 41,649,500
Between one and two years 24,015,000
Total 65,664,500
CONSOLIDATED FINANCIAL STATEMENTSNOTES
77
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Commitments under shipbuilding contracts
As of December 31, 2021, the Company had commitments under two shipbuilding contracts
in connection with the acquisition of the resale VLCCs from the Sponsor totalling $176.6 million
that are expected to be settled as follows:
AS OF DECEMBER 31, 2021
Less than one year - payable to the yard 141,461,400
More than one year and less than three years - payable to the Sponsor 35,128,600
Total 176,590,000
18. Earnings/(loss) per Share
Basic and diluted earnings/(loss) per share for the years ended December 31, 2021 and 2020,
are presented below:
YEAR ENDED DECEMBER 31, 2021 2020
From continuing operations (0.03) 3.12
Earnings/(loss) per share, basic and diluted (0.03) 3.12
The profit/(loss) and weighted average number of common shares used in the calculation of
basic and diluted earnings/(loss) per share are as follows:
YEAR ENDED DECEMBER 31, 2021 2020
(Loss)/profit for the year attributable to the Owners of the Group (902,899) 101,318,942
Weighted average number of common shares outstanding in the period 32,372,393 32,462,659
Earnings/(loss) per share, basic and diluted (0.03) 3.12
During the years ended December 31, 2021 and 2020, there were no potentially dilutive
instruments affecting weighted average number of shares, and hence diluted earnings per
share equals basic earnings per share for the years presented.
19. Claims Receivable
As of December 31, 2021, the Group has recognized and presented under “Claims receivable”
in the consolidated statement of financial position, receivable amounts from vessel insurers
totaling $261,093 (2020: $154,448) regarding various claims. The recognition of the respective
receivable claims in the consolidated statement of financial position was made since
realization of the claimable amounts from the insurers in the short-term was or is deemed
highly probable.
20. Capital Risk Management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue
as a going concern, ensure that it maintains a strong credit rating and healthy capital ratios in
order to support its business and maximize shareholders value.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
78
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
The Group monitors capital using gearing ratio, which is total debt divided by total equity plus
total debt, and its calculation is presented below:
AS OF DECEMBER 31, 2021 2020
Total borrowings 576,996,269 834,476,641
Total equity 358,292,858 397,228,193
Gearing ratio 62% 68%
21. Lease and Non-Lease Components of Revenue and voyage charter revenue
IFRS 16 requires the identification of lease and non-lease components of revenue and account
for each component in accordance with the applicable accounting standard. Regarding Time-
charter arrangements, we have concluded that the direct lease component concerns the
vessel and indirectly, the non-lease component concerns the technical management services
provided to operate the vessel.
These components are being accounted for as follows:
All fixed lease revenue earned under these arrangements will be recognized on a straight-
line basis over the term of the lease.
Lease revenue earned under Company’s time charter arrangements will be recognized as it
is earned, since it is 100% variable.
The non-lease component will be accounted for as services revenue under IFRS 15. This
revenue is recognized ‘over time’ as the customer (i.e. the charterer) is simultaneously
receiving and consuming the benefits of the service.
The below table analyses revenue generated under time charter arrangements:
FOR THE YEAR ENDED DECEMBER 31, 2021 2020
Lease Component 59,098,416 79,685,623
Non-Lease Component 21,486,951 20,938,286
Total 80,585,367 100,623,909
For the years ended December 31, 2021 and 2020 revenue generated from voyage charter
agreements amounted to $90,489,134 and $180,576,897. The difference between total revenues
as reflected in the consolidated statement of profit or loss and other comprehensive income
and the amount disclosed in this note relates to address commissions.
As of December 31, 2021 and 2020, trade receivables include the amounts of $5,838,509
and $11,440,691 respectively, generated from voyage charter agreements within the scope of
IFRS 15. Payment terms under voyage charters are disclosed in the relevant voyage charter
agreements. Further, as of December 31, 2021 and 2020, capitalized contract fulfilment costs
amounted to $477,732 and $506,058, respectively. Changes in balances between years are
mainly attributable to the timing of commencement of revenue recognition.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
79
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
22. Interest and Other Finance Costs
Interest and finance related costs for the years ended December 31, 2021 and 2020, are
presented below:
FOR THE YEAR ENDED DECEMBER 31, 2021 2020
Interest expense 27,082,841 34,373,842
Amortization and write-off of financing fees 4,233,322 2,519,363
Finance costs related to covenants of early termination 4,092,000 —
Bank charges and loan commitment fees 781,978 628,442
Other finance costs 275,282 128,095
Total 36,465,423 37,649,743
23. Other expenses, net
Other expenses for the year ended December 31, 2020 amounting to $1,354,921 relate to one-
off legal and settlement fees paid to legal advisors and Ocean Yield, respectively, in respect
of the arbitration process against Ocean Yield which was concluded in February 2020. No
amount was recorded in other expenses for the year ended December 31, 2021.
24. Derivative Financial Instruments
Interest rate swaps
As of December 31, 2021, the Company has eight interest rate swaps outstanding, having
notional amounts totalling $371.9 million and with maturity ranging from the third quarter
2023 to the first quarter 2024. The average fixed interest rate is 0.331%. As of December 31, 2021,
the fair value of the derivative financial asset related to the swaps amounted to $3.0 million, as
further analysed in the below table:
FAIR VALUE
EXPIRATION NOTIONAL DECEMBER 31,
VESSEL DESCRIPTION DATE AMOUNT 2021
Nissos Kythnos Swap pays 0.330%, receive floating 19-09-23 50,430,000 397,728
Nissos Keros Swap pays 0.312%, receive floating 11-10-23 51,711,000 409,435
Kimolos Swap pays 0.303%, receive floating 09-10-23 38,693,750 309,905
Nissos Donoussa Swap pays 0.302%, receive floating 26-08-23 48,497,000 348,346
Nissos Anafi Swap pays 0.385%, receive floating 02-01-24 51,700,000 497,979
Folegandros Swap pays 0.346%, receive floating 09-01-24 36,183,750 352,638
Nissos Sikinos Swap pays 0.336%, receive floating 11-09-23 47,346,670 336,317
Nissos Sifnos Swap pays 0.338%, receive floating 25-09-23 47,346,670 358,315
371,908,840 3,010,662
Interest rate swap agreements are stated at fair value, which is determined using a discounted
cash flow approach, based on market-based LIBOR swap yield rates. LIBOR swap rates are
observable at commonly quoted intervals for the full terms of the swaps and, therefore, are
considered Level 2 items in accordance with the fair value hierarchy as defined in IFRS 13
CONSOLIDATED FINANCIAL STATEMENTSNOTES
80
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Fair Value Measurement. The fair value of the interest rate swap agreements approximates
the amount that the Company would have to pay or receive for the early termination of the
agreements.
Forward freight agreements
As of December 31, 2021, the Company has entered into FFAs, having a notional amount
totalling $0.1 million with maturities ranging from the fourth quarter 2022 to the fourth quarter
2023. Forward freight derivatives are considered to be Level 2 items in accordance with the
fair value hierarchy as defined in IFRS 13 Fair Value Measurement. As of December 31, 2021,
the fair value of the derivative financial asset related to the FFAs amounted to $0.1 million
and the unrealized gain on derivatives is included in the statement profit or loss and other
comprehensive income. Their fair value approximates the amount that the Company would
have to pay or receive for the early termination of the agreements.
25. Subsequent Events
In January 2022, the Company purchased 122,573 of its own shares at an average price of NOK
71.0 per share.
In March 2022, the Company took delivery of Nissos Kea, one of the two Gas Ready (MEc),
ECO-design, open loop scrubber-fitted 300,000 DWT VLCCs under construction at Hyundai
Heavy Industries. The cash consideration for the transaction was financed through proceeds
of a new sale and lease back agreement (the “Facility”) with CMB Financial Leasing Co.,
Ltd. (“CMBFL”), with a gross finance amount of approximately $145.5m. The Facility is repaid
quarterly, amortizes over a 20-year profile and matures in 7 years from drawdown. According
to the agreement, the Company has a call option at each anniversary date. OET has already
drawn $72.75m from the Facility as it relates to the delivery of the Vessel. The Company expects
to take delivery of the second vessel NISSOS NIKOURIA at the end of May 2022 when it will
also draw the second tranche of the Facility.
COVID-19 Update
Our primary concern continues to be the wellbeing of our seafarers and shore-based employees,
and, in tandem, providing safe and reliable services to our clients. In line with industry response
standards, we have updated and continue to update vessels’ procedures and supplied our fleet
with protective equipment. We have effected crew changes in permissible ports, a vaccination
programme for all of our ships’ seafarers approaching Greek ports, limited superintendent
visits and provisions in heavily affected areas and are complying with local directives and
recommendations. Shore-side, all our employees are fully vaccinated. We have also instituted
enhanced safety protocols such as weekly Covid-19 testing for all office staff, regular cleaning/
disinfection of our premises, availability of hand sanitizer and surgical masks throughout our
premises, prohibition of on-site visitors, total elimination of non-essential travel, mandatory self-
isolation of personnel returning from travel and substitution of physical meetings with virtual
meetings. We are also taking measures to improve the security of our network and online
communications and have enhanced monitoring of our network. Lastly, we have created an
infectious disease preparedness and response plan that we have communicated to all of our
staff.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
81
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
War in Ukraine
Russia’s invasion in Ukraine is a continuously evolving and unpredictable situation both from
a humanitarian and market perspective. The Company’s ultimate goal is to protect the lives
of its seafarers, safeguard its vessels and comply with global sanctions framework. Forecasts
and estimates around the outcome of this situation are highly uncertain at the time, and the
Company recognizes that further escalation could adversely affect global shipping markets.
In February 2022, both the European Union and the United States led economic sanctions
against Russia vis-à-vis conflict in Ukraine. Given Russia’s role as a lead exporter of crude oil,
among other commodities, such sanctions could have material impact in our business.
The war in Ukraine is expected to result in rerouting of crude oil flows leading to longer tonne-
mile voyages. Russia’s seaborne crude oil exports account for 10% of world seaborne oil exports
with approximately 50% shipped to Europe. In the event of sanctions and/or choice by Europe,
such volumes would need to be replaced from more distant destinations, while Russia is
expected to find buyers in the East that could also support demand measured in tonne-miles.
The disruption on trade flows could adversely impact freight rates and vessel economics,
while the recent increases in bunker fuel prices, following crude supply shortages, would
negatively affect voyage costs for our fleet, albeit expected less severe than our industry peers
with conventional, not equipped with scrubber vessels that consume more fuel and at higher
prices per metric tonne.
CONSOLIDATED FINANCIAL STATEMENTSNOTES
82
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT PARENT COMPANY FINANCIAL STATEMENTS
LETTER FROM
THE CHAIRMAN
HISTORY
& FLEET
PRESENTATION
OF THE BOARD
OF DIRECTORS
BOARD
OF DIRECTORS’
REPORT
RESPONSIBILITY STATEMENT
CORPORATE
GOVERNANCE
STATEMENT
CONSOLIDATED
FINANCIAL
STATEMENTS
PARENT COMPANY
FINANCIAL
STATEMENTS
PARENT
COMPANY
FINANCIAL
STATEMENTS
OKEANIS ECO TANKERS CORP.
[
Incorporated under the laws of the Republic of the Marshall Islands with registration number 96382]
Parent Company Financial Statements
for the Year Ended December 31, 2021
and Independent Auditor’s Report
Index
83 Independent Auditor’s Report
86 Statement of Profit or Loss and Other Comprehensive Income,
for the years ended December 31, 2021 and 2020
87 Statement of Financial Position, as of December 31, 2021 and 2020
88 Statement of Changes in Equity, for the years ended December 31, 2021
and 2020
89 Statement of Cash Flows, for the years ended December 31, 2021 and 2020
90 Notes to the Parent Company Financial Statements
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
83
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
84
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
85
86
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT PARENT COMPANY FINANCIAL STATEMENTS
Okeanis Eco Tankers Corp.
Statement of profit or loss and other comprehensive income
For the years ended December 31, 2021 and 2020
(
All amounts expressed in U.S. Dollars)
FOR THE YEAR ENDED DECEMBER 31,
NOTE 2021 2020
Expenses
General and administrative expenses 5 (1,164,045) (1,143,006)
Total expenses (1,164,045) (1,143,006)
Operating loss (1,164,045) (1,143,006)
Other income/(expenses)
Dividend income 3,904,000 47,782,750
Interest and other finance costs 11 (349,015) (383,382)
Unrealized gain on forward derivatives 30,105
Foreign exchange gain 6,387 31,910
Total other income/(expenses), net 3,591,477 47,431,278
Profit for the year 2,427,433 46,288,272
Other comprehensive income
Total comprehensive income for the year 2,427,433 46,288,272
Earnings per share from continuing operations,
basic and diluted 10 0.07 1.43
Weighted average no. of shares - basic & diluted 32,372,393 32,462,659
The accompanying notes are an integral part of these financial statements.
87
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Okeanis Eco Tankers Corp.
Statement of financial position
As of December 31, 2021 and 2020
(All amounts expressed in U.S. Dollars)
AS OF DECEMBER 31,
NOTE 2021 2020
Assets
Non-current assets
Investment in subsidiaries 4 255,718,980 329,245,580
Derivative financial instrument 140,105
Total non-current assets 255,859,085 329,245,580
Current assets
Other receivables 40 40
Current account due from related parties 6 23,607,391 14,901,121
Cash & cash equivalents 24,282,086 3,443,176
Total current assets 47,889,517 18,344,337
Total assets 303,748,602 347,589,916
Shareholder’s equity & liabilities
Shareholder’s equity
Share capital 7 32,890 32,890
Additional paid in capital 7 300,046,621 334,355,638
Treasury shares 7 (3,571,791) (3,068,260)
(Accumulated losses)/retained earnings (53,468) 738,784
Total-Shareholder’s equity 296,454,252 332,059,052
Non-Current liabilities
Long-term borrowings, net of current portion 12 1,710,201 5,130,420
Total non-current liabilities 1,710,201 5,130,420
Current Liabilities
Trade payables 147,590 239,878
Current account due to related parties 6 4,068,505 7,880,470
Current portion of long-term borrowings 12 1,368,054 2,280,096
Total current liabilities 5,584,148 10,400,444
Total liabilities 7,294,349 15,530,863
Total shareholder’s equity & liabilities 303,748,602 347,589,916
The accompanying notes are an integral part of these financial statements.
PARENT COMPANY FINANCIAL STATEMENTS
88
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Okeanis Eco Tankers Corp.
Statement of changes in shareholder’s equity
For the years ended December 31, 2021 and 2020
(All amounts, expressed in U.S. Dollars, except for number of shares)
(ACCUMULATED
ADDITIONAL LOSSES)/
NUMBER SHARE PAID IN TREASURY RETAINED
NOTE OF SHARES CAPITAL CAPITAL SHARES EARNINGS TOTAL
Balance - January 1, 2020 32,739,851 32,890 334,355,638 (1,010,155) (1,825,592) 331,552,782
Acquisition of equity shares
at NOK 57.3 per share 7 (113,934) (698,924) (698,924)
Acquisition of equity shares
at NOK 57.5 per share 7 (250,000) (1,359,181) (1,359,181)
Profit for the year 46,288,272 46,288,272
Dividend paid (43,723,896) (43,723,896)
Balance - December 31, 2020 32,375,917 32,890 334,355,638 (3,068,260) 738,784 332,059,052
Acquisition of equity shares
at NOK 75.3 per share 7 (22,500) (197,116) (197,116)
Acquisition of equity shares
at NOK 75.9 per share 7 (8,000) (70,642) (70,642)
Acquisition of equity shares
at NOK 70.5 per share 7 (28,736) (235,773) (235,773)
Profit for the year 2,427,433 2,427,433
Dividend paid 7 (3,219,686) (3,219,686)
Capital distribution 7 — (34,309,017) (34,309,017)
Balance - December 31, 2021 32,316,681 32,890 300,046,621 (3,571,791) (53,468) 296,454,252
The accompanying notes are an integral part of these financial statements.
PARENT COMPANY FINANCIAL STATEMENTS
89
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Okeanis Eco Tankers Corp.
Statement of cash flows
For the years ended December 31, 2021 and 2020
(All amounts expressed in U.S. Dollars)
FOR THE YEAR ENDED DECEMBER 31,
NOTE 2021 2020
Cash flows from operating activities:
Profit for the year 2,427,433 46,288,272
Adjustments to reconcile profit to net cash
used in operating activities:
Interest expense 11 117,461 315,061
Amortization of loan financing fees 21,905 11,602
Dividend income (3,904,000) (47,782,750)
Unrealized gain on derivatives (30,105)
Total reconciliation adjustments (1,367,307) (1,167,815)
Changes in working capital:
Prepaid expenses and other current assets (110,000)
Trade payables (92,287) 49,699
Accrued expenses (1,577)
Interest paid (117,461) (318,820)
Net cash used in operating activities (1,687,054) (1,438,513)
Cash flows from investing activities:
Current account due from related parties (8,706,270) (1,228,623)
Capital returns from subsidiaries 90,936,600
Investment in subsidiaries (17,410,000) (181,600)
Dividends received 3,904,000 47,782,750
Net cash provided by investing activities 68,724,330 46,372,527
Cash flows from financing activities:
Repayments of long-term borrowings (4,354,166) (3,552,077)
Current accounts due to related parties 6 (3,811,965) 7,601,217
Acquisition of treasury stock 7 (503,531) (2,058,105)
Capital Distribution (34,309,017)
Dividends paid (3,219,686) (43,723,896)
Net cash used in financing activities (46,198,365) (41,732,861)
Net change in cash and cash equivalents 20,838,911 3,201,153
Cash and cash equivalents at the beginning of year 3,443,176 242,023
Cash and cash equivalents at the end of year 24,282,087 3,443,176
The accompanying notes are an integral part of these financial statements.
PARENT COMPANY FINANCIAL STATEMENTS
90
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
1. Incorporation and General Information
Okeanis Eco Tankers Corp. (“OET” or the “Company”), was founded on April 30, 2018 as a private
limited corporation under the laws of the Republic of the Marshall Islands. OET is ultimately
controlled by Glafki Marine Corporation (“Glafki”) through voting interest. Glafki is owned by
Ioannis Alafouzos and Themistoklis Alafouzos. The Company currently owns thirteen vessels on
the water and one vessel under construction. The principal activity of its subsidiaries is to own,
charter out and operate tanker vessels on an international level.
The Alafouzos family holds, through Glafki, a stake of 56.82% in the Company. The Company
traded on the Merkur Market (currently named Euronext Growth) from July 3, 2018 until March
8, 2019, when it was then admitted for trading on the Oslo Axess (currently named Euronext
Expand). In January 2021, the Company transferred its listing from Euronext Expand to Oslo
Børs under the symbol “OET”.
The table below sets forth an overview of the Company’s wholly owned subsidiaries:
INTEREST
HELD
COMPANY NAME DATE INCORPORATED BY OET
Therassia Marine Corp. June 28, 2018 Liberia 100%
Milos Marine Corp. June 28, 2018 Liberia 100%
Ios Maritime Corp. June 28, 2018 Liberia 100%
Omega One Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Two Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Three Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Four Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Five Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Six Marine Corp. October 30, 2019 Marshall Islands 100%
Omega Seven Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Nine Marine Corp. June 28, 2018 Marshall Islands 100%
Omega Ten Marine Corp. October 30, 2019 Marshall Islands 100%
Omega Eleven Marine Corp. June 28, 2018 Marshall Islands 100%
Nellmare Marine Ltd June 28, 2018 Marshall Islands 100%
Anassa Navigation S.A. June 28, 2018 Marshall Islands 100%
Arethusa Shipping Ltd. June 28, 2018 Marshall Islands 100%
Moonsprite Shipping Corp. June 28, 2018 Marshall Islands 100%
Theta Navigation Ltd June 14, 2021 Marshall Islands 100%
Ark Marine S.A. June 14, 2021 Marshall Islands 100%
OET Chartering Inc. June 28, 2018 Marshall Islands 100%
On June 14, 2021 the Company established two Marshall Islands-based subsidiary owning
companies, Ark Marine S.A. and Theta Navigation Ltd, that will own and operate the two
Newbuilding VLCCs, the Hulls 3211 and 3212, with delivery dates set end of March and May
2022, respectively. Each of the companies have 500 shares issued at par value, owned 100%
by Okeanis Eco Tankers Corp.
PARENT COMPANY FINANCIAL STATEMENTSNOTES
91
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
2. Basis of Preparation and Statement of Compliance
The financial statements of the Company have been prepared in accordance with International
Financial Reporting Standards (“IFRS”) published by the International Accounting Standards
Board (the “IASB”). The financial statements are presented in United States Dollars ($) since
this is the currency in which the majority of the Company’s transactions are denominated. The
financial statements have been prepared on the historical cost basis.
The financial statements have been prepared on a going concern basis.
Okeanis Eco Tankers annual financial statements were approved and authorized for issue by
the Company’s Board of Directors on April 14, 2022.
3. Summary of Significant Accounting Policies
Use of estimates
The preparation of the financial statements in conformity with IFRS requires management to
make estimates and assumptions that affect the reported amounts of assets and liabilities, the
disclosures of contingent assets and liabilities at the date of the financial statements, and the
stated amounts of revenues and expenses during the reporting period. Actual results could
differ from those estimates.
Cash and cash equivalents
The Company considers highly liquid investments such as time deposits and certificates of
deposit with original maturities of three months or less to be cash equivalents. For the purposes
of the cash flow statement, cash and cash equivalents consist of cash and cash equivalents as
defined above.
Dividend income
Dividend income is recognized when the right by the Company to receive payment of
dividends is established.
Interest income
The Company’s interest income comprises interest earned from short-term time deposits.
Investment in subsidiaries
The Company’s investments in the wholly owned subsidiaries are recorded at cost. When
necessary, the carrying amount of each of the Company’s investments separately, is tested for
impairment in accordance with IAS 36 Impairment of Assets, by comparing the investment’s
recoverable amount with its carrying amount. During the years ended December 31, 2021 and
2020, no impairment charges were deemed necessary regarding the Company’s investments.
Interest bearing loans and borrowings
Loans and borrowings are initially recognized at fair value, being the fair value of the
consideration received net of issue costs associated with the borrowing. After initial recognition,
interest-bearing loans and borrowings are subsequently measured at amortized cost using
the effective interest method.
PARENT COMPANY FINANCIAL STATEMENTSNOTES
92
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Share capital, additional paid-in capital and dividends to the Company’s shareholders
Common shares issued are classified in equity, with the excess over par value classified under
additional paid-in capital. Additional paid-in capital also includes the cost of the common
shares issued in exchange for the historical acquisition of ownership in the Contributed
Companies (refer note 1). Incremental costs directly attributable to the issuance of new
common shares are deducted against additional paid-in capital. Dividends to the Company’s
shareholders are recognized when the respective dividends are approved for payment by the
Company’s Board of Directors.
Treasury shares
Common share repurchases are recorded at cost based on the settlement date of the
transaction. These shares are classified as treasury shares, which is a reduction to shareholders’
equity. Treasury shares are included in authorized and issued shares, but excluded from
outstanding shares.
Foreign currency translation
The functional currency of the Company is the U.S. dollar because the majority of the Company’s
transactions are denominated in U.S. dollars. Transactions denominated in foreign currencies
are converted into U.S. Dollars and are recorded at the exchange rate in effect at the date of the
transactions. Monetary assets and liabilities denominated in foreign currencies are translated
to U.S. Dollars at the rate of exchange prevailing at the statement of financial position date.
Any resulting foreign exchange differences are reflected under foreign exchange gains/(losses)
in the statement of profit or loss and other comprehensive income.
Cash flow statement policy
The Company uses the indirect method to report cash flows from operating activities.
Earnings/(Loss) per share
Basic earnings/(loss) per share is calculated by dividing income/(loss) attributable to equity
holders of OET by the weighted average number of common shares outstanding. Diluted
earnings/(loss) per share is calculated by adjusting income/(loss) attributable to equity holders
of OET and the weighted average number of common shares used for calculating basic
per share for the effects of all potentially dilutive shares. Such dilutive common shares are
excluded when the effect would be to reduce a loss per share or increase earnings per share.
The Company applies the if-converted method when determining diluted earnings/(loss) per
share. This requires the assumption that all potential ordinary shares have been converted
into ordinary shares at the beginning of the period or, if not in existence at the beginning of
the period, the date of the issue of the financial instrument or the granting of the rights by
which they are granted. Under this method, once potential ordinary shares are converted into
ordinary shares during the period, the dividends, interest and other expense associated with
those potential ordinary shares will no longer be incurred. The effect of conversion, therefore,
is to increase income (or reduce losses) attributable to ordinary equity holders as well as the
number of shares in issue. Conversion will not be assumed for purposes of computing diluted
earnings per share if the effect would be anti-dilutive.
During the years ended December 31, 2021 and 2020, there were no potentially dilutive items.
PARENT COMPANY FINANCIAL STATEMENTSNOTES
93
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Taxation
The Company is not subject to tax on international shipping income since its country of
incorporation do not impose such taxes.
Provisions and contingencies
Provisions are recognized when the Company has a present legal or constructive obligation
as a result of past events and it is probable that an outflow of resources embodying economic
benefits will be required to settle this obligation and a reliable estimate of the amount of the
obligation can be made.
Provisions are reviewed at each statement of financial position date and adjusted to reflect the
present value of the expenditure expected to be required to settle the obligation. Contingent
liabilities are not recognized in the financial statements but are disclosed unless the possibility
of an outflow of resources embodying economic benefits is remote. Contingent assets are not
recognized in the financial statements but are disclosed when an inflow of economic benefits
is probable.
Fair value of financial assets and liabilities
The definitions of the levels, provided by IFRS 7 Financial Instruments Disclosure, are based on
the degree to which the fair value is observable.
Level 1 fair value measurements are those derived from quoted prices in active markets for
identical assets or liabilities.
Level 2 fair value measurements are those derived from inputs other than quoted prices
included within Level 1 that are observable for the asset or liability, either directly (i.e. as
prices) or indirectly (i.e. derived from prices).
Level 3 fair value measurements are those derived from valuation techniques that include
inputs for the asset or liability that are not based on observable market data (unobservable
inputs).
Cash and cash equivalents are considered Level 1 financial instruments. Variable rate long-
term borrowings and forward agreements are considered Level 2 financial instruments. There
are no financial instruments in Level 3, nor any transfers between fair value hierarchy levels
during the periods presented.
The carrying amounts reflected in the statement of financial position for cash and cash
equivalents, other receivables and other current liabilities, approximate their respective fair
values due to the relatively short-term maturity of these financial instruments.
Trade and other receivables
Trade payables are obligations to pay for goods or services that have been acquired in the
ordinary course of business from suppliers. Accounts payable are classified as current liabilities
if payment is due within one year or less (or in the normal operating cycle of the business if
longer). If not, they are presented as non-current liabilities.
Deferred financing costs
Fees incurred for obtaining new loans or refinancing existing facilities such as arrangement,
structuring, legal and agency fees are deferred and classified against long-term debt in the
PARENT COMPANY FINANCIAL STATEMENTSNOTES
94
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
statement of financial position. Any fees incurred for loan facilities not yet advanced are
deferred and classified under non-current assets in the consolidated statement of financial
position. These fees are classified against long-term debt on the loan drawdown date.
Deferred financing costs are deferred and amortized over the term of the relevant loan using
the effective interest method, with the amortization expense reflected under interest and
finance costs in the consolidated statement of profit or loss and other comprehensive income.
Any unamortized deferred financing costs related to loans which are either fully repaid before
their scheduled maturities or related to loans extinguished are written-off in the consolidated
statement of profit or loss and other comprehensive income.
Derivative financial instruments - Forward Freight Agreements
The Company entered into Forward Freight Agreements (the “FFAs”) to economically hedge
its trading exposure in the spot market. FFAs are derivative financial instruments initially
recognized at fair value on the consolidated statement of financial position on the date the
derivative contracts are entered into and are subsequently remeasured to their fair value at
each reporting date. Upon settlement, if the contracted charter rate is less than the average
of the rates, as reported by an identified index, for the specified route and time period, the
seller of the FFA is required to pay the buyer the settlement sum, being an amount equal
to the difference between the contracted rate and the settlement rate, multiplied by the
number of days in the specified period covered by the FFA. Conversely, if the contracted rate
is greater than the settlement rate, the buyer is required to pay the seller the settlement sum.
The resulting changes in fair value are recognized in the consolidated statement of profit
or loss and other comprehensive income unless the derivative is designated and effective
as a hedging instrument, in which event the timing of the recognition in the consolidated
statement of profit or loss depends on the nature of the hedge relationship. FFA derivatives are
presented as current or non-current assets or as current or non-current liabilities when their
valuation is favorable to the Company and as non-current liabilities when unfavorable to the
Company. Cash outflows and inflows resulting from derivative contracts are presented as cash
flows from operations in the consolidated statement of cash flows. Forward freight derivatives
are considered to be Level 2 items in accordance with the fair value hierarchy as defined
in IFRS 13 Fair Value Measurement. FFAs do not qualify for hedge accounting and therefore
unrealized gains or losses are recognized under Unrealized/realized gain/(loss) on derivatives.
Adoption of new and revised IFRS
Standards and interpretations adopted in the current year
In August 2020, the IASB issued the Phase 2 amendments to IFRS 9 Financial Instruments,
IFRS 7 Financial Instruments: Disclosures, IFRS 4 and IFRS 16 in connection with the Phase
2 of the interest rate benchmark reform. The amendments address the issues arising from
the implementation of the reforms, including the replacement of one benchmark with
an alternative one. The amendments are effective for annual periods beginning on or after
January 1, 2021 and did not have a material impact on the Company’s financial statements.
Standards and amendments in issue not yet adopted
In January 2020, the IASB issued a narrow-scope amendment to IAS 1 Presentation of Financial
Statements, to clarify that liabilities are classified as either current or non-current, depending
on the rights that exist at the end of the reporting period. Classification is unaffected by the
PARENT COMPANY FINANCIAL STATEMENTSNOTES
95
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
expectations of the entity or events after the reporting date (for example, the receipt of a
waiver or a breach of covenant). The amendment also defines the “settlement” of a liability as
the extinguishment of a liability with cash, other economic resources or an entity’s own equity
instruments. The amendment will be effective for annual periods beginning on or after January
1, 2022 and should be applied retrospectively in accordance with IAS 8 Accounting Policies,
Changes in Accounting Estimates and Errors. Earlier application is permitted. Management
anticipates that this amendment will have no significant impact at the Company’s financial
statements. There are no other IFRS standards and amendments issued by but not yet adopted
that are expected to have a material effect on the Group’s financial statements.
4. Investment in Subsidiaries
As of December 31, 2021 and 2020, the Company had the following investment in subsidiaries:
AS OF DECEMBER 31, 2021 2020
Contributed companies 94,747,652 179,338,102
Omega Four marine Corp. 8,138,670 8,138,670
Omega Six marine Corp. 1,625,800 1,625,800
Omega Five marine Corp. 6,259,302 6,259,302
Omega Seven marine Corp. 14,724,074 14,724,074
Omega Nine marine Corp. 6,346,150
Omega Ten marine Corp. 1,125,800 1,125,800
Moonsprite Shipping Corp. 31,510,936 31,510,936
Arethusa Shipping Corp. 33,208,036 33,208,036
Anassa Navigation SA 23,872,230 23,872,230
Nellmare Marine Ltd 23,096,480 23,096,480
Ark Marine SA 8,705,000
Theta Navigation Ltd 8,705,000
Total 255,718,979 329,245,580
5. General and Administrative Expenses
General and administrative expenses are analyzed as follows:
FOR THE YEAR ENDED DECEMBER 31, 2021 2020
Personnel insurances 200,000 130,000
Directors’ fees and expenses 475,506 487,909
Professional fees 207,484 155,495
Other expenses 281,054 369,601
Total 1,164,045 1,143,006
PARENT COMPANY FINANCIAL STATEMENTSNOTES
96
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
6. Transactions and Balances with Related Parties
Current accounts due from related parties are analyzed as follows:
AS OF DECEMBER 31, 2021 2020
Amounts due from FRPEs 418,000 2,514,885
Amounts due from vessel-owning subsidiaries 23,189,391 12,213,058
Amounts due from OET Chartering Inc. 173,178
Total 23,607,391 14,901,121
Current accounts due from FRPEs - Family Related Party Entities principally non-eco vessel
owning companies privately owned by the Alafouzos family amounting to $418,000 as at
December 31, 2021 (2020: $2,514,885), represent amounts provided to vessel owning companies
for working capital purposes.
Current accounts due from subsidiaries companies, amounting to $23,189,391 and $12,213,058
as at December 31, 2021 and 2020, respectively, represent amounts provided to vessel owning
companies for working capital purposes.
Current accounts due from OET Chartering Inc., amounting to $173,178 as at December 31,
2020 represent amounts transferred to a subsidiary Company for depository purposes. More
specifically, the Company had transferred funds to a wholly owned subsidiary, where these are
placed on time deposits to optimize capital management. These deposits are of a short-term
nature and reset on a frequent basis, bearing market interest rates.
Current accounts due to related parties are analyzed as follows:
AS OF DECEMBER 31, 2021 2020
Amounts due to vessel-owning subsidiaries 2,445,490 7,500,667
Amounts due to OET Chartering Inc. 924,862
Amounts payable to Board of Directors members 698,153 379,803
Total 4,068,505 7,880,470
Current accounts due to vessel-owning subsidiaries amounting to $2,445,490 and $7,500,667
as at December 31, 2021 and 2020, respectively, represent amounts provided from vessel
owning companies for working capital purposes and to fund other vessel owning subsidiaries’
operations.
Current accounts due to OET Chartering Inc., amounting to $924,862 as at December 31, 2021
represent amounts transferred from a subsidiary Company for depository purposes. More
specifically, the subsidiary has transferred funds to the Company, where these are placed on
time deposits to optimize capital management. These deposits are of a short-term nature and
reset on a frequent basis, bearing market interest rates.
Current accounts due to the Board of Directors members of $698,153 and $379,803 as at
December 31, 2021 and 2020, respectively, concern fees payable to the members of the Board
of Directors as remuneration for services provided.
PARENT COMPANY FINANCIAL STATEMENTSNOTES
97
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
All balances noted above are unsecured, interest-free, with no fixed terms of payment and
repayable on demand.
Key management and Directors’ remuneration
Each of the Company’s directors, except for the Chairman of the Board of Directors, is entitled
to an annual fee of $75,000. Directors’ fees for the years ended December 31, 2021 and 2020
amounted to $418,900 and $419,300, respectively. In addition, each director is entitled to a
reimbursement for travelling and other minor out-of-pocket expenses. Furthermore, the
Company provides compensation to a member of its key management personnel, pursuant
to a remuneration agreement. For the years ended December 31, 2021 and 2020, such
remuneration amounted to $450,000 and $105,000, respectively. There was no amount
payable related to this remuneration as of December 31, 2021 and 2020.
7. Share Capital and Additional Paid-in Capital
The Company’s common shares have been registered under the laws of the Republic of the
Marshall Islands. Pursuant to an agreement with DNB Bank ASA, DNB Bank ASA is recorded
as the sole shareholder in the records of the Company, as nominee on behalf of Euronext
Securities Oslo and maintains, in its role as VPS registrar, a sub-register of shareholders in
the VPS where the ownership of the shares is registered in book-entry form under their ISIN
MHY641771016.
The Company has one class of shares. All shares rank in parity with one another and each one
carries one vote in a meeting of the shareholders. All shares are equal in all respects.
On March 5, 2019, the board of directors of the Oslo Stock Exchange approved the Company’s
listing application to trading on Oslo Axess. Trading in the shares on Oslo Axess commenced
on March 8, 2019, under the trading symbol “OET”.
On March 9, 2020 the Company purchased 113,934 of its own shares for an aggregate
consideration of $698,924 at an average price of NOK 57.3 per share.
On April 6, 2020 the Company purchased 250,000 of its own shares for an aggregate
consideration of $1,359,181 at an average price of NOK 57.5 per share.
The Company has distributed cumulative cash dividends to its shareholders amounting to
$43,723,896 million in the year ended December 31, 2020.
On January 27, 2021, the board of directors of the Oslo Stock Exchange approved the Company’s
listing application to transfer its listing from Euronext Expand to Oslo Børs. Trading in the
shares on Oslo Børs commenced on January 29, 2021, under the trading symbol “OET”.
In March 2021, the Company paid a cash dividend to its shareholders of $0.10 per share,
amounting to $3.2 million.
In June 2021, the Company distributed an amount of $24.3 million or $0.75 per share via a
return of paid-in capital.
PARENT COMPANY FINANCIAL STATEMENTSNOTES
98
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
On December 6, 2021 the Company purchased 22,500 of its own shares for an aggregate
consideration of $197,116 at an average price of NOK 75.3 per share.
On December 9, 2021 the Company purchased 8,000 of its own shares for an aggregate
consideration of $70,642 at an average price of NOK 75.9 per share.
On December 14, 2021 the Company purchased 28,736 of its own shares for an aggregate
consideration of $235,773 at an average price of NOK 70.5 per share.
Also, in December 2021, the Company distributed an amount of $10.0 million or $0.31 per
share via a return of paid-in-capital.
As of December 31, 2021, the Company had 32,316,681 shares outstanding (net of 573,319
treasury shares).
Neither the Company nor any of its subsidiaries have issued any restricted shares, share
options, warrants, convertible loans or other instruments that would entitle a holder of any
such instrument to subscribe for any shares in the Company or its subsidiaries. Neither the
Company nor any of its subsidiaries have issued subordinated debt or transferable securities
other than the shares in the Company and the shares in the Company’s subsidiaries which are
held directly or indirectly by the Company.
The table below shows the movement in the Company’s issued share capital up to and for the
year ended on December 31, 2021 hereof:
No. OF ISSUED
CHANGE IN NEW ISSUED TREASURY (NET OF
TYPE OF ISSUED SHARE SHARE SHARES TREASURY) PAR VALUE
DATE CHANGE CAPITAL (USD) CAPITAL (USD) (USD) SHARES PER SHARE
March 9, 2020 Share buy-back 1,709,079 32,625,917 0.001
April 6, 2020 Share buy-back 3,068,260 32,375,917 0.001
December 6, 2021 Share buy-back 3,265,376 32,353,417 0.001
December 9, 2021 Share buy-back 3,336,018 32,345,417 0.001
December 14, 2021 Share buy-back 3,571,790 32,316,681 0.001
8. Financial Risk Management
The Company’s principal financial instruments comprise cash and cash equivalents and
amounts due from related parties and long-term borrowings. The Company has other
financial liabilities such as due to related parties and trade payables, which arise directly from
its operations.
The main risks arising from the Company’s financial instruments are credit risk, foreign currency
risk, interest rate risk and liquidity risk. The Company’s policies for addressing these risks are set
out below:
PARENT COMPANY FINANCIAL STATEMENTSNOTES
99
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
Credit risk
With respect to the credit risk arising from the Company’s cash and cash equivalents and, the
Company’s exposure arises from default by the counterparties, with a maximum exposure
equivalent to the carrying amount of these instruments. The Company mitigates such risk
by dealing only with high credit quality financial institutions. With respect to the credit
risk arising from the amounts due from related parties, the Company’s exposure arises
from default of the respective related parties, with a maximum exposure equivalent to the
carrying amount of these instruments. The Company mitigates such risk by performing
ongoing credit evaluations of the respective related parties from which the amounts are
due.
Foreign currency risk
Certain of the Company’s operating expenses are incurred in currencies other than the U.S.
Dollar. The Company does not consider the risk to be significant and takes no other steps
to manage its currency exposure.
Interest rate risk
The Company is exposed to the impact of interest rate changes primarily through its
floating-rate borrowing that require the Company to make interest payments based on
LIBOR. Significant increases in interest rates could adversely affect operating margins,
results of operations and ability to service debt. The Company has not entered into any
hedging transactions to cover its exposure to changes in interest rates on this floating-rate
borrowing.
As an indication of the sensitivity from changes in interest rates, an increase by 50 basis
points in interest rates would increase interest expense for the year ended December 31,
2021 by $29,229 (2020:$ 47,988) assuming all other variables held constant.
Market risk
The tanker shipping industry is cyclical with high volatility in charter rates and profitability.
The Company charters its vessels principally in the spot market, being exposed to various
unpredictable factors such as: supply and demand of energy resources, global economic
and political conditions, natural or other disasters, disruptions in international trade,
COVID-19 outbreak, environmental and other legal regulatory developments and so on.
During 2021, the Company entered into Forward Freight Agreements (“FFAs”) in order to
minimize losses from charter rate fluctuations and eliminate any adverse effect this may
have in our operating cash flows and dividend policy.
Liquidity risk
Liquidity risk is the risk that arises when the maturity of assets and liabilities does not match.
An unmatched position potentially enhances profitability, but can also increase the risk
of losses. The Company minimizes liquidity risk by maintaining sufficient cash and cash
equivalents.
The following table details the Company’s expected cash outflows for its financial liabilities. The
table has been drawn up based on the undiscounted cash flows of financial liabilities based
on the earliest date on which the Company will be required to settle the respective financial
liabilities:
PARENT COMPANY FINANCIAL STATEMENTSNOTES
100
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
WEIGHTED
AVERAGE
EFFECTIVE LESS THAN 1-3 3-12 1-5 5+
DECEMBER 31, 2021 INTEREST RATE 1 MONTH MONTHS MONTHS YEARS YEARS TOTAL
Trade payables 147,590 147,590
Current accounts
due to related parties 698,153 3,370,352 4,068,505
Variable interest loan
(principal and interest) 2.10% 4,218 581,353 840,045 1,744,071 3,169,688
Total 4,218 1,427,096 4,210,397 1,744,071 — 7,385,783
9. Commitments and Contingencies
The Company has joint and several liability over the below subsidiary loan agreements, through
the guarantees provided over the respective subsidiaries loans:
Omega Two Marine Corp.: lease agreement with OCY Knight AS dated June 8, 2017, with an
outstanding balance as of December 31, 2021 (inclusive of accrued interest) of $37,046,699.
Anassa Navigation S.A.: loan agreement with Credit Suisse AG dated December 19, 2018
with an outstanding balance as of December 31, 2021 (inclusive of accrued interest) of
$50,467,962.
Arethusa Shipping Corp.: loan agreement with BNP PARIBAS dated January 24, 2019 with
an outstanding balance as of December 31, 2021 (inclusive of accrued interest) of $51,983,474.
Omega One Marine Corp.: lease agreement with Ocean Yield Malta Limited dated January
29, 2019, with an outstanding balance as of December 31, 2021 (inclusive of accrued interest)
of $40,991,919.
Nellmare Marine Ltd: loan agreement with ABN AMRO dated February 14, 2019, with an
outstanding balance as of December 31, 2021 (inclusive of accrued interest) of $48,636,690.
Moonsprite Shipping Corp.: loan agreement with CREDIT AGRICOLE dated February 27,
2019 with an outstanding balance as of December 31, 2021 (inclusive of accrued interest) of
$51,983,608.
Omega Five Marine Corp.: loan agreement with OCY Knight 1 Limited dated May 3, 2019, with
an outstanding balance as of December 31, 2021 (inclusive of accrued interest) of $64,618,418.
Omega Seven Marine Corp.: loan agreement with OCY Knight 2 Limited dated June 10,
2019, with an outstanding balance as of December 31, 2021 (inclusive of accrued interest) of
$65,178,501.
Omega Four Marine Corp.: loan agreement with BNP PARIBAS dated July 7, 2020, with an
outstanding balance as of December 31, 2021 (inclusive of accrued interest) of $36,402,552.
Omega Three Marine Corp.: loan agreement with ABN AMRO dated July 8, 2020, with an
outstanding balance as of December 31, 2021 (inclusive of accrued interest) of $38,919,346.
Omega Six Marine Corp.: loan agreement with Export-Import Bank of Korea dated
September 9, 2020 with an outstanding balance as of December 31, 2021 (inclusive of
accrued interest) of $47,397,959.
Omega Ten Marine Corp.: loan agreement with Export-Import Bank of Korea dated
September 9, 2020 with an outstanding balance as of December 31, 2021 (inclusive of
accrued interest) of $47,371,549.
The extent to which an outflow of funds will be required is dependent on the subsidiaries’
performance and compliance with the relevant terms included in the respective debt
arrangements.
PARENT COMPANY FINANCIAL STATEMENTSNOTES
101
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
10. Earnings per Share
Basic and diluted Earnings per share for the years ended December 31, 2021 and 2020, are
presented below:
FOR THE YEAR ENDED DECEMBER 31, 2021 2020
Earnings per share from continuing operations 0.07 1.43
Total Earnings per share, basic and diluted 0.07 1.43
The profit and weighted average number of common shares used in the calculation of basic
earnings per share are as follows:
FOR THE YEAR ENDED DECEMBER 31, 2021 2020
Profit for the year 2,427,433 46,288,272
Weighted average number of shares outstanding in the year 32,372,393 32,462,659
Earnings per share, basic and diluted 0.07 1.43
During the year ended December 31, 2021 and 2020, there were no potentially dilutive
instruments affecting weighted average number of shares, and hence diluted earnings per
share equals basic earnings per share for the years presented.
11. Interest and other finance cost
The following table summarizes the interest and other finance costs incurred:
FOR THE YEAR ENDED DECEMBER 31, 2021 2020
Interest expense 117,461 315,061
Other finance costs 209,649 56,719
Amortization of financing fees 21,905 11,602
Total 349,015 383,382
12. Borrowings
On June 27, 2019, the Company entered into a loan agreement with BNP Paribas for its scrubber
retrofit project. The total proceeds of the loan were $11,000,000. The facility carries an interest
rate over LIBOR of 2.00%, a 5-year tenor, and a 4-year repayment profile beginning one year
after drawdown. As a result of the Company’s Aframax vessels (Nissos Schinoussa and Nissos
Therassia) disposal and according to the relevant loan agreement clause, on June 16, 2021, the
Company further retired the amount of $2,750,004 in connection to the said disposal.
The loan agreement includes several ship finance covenants, amongst which are restrictions
as to changes in management and ownership of the vessels, declaration of dividends; further
indebtedness; mortgaging of vessels without the bank’s prior consent and a hull cover ratio as
well as several financial covenants. These mainly consist of:
A hull cover ratio, being the ratio of a mortgaged vessel’s excess fair market values due to the
PARENT COMPANY FINANCIAL STATEMENTSNOTES
102
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
scrubber installations over the respective outstanding debt, of no less than the percentage
of 150%.
Minimum corporate liquidity, being the lesser of $10,000,000, and $500,000 per vessel, in
the form of free and unencumbered cash and cash equivalents.
A net worth, being the difference between the carrying value of total assets less the carrying
value of total liabilities, being greater than $100,000,000 at all times.
A ratio of outstanding total liabilities to the carrying value of total assets (adjusted for the
vessel’s fair market value), of no more than 75%.
As at December 31, 2021, the Company was in compliance with its loan covenants.
Long-term debt net of current portion and current portion of long-term borrowings are
analyzed as follows:
LONG-TERM BORROWINGS, CURRENT PORTION
NET OF CURRENT PORTION LONG-TERM BORROWINGS
Outstanding loan balance 1,718,760 1,374,996
Loan financing fees (8,559) (6,942)
Total 1,710,201 1,368,054
The future annual loan repayments are as follows:
FOR THE YEAR ENDED DECEMBER 31, 2021 2020
No later than 1 year 1,374,996 2,991,667
Later than 1 year and no later than 5 years 1,718,760 5,156,250
Total 3,093,756 8,147,917
Less: Amounts due for settlement within 12 months (1,374,996) (2,991,667)
Long-term borrowings, net of current portion 1,718,760 5,156,250
13. Capital risk management
The Company’s objectives when managing capital are to safeguard the Company’s ability to continue
as a going concern, ensure that it maintains a strong credit rating and healthy capital ratios in order
to support its business and maximize shareholders value.
14. Subsequent Events
In January 2022, the Company purchased 122,573 of its own shares at an average price of NOK
71.0 per share.
COVID-19 update
Our primary concern continues to be the wellbeing of our seafarers and shore-based
employees, and, in tandem, providing safe and reliable services to our clients. In line with
industry response standards, we have updated and continue to update vessels’ procedures
and supplied our fleet with protective equipment. We have effected crew changes in
permissible ports, a vaccination programme for all of our ships’ seafarers approaching Greek
PARENT COMPANY FINANCIAL STATEMENTSNOTES
103
OKEANIS ECO TANKERS
OKEANIS ECO TANKERS 2021 ANNUAL REPORT
ports, limited superintendent visits and provisions in heavily affected areas and are complying
with local directives and recommendations. Shore-side, all our employees are fully vaccinated.
We have also instituted enhanced safety protocols such as weekly Covid-19 testing for all office
staff, regular cleaning/disinfection of our premises, availability of hand sanitizer and surgical
masks throughout our premises, prohibition of on-site visitors, total elimination of non-
essential travel, mandatory self-isolation of personnel returning from travel and substitution of
physical meetings with virtual meetings. We are also taking measures to improve the security
of our network and online communications and have enhanced monitoring of our network.
Lastly, we have created an infectious disease preparedness and response plan that we have
communicated to all of our staff.
War in Ukraine
Russia’s invasion in Ukraine is a continuously evolving and unpredictable situation both from
a humanitarian and market perspective. The Company’s ultimate goal is to protect the lives
of its seafarers, safeguard its vessels and comply with global sanctions framework. Forecasts
and estimates around the outcome of this situation are highly uncertain at the time, and the
Company recognizes that further escalation could adversely affect global shipping markets.
In February 2022, both the European Union and the United States led economic sanctions
against Russia vis-à-vis conflict in Ukraine. Given Russia’s role as a lead exporter of crude oil,
among other commodities, such sanctions could have material impact in our business.
The war in Ukraine is expected to result in rerouting of crude oil flows leading to longer tonne-
mile voyages. Russia’s seaborne crude oil exports account for 10% of world seaborne oil exports
with approximately 50% shipped to Europe. In the event of sanctions and/or choice by Europe,
such volumes would need to be replaced from more distant destinations, while Russia is
expected to find buyers in the East that could also support demand measured in tonne-miles.
The disruption on trade flows could adversely impact freight rates and vessel economics,
while the recent increases in bunker fuel prices, following crude supply shortages, would
negatively affect voyage costs for our fleet, albeit expected less severe than our industry peers
with conventional, not equipped with scrubber vessels that consume more fuel and at higher
prices per metric tonne.
PARENT COMPANY FINANCIAL STATEMENTSNOTES
OKEANIS ECO TANKERS
Okeanis Eco Tankers Corp.
Ethnarchou Makariou av, & 2 D. Falireos str., 185 47, N. Faliro, Greece
Tel: +30 210480 4200
info@okeanisecotankers.com
www.okeanisecotankers.com
Contact
Konstantinos Oikonomopoulos, CFO
+30 210 480 4099
|
kgo@okeanisecotankers.com
213800U35RCYXTKVEM652021-01-012021-12-31213800U35RCYXTKVEM652020-01-012020-12-31213800U35RCYXTKVEM652021-12-31213800U35RCYXTKVEM652020-12-31213800U35RCYXTKVEM652019-12-31213800U35RCYXTKVEM652020-03-092020-03-09213800U35RCYXTKVEM652020-04-062020-04-06213800U35RCYXTKVEM652019-12-31ifrs-full:IssuedCapitalMember213800U35RCYXTKVEM652020-03-092020-03-09ifrs-full:IssuedCapitalMember213800U35RCYXTKVEM652020-04-062020-04-06ifrs-full:IssuedCapitalMember213800U35RCYXTKVEM652020-01-012020-12-31ifrs-full:IssuedCapitalMember213800U35RCYXTKVEM652020-12-31ifrs-full:IssuedCapitalMember213800U35RCYXTKVEM652019-12-31ifrs-full:AdditionalPaidinCapitalMember213800U35RCYXTKVEM652020-03-092020-03-09ifrs-full:AdditionalPaidinCapitalMember213800U35RCYXTKVEM652020-04-062020-04-06ifrs-full:AdditionalPaidinCapitalMember213800U35RCYXTKVEM652020-01-012020-12-31ifrs-full:AdditionalPaidinCapitalMember213800U35RCYXTKVEM652020-12-31ifrs-full:AdditionalPaidinCapitalMember213800U35RCYXTKVEM652019-12-31ifrs-full:TreasurySharesMember213800U35RCYXTKVEM652020-03-092020-03-09ifrs-full:TreasurySharesMember213800U35RCYXTKVEM652020-04-062020-04-06ifrs-full:TreasurySharesMember213800U35RCYXTKVEM652020-01-012020-12-31ifrs-full:TreasurySharesMember213800U35RCYXTKVEM652020-12-31ifrs-full:TreasurySharesMember213800U35RCYXTKVEM652019-12-31ifrs-full:OtherReservesMember213800U35RCYXTKVEM652020-03-092020-03-09ifrs-full:OtherReservesMember213800U35RCYXTKVEM652020-04-062020-04-06ifrs-full:OtherReservesMember213800U35RCYXTKVEM652020-01-012020-12-31ifrs-full:OtherReservesMember213800U35RCYXTKVEM652020-12-31ifrs-full:OtherReservesMember213800U35RCYXTKVEM652019-12-31ifrs-full:RetainedEarningsMember213800U35RCYXTKVEM652020-03-092020-03-09ifrs-full:RetainedEarningsMember213800U35RCYXTKVEM652020-04-062020-04-06ifrs-full:RetainedEarningsMember213800U35RCYXTKVEM652020-01-012020-12-31ifrs-full:RetainedEarningsMember213800U35RCYXTKVEM652020-12-31ifrs-full:RetainedEarningsMember213800U35RCYXTKVEM652021-12-062021-12-06213800U35RCYXTKVEM652021-12-092021-12-09213800U35RCYXTKVEM652021-12-142021-12-14213800U35RCYXTKVEM652021-12-062021-12-06ifrs-full:IssuedCapitalMember213800U35RCYXTKVEM652021-12-092021-12-09ifrs-full:IssuedCapitalMember213800U35RCYXTKVEM652021-12-142021-12-14ifrs-full:IssuedCapitalMember213800U35RCYXTKVEM652021-01-012021-12-31ifrs-full:IssuedCapitalMember213800U35RCYXTKVEM652021-12-31ifrs-full:IssuedCapitalMember213800U35RCYXTKVEM652021-12-062021-12-06ifrs-full:AdditionalPaidinCapitalMember213800U35RCYXTKVEM652021-12-092021-12-09ifrs-full:AdditionalPaidinCapitalMember213800U35RCYXTKVEM652021-12-142021-12-14ifrs-full:AdditionalPaidinCapitalMember213800U35RCYXTKVEM652021-01-012021-12-31ifrs-full:AdditionalPaidinCapitalMember213800U35RCYXTKVEM652021-12-31ifrs-full:AdditionalPaidinCapitalMember213800U35RCYXTKVEM652021-12-062021-12-06ifrs-full:TreasurySharesMember213800U35RCYXTKVEM652021-12-092021-12-09ifrs-full:TreasurySharesMember213800U35RCYXTKVEM652021-12-142021-12-14ifrs-full:TreasurySharesMember213800U35RCYXTKVEM652021-01-012021-12-31ifrs-full:TreasurySharesMember213800U35RCYXTKVEM652021-12-31ifrs-full:TreasurySharesMember213800U35RCYXTKVEM652021-12-062021-12-06ifrs-full:OtherReservesMember213800U35RCYXTKVEM652021-12-092021-12-09ifrs-full:OtherReservesMember213800U35RCYXTKVEM652021-12-142021-12-14ifrs-full:OtherReservesMember213800U35RCYXTKVEM652021-01-012021-12-31ifrs-full:OtherReservesMember213800U35RCYXTKVEM652021-12-31ifrs-full:OtherReservesMember213800U35RCYXTKVEM652021-12-062021-12-06ifrs-full:RetainedEarningsMember213800U35RCYXTKVEM652021-12-092021-12-09ifrs-full:RetainedEarningsMember213800U35RCYXTKVEM652021-12-142021-12-14ifrs-full:RetainedEarningsMember213800U35RCYXTKVEM652021-01-012021-12-31ifrs-full:RetainedEarningsMember213800U35RCYXTKVEM652021-12-31ifrs-full:RetainedEarningsMemberiso4217:USDiso4217:USDxbrli:sharesxbrli:shares