Converted by EDGARwiz

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549


FORM 6-K


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


For the month of November 2010


Commission File Number:  001-33283


EUROSEAS LTD.

(Translation of registrant’s name into English)

 

4 Messogiou & Evropis Street

151 25 Maroussi, Greece

(Address of principal executive office)


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


Form 20-F [ X ]       Form 40-F [  ]


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


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


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


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





INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Attached to this Report on Form 6-K as Exhibit 1 is a copy of the press release issued by Euroseas Ltd. (the “Company”) on November 15, 2010: Euroseas Ltd. Reports Results for the Nine-Month Period and Quarter Ended September 30, 2010.


Exhibit 1

[f111510esea6k002.gif]


Euroseas Ltd. Reports Results for the Nine-Month Period and Quarter Ended September 30, 2010


Maroussi, Athens, Greece – November 15, 2010 – Euroseas Ltd. (NASDAQ: ESEA), an owner and operator of drybulk and container carrier vessels and provider of seaborne transportation for drybulk and containerized cargoes, announced today its results for the three and nine month periods ended September 30, 2010.


Third Quarter 2010 Highlights:


·

Net loss of $3.2 million or $0.10 loss per share basic and diluted on total net revenues of $12.2 million.  Excluding the effect of unrealized gain and realized loss on derivatives and unrealized loss on trading securities and amortization of the fair value of charters acquired, the net loss for the period would have been $1.4 million, or $0.04 loss per share basic and diluted.


·

Adjusted EBITDA was $3.5 million. Please refer to a subsequent section of the Press Release for a reconciliation of adjusted EBITDA to net income.


·

An average of 16.00 vessels were owned and operated during the third quarter of 2010 earning an average time charter equivalent rate of $10,623 per day.


·

Declared a quarterly dividend of $0.06 per share for the third quarter of 2010 payable on December 7, 2010 to shareholders of record on November 26, 2010. This is the 21st consecutive quarterly dividend declared.


First Nine Month 2010 Highlights:


·

Net loss of $5.7 million or $0.18 loss per share basic and diluted on total net revenues of $39.7 million.  Excluding the effect of unrealized gain and realized loss on derivatives and unrealized loss on trading securities and amortization of the fair value of charters acquired, the net loss for the period would have been $0.5 million, or $0.02 loss per share basic and diluted.


·

Adjusted EBITDA was $13.4 million. Please refer to a subsequent section of the Press Release for a reconciliation of adjusted EBITDA to net income.


·

An average of 15.37 vessels were owned and operated during the first nine months of 2010 earning an average time charter equivalent rate of $11,645 per day.


·

Declared three quarterly dividends for a total of $0.17 per share during the first nine months of 2010.


Euromar Joint Venture


·

Purchased 6 vessels since June 2010 investing almost half of its committed capital of $175 million. Euroseas has committed $25 million to the venture.


Aristides Pittas, Chairman and CEO of Euroseas commented: “During the third quarter, October and first half of November 2010, we have continued to capitalize on the strengthening of the containership market by re-activating and chartering our two laid-up containerships at rates positively contributing to our cash flow.  All our containership vessels are now operating. The reactivation of the above vessels and an increased number of vessels going through drydock affected the results of the third quarter.  As our containership charters are rolled over from the existing lower levels to rates reflecting the current market rates over the next 2 quarters, we expect to see a significant contribution to our earnings in 2011 and beyond.  Our drybulk fleet continues to be fully covered for the remainder of 2010 either via physical charters or via FFA contracts and we expect to see little influence on our earnings from the developments in the dry bulk market. For 2011, we have 60% secured cover at profitable rates through a combination of physical charters and FFA contracts.


“Our Euromar joint venture has invested decisively in the containership sector in line with our original investment thesis by purchasing or agreeing to purchase - and take delivery within 2010 – a total of 6 containerships, four in the 2,500-2,800 teu range and 2 in the 1,700- 1,800 teu range. All 6 vessels are geared and built post 2000 with an average age of approximately 7 years.


“We plan to exploit other attractive investment opportunities either through our Euromar joint venture, as described above, or, by investing our own funds as we did with the purchase of M/V Aggeliki P in June 2010.    


“Our Board decided to maintain our quarterly dividend of $0.06 per share which represents an annual yield of about 6% on the basis of our stock price on November 12, 2010.”


Tasos Aslidis, Chief Financial Officer of Euroseas commented: “The results of the third quarter of 2010 reflect the strengthening of the containership market compared to the first quarter of 2010 but also the lower level of the charter rates our fleet has earned compared to the same period a year ago.  Our results were negatively influenced by realized losses in FFAs and interest rate swap contracts and positively affected by net unrealized gains on our overall derivative positions.


“Total daily vessel operating expenses, including management fees, general and administrative expenses but excluding drydocking costs, reflect a decrease of about 2.0% during the third quarter of 2010 compared to the same quarter of last year; and, a decrease of about 8.3% for the nine month periods ended September 30, 2010 over the same period of 2009.  As always, we want to emphasize that cost control remains a key component of our strategy.


“As of September 30, 2010, our outstanding debt was $62.5 million versus restricted and unrestricted cash of about $23.2 million not including $3.7 million held as margin for our FFA contracts. As of the same date, our scheduled debt repayments over the next 12 months amounted to about $12.6 million, a number low enough to provide us with significant operational cash flow comfort. All our debt covenants were satisfied as of September 30, 2010.”


Third Quarter 2010 Results:

For the third quarter of 2010, the Company reported total net revenues of $12.2 million representing a 28.5% decrease over total net revenues of $17.2 million during the third quarter of 2009. The Company reported net loss for the period of $3.2 million as compared to a net income of $2.2 million for the third quarter of 2009. The results for the third quarter of 2010 include a $0.07 million net unrealized gain on derivatives and trading securities and a $2.4 million net realized loss on derivatives as compared to $2.0 million net unrealized gain on derivatives and trading securities and $2.3 million realized loss on derivatives for the same period of 2009.


Depreciation expenses for the third quarter of 2010 were $4.6 million compared to $5.1 million during the same period of 2009.  On average, 16.00 vessels were owned and operated during the third quarter of 2010 earning an average time charter equivalent rate of $10,623 per day compared to 16.79 vessels in the same period of 2009 earning on average $15,101 per day.  M/V Despina P, one of the Company’s containerships, that was laid up since March 2009 was reactivated in July 2010 and has entered in a time charter contract that commenced in the first half of July 2010. A second containership of the Company, M/V Jonathan P was reactivated from lay up and entered into dry-dock during the third quarter of 2010.


Adjusted EBITDA for the third quarter of 2010 was $3.5 million, a 51.8% decrease from $7.2 million achieved during the third quarter of 2009. Please see below for Adjusted EBITDA reconciliation to net income / loss and cash flow provided by operating activities.


Basic and diluted losses per share for the third quarter of 2010 were $0.10, calculated on 30,932,211 basic and diluted weighted average number of shares outstanding, compared to basic and diluted earnings per share of $0.07 for the third quarter of 2009, calculated on 30,628,410 and 30,700,820, weighted average number of shares outstanding, respectively.  


Excluding the effect on the losses for the quarter of the unrealized gain on derivatives and the realized loss on derivatives, unrealized loss on trading securities and amortization of the fair value of time charter contracts acquired, the loss per share for the quarter ended September 30, 2010 would have been $0.04 per share, basic and diluted, compared to earnings of $0.07 per share for the quarter ended September 30, 2009. Usually, security analysts do not include the above items in their published estimates of earnings per share.


First nine months 2010 Results:

For the first nine months of 2010, the Company reported total net revenues of $39.7 million representing a 16.1% decrease over total net revenues of $47.3 million during the first nine months of 2009. The Company reported a net loss for the period of $5.7 million as compared to net income of $0.7 million for the first nine months of 2009. The results for the first nine months of 2010 include a $4.0 million net unrealized gain on derivatives and trading securities and a $10.8 million net realized loss on derivatives as compared to $2.5 million net unrealized loss on derivatives and trading securities and $3.3 million net realized loss on derivatives for the same period of 2009.


Depreciation expenses for the first nine months of 2010 were $13.4 million compared to $14.4 million during the same period of 2009.  On average, 15.37 vessels were owned and operated during the first nine months of 2010 earning an average time charter equivalent rate of $11,645 per day compared to 16.17 vessels in the same period of 2009 earning on average $13,632 per day.  Two of the Company’s vessels that were laid up during the entire first half of 2010, were reactivated during the third quarter of the year.


Adjusted EBITDA for the first nine months of 2010 was $13.4 million, a 32.9% decrease from $20.0 million achieved during the first nine months of 2009. Please see below for Adjusted EBITDA reconciliation to net income/loss and cash flow provided by operating activities.


Basic and diluted loss per share for the first nine months of 2010 was $0.18, calculated on 30,877,513 weighted average number of shares outstanding, compared to basic and diluted earnings per share of $0.02 basic and diluted per share for the first nine months of 2009, calculated on 30,593,401 basic and 30,642,954 diluted weighted average number of shares outstanding, respectively.


Excluding the effect on the earnings of the unrealized gain on derivatives, realized loss on derivatives, unrealized loss on trading securities and amortization of the fair value of time charter contracts acquired, the loss per share for the nine-month period ended September 30, 2010 would have been $0.02 per share compared to earnings of $0.18 per share, basic and diluted, for the same period in 2009. Usually, security analysts do not include the above items in their published estimates of earnings per share.

Fleet Profile:

The Euroseas Ltd. fleet profile is as follows:


Name

Type

Dwt

TEU

Year Built

Employment


TCE Rate ($/day)


Dry Bulk Vessels

 

 

 

 

 

 

PANTELIS

Panamax

74,020

 

2000

TC ‘til Feb-12

$17,500

ELENI P

Panamax

72,119

 

1997

 (Currently detained off the coast of Somalia after being hijacked)


IRINI (*)

Panamax

69,734

 

1988

Baumarine Pool

 


ARISTIDES N.P.


Panamax


69,268

 


1993

TC ‘til Mar-12

$18,900


MONICA P (**)


Handymax


46,667

 


1998


Bulkhandling Pool


Total Dry Bulk Vessels


5

331,808

 


 

 

Multipurpose Dry Cargo Vessels

 

 

 

 

 

 

TASMAN TRADER


1



22,568



950



1990



TC ‘til Mar-12


$9,500 ‘til Dec-10,

$9,000 ‘til Mar-12


Container Carriers

 

 

 

 

 

 

MAERSK NOUMEA

Intermediate

34,677

2,556

2001

TC ‘til Aug-11

(3 annual options ’til Aug-14)

$16,800 ‘til Aug-11

$18,735 ‘til Aug-12

$19,240 ‘til Aug-13

$19,750 ‘til Aug-14


TIGER BRIDGE


Intermediate


31,627


2,228


1990


TC ‘til Mar-11)

(option ‘til Mar-12)


          $4,000

$7,500


AGGELIKI P


Intermediate


30,360


2,008


1998


TC ‘til May-11


$7,000


DESPINA P


Handy size


33,667


1,932


1990


TC ‘til Nov-10


$7,500


JONATHAN P
(ex-OEL INTEGRITY)


Handy size


33,667


1,932


1990


TC ‘til Dec-10

TC ’til Apr -11

$7,500 ‘til Dec-10

$9,000


CAPTAIN COSTAS
(ex-OEL TRANSWORLD)


Handy size


30,007


1,742


1992


Monthly options TC

‘til Mar-11



$4,250


YM PORT KELANG (ex-MASTRO NICOS, ex- YM XINGANG I)


Handy size


23,596


1,599


1993


TC ’til Nov-10

TC ‘til Nov-11


$3,750

$5,900


MANOLIS P


Handy size


20,346


1,452


1995


TC ‘til May-11


$7,699


NINOS
(ex-YM QINGDAO I)


Feeder


18,253


1,169


1990


TC ‘til March-11


$6,800


KUO HSIUNG


Feeder


18,154


1,169


1993


Monthly options TC ‘til Dec-10

Then TC ‘til Jun-11


$3,850

$5,300


Total Container Carriers

10

274,354

17,787

 

 

 

Fleet Grand Total

16

628,730

18,737

 

 

 


 (*) "IRINI" is employed in the Baumarine spot pool that is managed by Klaveness, a major global charterer in the dry bulk area.

(**) “Monica P” is employed in the Bulkhandling spot pool that is also managed by Klaveness.


Summary Fleet Data:


 

3 months, ended

September 30, 2009

3 months, ended

September 30, 2010

9 months, ended  

September 30, 2009

9 months, ended  

September 30, 2010

FLEET DATA

 

 

 

 

Average number of vessels (1)

16.79

16.00

16.17

15.37

Calendar days for fleet (2)

1,545.0

1,472.0

4,414.0

4,197.0

Scheduled off-hire days incl. laid-up (3)

331.5

171.7

704.5

595.3

Available days for fleet (4) = (2) - (3)

1,213.5

1,300.3

3,709.5

3,601.7

Commercial off-hire days (5)

43.7

-

156.1

-

Operational off-hire days (6)

1.9

12.7

23.2

22.2

Voyage days for fleet (7) = (4) - (5) - (6)

1,167.9

1,287.6

3,530.2

3,579.5

Fleet utilization (8) = (7) / (4)

96.2%

99.0%

95.2%

99.4%

Fleet utilization, commercial (9) = ((4) - (5)) / (4)

96.4%

100.0%

95.8%

100.0%

Fleet utilization, operational (10) = ((4) - (6)) / (4)

99.8%

99.0%

99.4%

99.4%

 

 

 

 

 

AVERAGE DAILY RESULTS

 

 

 

 

Time charter equivalent rate (11)

15,101

10,623

13,632

11,645

Vessel operating expenses excl. drydocking expenses (12)

4,251

4,431

4,790

4,421

General and administrative expenses (13)

504

228

645

565

Total vessel operating expenses (14)

4,755

4,659

5,435

4,986

Drydocking expenses (15)

1,238

1,161

433

848


(1) Average number of vessels is the number of vessels that constituted our fleet for the relevant period, as measured by the sum of the number of calendar days each vessel was a part of our fleet during the period divided by the number of calendar days in that period.


(2) Calendar days. We define calendar days as the total number of days in a period during which each vessel in our fleet was in our possession including off-hire days associated with major repairs, drydockings or special or intermediate surveys or days of vessels in lay-up. Calendar days are an indicator of the size of our fleet over a period and affect both the amount of revenues and the amount of expenses that we record during that period.


(3) The scheduled off-hire days including vessels laid-up are days associated with scheduled repairs, drydockings or special or intermediate surveys or days of vessels in lay-up. The shipping industry uses available days to measure the number of days in a period during which vessels were available to generate revenues.


(4) Available days. We define available days as the total number of days in a period during which each vessel in our fleet was in our possession net of scheduled off-hire days including days of vessels laid-up.


(5) Commercial off-hire days. We define commercial off-hire days as days waiting to find employment.   


(6) Operational off-hire days. We define operational off-hire days as days associated with unscheduled repairs or other off-hire time related to the operation of the vessels.


(7) Voyage days. We define voyage days as the total number of days in a period during which each vessel in our fleet was in our possession net of commercial and operational off-hire days. The shipping industry uses voyage days to measure the number of days in a period during which vessels actually generate revenues.


(8) Fleet utilization. We calculate fleet utilization by dividing the number of our voyage days during a period by the number of our available days during that period. The shipping industry uses fleet utilization to measure a company’s efficiency in finding suitable employment for its vessels and minimizing the amount of days that its vessels are off-hire for reasons such as unscheduled repairs or days waiting to find employment.


(9) Fleet utilization, commercial. We calculate commercial fleet utilization by dividing our available days net of commercial off-hire days during a period by our available days during that period.


(10) Fleet utilization, operational. We calculate operational fleet utilization by dividing our available net of operational off-hire days during a period by our available days during that period.


(11) Time charter equivalent, or TCE, is a measure of the average daily revenue performance of a vessel on a per voyage basis. Our method of calculating TCE is consistent with industry standards and is determined by dividing revenue generated from voyage charters net of voyage expenses by available days for the relevant time period. Voyage expenses primarily consist of port, canal and fuel costs that are unique to a particular voyage, which would otherwise be paid by the charterer under a time charter contract, as well as commissions. TCE is a standard shipping industry performance measure used primarily to compare period-to-period changes in a shipping company’s performance despite changes in the mix of charter types (i.e., spot voyage charters, time charters and bareboat charters) under which the vessels may be employed between the periods.


(12) Daily vessel operating expenses, which includes crew costs, provisions, deck and engine stores, lubricating oil, insurance, maintenance and repairs and management fees are calculated by dividing vessel operating expenses by fleet calendar days for the relevant time period. Drydocking expenses are reported separately.


(13) Daily general and administrative expense is calculated by dividing general and administrative expense by fleet calendar days for the relevant time period.


(14) Total vessel operating expenses, or TVOE, is a measure of our total expenses associated with operating our vessels. TVOE is the sum of vessel operating expenses excluding drydocking expenses and general and administrative expenses. Daily TVOE is calculated by dividing TVOE by fleet calendar days for the relevant time period.


(15) Drydocking expenses, which include expenses during drydockings that would been capitalized and amortized under the deferral method divided by the fleet calendar days for the relevant period. Drydocking expenses could vary substantially from period to period depending on how many vessels underwent drydocking during the period.


Conference Call and Webcast:

Tomorrow, Tuesday, November 16, 2010 at 8:30 a.m. EST, the company's management will host a conference call to discuss the results.


Conference Call details:

Participants should dial into the call 10 minutes before the scheduled time using the following numbers: 1 866 819 7111 (from the US), 0800 953 0329 (from the UK) or +44 (0)1452 542 301 (international standard dial in). Please quote “Euroseas”.

A replay of the conference call will be available until November 23, 2010. The standard international replay number is 1(866) 247-4222; from the UK 0(800) 953-1533; the standard international replay number is (+44) (0) 1452 550 000 and the access code required for the replay is: 6973591#.

Audio webcast – Slides Presentation:There will be a live and then archived audio webcast of the conference call, via the internet through the Euroseas website (www.euroseas.gr).  Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.  A slide presentation on the Third Quarter and First Nine months 2010 results in PDF format will also be available 30 minutes prior to the conference call and webcast accessible on the company’s website (www.euroseas.gr) on the webcast page.  Participants to the webcast can download the PDF presentation.


Euroseas Ltd.

Consolidated Condensed Statements of Operations

(All amounts expressed in U.S. Dollars – except share amounts)


 

Three Months Ended
September 30,

Three Months Ended
September 30,

Nine Months Ended
September 30,

Nine Months Ended
September 30,

 

2009

2010

2009

2010

 

(unaudited)

(unaudited)

(unaudited)

(unaudited)

Revenues

 

 

 

 

Voyage revenue

17,753,656

12,692,529

49,098,531

41,136,042

Commissions

(586,301)

(476,534)

(1,774,961)

(1,444,206)

Net revenues

17,167,355

12,215,995

47,323,570

39,691,836

   

 

 

 

 

Operating expenses

 

 

 

 

Voyage expenses

117,462

341,908

975,038

949,162

Vessel operating expenses

5,235,285

5,256,057

17,435,904

15, 013,547

Drydocking expenses

1,912,474

1,709,385

1,912,474

3,560,148

Depreciation

5,106,899

4,587,321

14,390,828

13,392,813

Management fees

1,332,991

1,265,533

3,707,350

3,541,078

Other general and administrative expenses


777,609


335,947


2,848,467


2,371,534

Charter termination fees and other income


-


(1,327,808)


(103,577)


(1,481,308)

Total operating expenses

14,482,720

12,168,343

41,166,484

37,346,974

Operating income

2,684,635

47,652

6,157,086

2,344,862

Other income/(expenses)

 

 

 

 

Interest and finance cost

(339,764)

(366,886)

(1,028,217)

(1,091,862)

Loss on derivatives, net

 

(171,634)

(2,338,324)

(5,950,582)

(6,686,258)

Realized & unrealized gain/ (loss)  on trading securities


(138,835)


(24,293)


521,870


(104,802)

Foreign exchange (loss)/ gain

(945)

(9,373)

23,902

(2,225)

Interest income

144,430

99,329

952,512

485,288

Other expenses, net

(506,748)

(2,639,547)

(5,480,515)

(7,399,859)

Equity Earnings (loss) in joint venture

-

(622,219)

-

(622,219)


Net income / (loss)


2,177,887


(3,214,114)


676,571


(5,677,216)

Earnings (loss), per share, basic

0.07

(0.10)

0.02

(0.18)

Weighted average number of shares, basic

30,628,410

30,932,211

30,593,401

30,877,513

Earnings (loss), per share, diluted

0.07

(0.10)

0.02

(0.18)

Weighted average number of shares, diluted

30,700,820

30,932,211

30,642,954


30,877,513

Euroseas Ltd.

Consolidated Condensed Balance Sheets

(All amounts expressed in U.S. Dollars – except share amounts)


 

        December 31,
         2009

  September 30,
         2010

 

 (unaudited)

 (unaudited)

ASSETS

 

 

Current Assets:

 

 

    Cash and cash equivalents

40,984,549

17,314,699

    Due from Related company

-

123,440

    Trade accounts receivable

1,650,713

1,436,105

    Other receivables, net

239,656

2,494,972

    Inventories

1,869,238

1,608,471

    Restricted cash

1,191,230

1,050,556

    Other deposits

12,376,119

3,708,543

    Trading securities

436,598

331,796

    Prepaid expenses

185,137

381,066

Total current assets

58,933,240

28,449,648

 

 

 

Fixed assets:

 

 

    Vessels, net

257,270,824

260,008,185

Long-term assets:

 

 

    Restricted cash

6,500,000

4,800,000

    Deferred charges, net

327,694

250,933

    Derivatives

386,536

-

    Investment in joint venture

-

5,627,781

Total long-term assets

264,485,054

270,686,899

Total assets

323,418,294

299,136,547

 

 

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

Current liabilities:

 

 

    Long term debt, current portion

14,030,000

12,570,000

    Trade accounts payable

1,843,182

4,084,548

    Accrued expenses

1,060,326

1,313,327

    Accrued dividends

46,750

67,025

    Deferred revenue

1,247,782

1,160,688

    Derivatives

10,799,132

4,483,190

    Due to related company

1,416,380

-

Total current liabilities

30,443,552

23,678,778

 

 

 

Long-term liabilities:

 

 

    Long term debt, net of current portion

57,485,000

49,920,000

    Derivatives

611,852

2,389,589

    Fair value of below market time charter acquired

3,424,627

1,844,815

Total long-term liabilities

61,521,479

54,154,404

Total liabilities

91,965,031

77,833,182

 

 

 

Shareholders' equity:

 

 

    Common stock (par value $0.03, 200,000,000 shares authorized, 30,849,711 and 30,932,211 issued and outstanding, respectively)

    Preferred shares (par value $0.01, 20,000,000 shares authorized, no shares issued and outstanding)

925,492



-

927,967



-

    Additional paid-in capital

235,588,391

236,086,788

    Accumulated deficit

(5,060,620)

(15,711,390)

 Total shareholders' equity

231,453,263

221,303,365

 Total liabilities and shareholders' equity

323,418,294

299,136,547



Euroseas Ltd.

Consolidated Condensed Statements of Cash Flows

 (All amounts expressed in U.S. Dollars)


 

Nine Months Ended
September 30, 2009

Nine Months Ended
September 30, 2010

 

 

(unaudited)

(unaudited)

Cash flows from operating activities:



Net income (loss)

676,571

 (5,677,216)

Adjustments to reconcile net income / loss to net cash provided by operating activities:


 

Depreciation of vessels

14,390,828

 13,392,813

Amortization of deferred charges

72,417

 76,760

Amortization of fair value of time charters

(1,092,951)

 (1,579,812)

Share-based compensation

709,714

 500,873

Unrealized loss / (gain) on derivatives, net

2,640,022

 (4,151,669)

Loss / (gain) in investment in joint venture

-

 622,219

Sale of trading securities

741,248

 -

Realized gain on trading securities

(411,444)

 -

Unrealized (gain) / loss on trading securities

(110,426)

 104,802

Changes in operating assets and liabilities

(6,120,457)

 7,603,610

Net cash provided by operating activities

11,495,522

 10,892,380

 



Cash flows from investing activities:



Purchase of vessels including improvements

(62,224,639)

(16,130,174)

Investment in joint venture

-

(6,250,000)

Change in restricted cash

(613,129)

1,840,674

Proceeds from sale of vessels

5,980,487

-

Net cash (used in) investing activities

(56,857,281)

(20,539,500)

 



Cash flows from financing activities:



Issuance of share capital

4,023

-

Net proceeds from shares issued

645,242

-

Dividends paid

(9,279,783)

(4,953,279)

Offering expenses paid

-

(44,451)

Loan arrangements fees paid

(208,000)

-

Proceeds from long-term debt

33,000,000

-

Repayment of long-term debt

(9,925,000)

(9,025,000)

Net cash provided by (used in) financing activities

14,236,482

(14,022,730)

 



Net decrease in cash and cash equivalents

(31,125,277)

(23,669,850)

Cash and cash equivalents at beginning of period

73,851,191

40,984,549

Cash and cash equivalents at end of period

42,725,914

17,314,699

Euroseas Ltd.

Reconciliation of Adjusted EBITDA to

Net Income / (loss) and Cash Flow Provided By Operating Activities

(All amounts expressed in U.S. Dollars)


 


Three Months Ended

September 30, 2009


Three Months Ended

September 30, 2010


Nine Months Ended

September 30, 2009


Nine Months Ended

September 30, 2010


Net income / (loss)


2,177,887

(3,214,114)


676,571

(5,677,216)

Interest and finance costs, net (incl. interest income)


195,334

267,557


75,705

606,574


Depreciation

5,106,899

4,587,321

14,390,828

13,392,813


Loss on derivatives, net


171,634

2,338,324


5,950,582

6,686,258

Amortization of deferred revenue of below market time charter acquired



(669,136)

(526,604)



(2,746,373)

(1,579,812)

Amortization of deferred revenue of above market time charter acquired



177,876

0



1,653,422

0


Adjusted EBITDA

7,160,494

3,452,484

20,000,735

13,428,617



 


Three Months Ended

September 30, 2009


Three Months Ended

September 30, 2010


Nine Months Ended

September 30, 2009


Nine Months Ended

September 30, 2010

Net cash flow provided by operating activities


4,522,485


1,518,406


11,495,522


10,892,380


Changes in operating assets / liabilities



446,942

72,526



6,120,457



(7,603,610)


Loss on interest rate and FFA derivatives (realized)


2,318,087


2,431,198


3,310,560


10,837,928


Gain / (loss) on trading securities & investment in joint venture, net


(138,835)


(646,512)


521,870


(727,021)


Sale of trading securities, net


-


-


(741,248)


-


Share-based compensation


(157,713)


(165,104)


(709,714)


(500,873)


Interest, net


169,528


241,970


3,288


529,813


Adjusted EBITDA

7,160,494

3,452,484

20,000,735

13,428,617


EBITDA Reconciliation:

Euroseas Ltd. considers Adjusted EBITDA to represent net earnings before interest, income taxes, depreciation, gain / loss in derivatives and amortization of deferred revenues from above or below market time charters acquired. Adjusted EBITDA does not represent and should not be considered as an alternative to net income or cash flow from operations, as determined by United States generally accepted accounting principles, or U.S. GAAP, and our calculation of Adjusted EBITDA may not be comparable to that reported by other companies. Adjusted EBITDA is included herein because it is a basis upon which we assess our financial performance and liquidity position and because we believe that it presents useful information to investors regarding a company's ability to service and/or incur indebtedness. The Company’s definition of Adjusted EBITDA may not be the same as that used by other companies in the shipping or other industries.  

 

Euroseas Ltd.

Reconciliation of Net Income / (loss) Excluding the Effect from Unrealized  Loss / (Gain) and Realized Loss  on derivatives, Unrealized (Gain) / Loss on trading securities and  Amortization of the Fair Value of Charters Acquired

to Net Income

(All amounts expressed in U.S. Dollars – except share data and per share amounts)

 


Three Months Ended

September 30, 2009


Three Months Ended

September 30, 2010


Nine Months Ended

September 30, 2009


Nine Months Ended

September 30, 2010


Net income / (loss)

2,177,887

(3,214,114)

676,571

(5,677,216)


Unrealized loss / (gain)  on derivatives, net


(2,146,453)


(92,874)


2,640,022


(4,151,669)


Unrealized (gain) / loss on trading securities

138,835

24,293

(110,426)

104,802


Realized loss on derivatives

2,318,087

2,431,198

3,310,560

10,837,928


Amortization of deferred revenue of below market time charter acquired



(669,136)



(526,604)



(2,746,373)



(1,579,812)


Amortization of deferred revenue of above market time charter acquired


177,876

-


1,653,422


-


Net income/(loss) excluding  unrealized loss / (gain) on derivatives, unrealized (gain) / loss on trading securities,  realized loss on derivatives, amortization of the fair value of charters acquired




1,997,096




(1,378,101)




5,423,776




(465,967)


Net income/(loss) per share excluding  unrealized loss / (gain) on derivatives, unrealized (gain) / loss on trading securities, realized loss on derivatives, amortization of the fair value of charters acquired, basic




0.07




(0.04)




0.18




(0.02)


Weighted average number of shares, basic

30,628,410

30,932,211

30,593,401

30,877,513


Net income/(loss) per share excluding  unrealized loss / (gain) on derivatives, unrealized (gain) / loss on trading securities, realized loss on derivatives, amortization of the fair value of charters acquired, diluted




0.07




(0.04)




0.18




(0.02)


Weighted average number of shares, diluted


30,700,820


30,932,211


30,642,954


30,877,513


About Euroseas Ltd.

Euroseas Ltd. was formed on May 5, 2005 under the laws of the Republic of the Marshall Islands to consolidate the ship owning interests of the Pittas family of Athens, Greece, which has been in the shipping business over the past 136 years. Euroseas trades on the NASDAQ Global Market under the ticker ESEA since January 31, 2007.


Euroseas operates in the dry cargo, drybulk and container shipping markets. Euroseas' operations are managed by Eurobulk Ltd., an ISO 9001:2000 certified affiliated ship management company, which is responsible for the day-to-day commercial and technical management and operations of the vessels. Euroseas employs its vessels on spot and period charters and through pool arrangements.

The Company has a fleet of 16 vessels, including 4 Panamax drybulk carriers and 1 Handymax drybulk carrier, 3 Intermediate containership, 5 Handysize containerships, 2 Feeder containerships and a multipurpose dry cargo vessel. Euroseas` 5 drybulk carriers have a total cargo capacity of 331,808 dwt, its 10 containerships have a cargo capacity of 17,787 teu and its multipurpose vessel has a cargo capacity of 22,568 dwt or 950 teu.


Forward Looking Statement

This press release contains forward-looking statements (as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended) concerning future events and the Company’s growth strategy and measures to implement such strategy; including expected vessel acquisitions and entering into further time charters. Words such as “expects,” “intends,” “plans,” “believes,” “anticipates,” “hopes,” “estimates,” and variations of such words and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. These statements involve known and unknown risks and are based upon a number of assumptions and estimates that are inherently subject to significant uncertainties and contingencies, many of which are beyond the control of the Company. Actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to changes in the demand for dry bulk vessels and container ships, competitive factors in the market in which the Company operates; risks associated with operations outside the United States; and other factors listed from time to time in the Company’s filings with the Securities and Exchange Commission. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.



Visit our website www.euroseas.gr


Company Contact

Investor Relations / Financial Media

Tasos Aslidis

Chief Financial Officer

Euroseas Ltd.

11 Canterbury Lane,

Watchung, NJ 07069

Tel. (908) 301-9091

E-mail: aha@euroseas.gr

Nicolas Bornozis

President

Capital Link, Inc.

230 Park Avenue, Suite 1536

New York, NY 10169

Tel. (212) 661-7566

E-mail: nbornozis@capitallink.com






SIGNATURES


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


                                  EUROSEAS LTD.

                                  (registrant)



Dated:  November 15, 2010             

 By: /s/ Aristides J. Pittas

                                           

 ---------------------------------

 Aristides J. Pittas

 President