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Being Filed Pursuant to Rule 901 (d) of Regulation S-T



FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

(X)   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES AND EXCHANGE ACT OF 1934.

For the quarterly period ended June 30, 2003

OR

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

For the period from _________________ to _________________

  Commission File Number
 
001-14135
  _________________________

 

OMI CORPORATION


(Exact name of registrant as specified in its charter)

Marshall Islands
52-2098714

 
(State or other jurisdiction
incorporation or organization)
(I.R.S. Employer
Identification No.)
One Station Place, Stamford, CT
06902

 
(Address of principal
executive offices)
(Zip Code)

Registrant's telephone number, including area code (203) 602-6700

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities and Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

YES    x   NO     

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).

YES    x   NO     

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of      August 14, 2003   :

Common Stock, par value $0.50 per share 78,856,163 shares


OMI CORPORATION AND SUBSIDIARIES
INDEX

PART I:
FINANCIAL INFORMATION
Page  
   
 
       
Item 1.
Financial Statements
   
       
  Condensed Consolidated Statements of    
    Income (unaudited) for the three and six months    
    ended June 30, 2003 and 2002    
    3  
       
  Condensed Consolidated Balance Sheets-    
    June 30, 2003 (unaudited) and December 31, 2002 4  
       
  Condensed Consolidated Statement of Changes in    
    Stockholders' Equity (unaudited) for the six months    
    ended June 30, 2003 5  
       
  Condensed Consolidated Statements of Cash Flows (unaudited)    
    for the six months ended June 30, 2003 and 2002 6  
       
  Notes to Condensed Consolidated Financial    
    Statements (unaudited) 7  
       
Item 2. Management's Discussion and Analysis of    
    Financial Condition and Results of Operations 16  
       
Item 3. Quantitative and Qualitative Disclosures about    
    Market Risks 42  
       
Item 4. Controls and Procedures 42  
       
PART II: OTHER INFORMATION 44  
       
       
SIGNATURES 46  

2


PART I: FINANCIAL INFORMATION

Item 1. Financial Statements

     OMI CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(IN THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED)

  FOR THE THREE   FOR THE SIX  
  MONTHS ENDED   MONTHS ENDED  
  JUNE 30,   JUNE 30,  
  2003   2002   2003   2002  
 
 
 

 
 
Revenues $ 77,926   $ 48,189   $ 161,711   $ 92,535  
 

 

 

 

 
Operating Expenses:                          
   Voyage   11,507     8,101       23,734     16,112  
   Vessel   13,373     13,515       28,079     27,231  
   Charter hire   5,799     4,294       11,038     7,922  
   Depreciation and amortization   12,335     10,492       24,434     20,640  
   General and administrative   3,993     3,293       8,527     6,579  
   Loss on disposal of assets     —      —       3,215     289  
 

 

 


 

 
      Total operating expenses   47,007     39,695       99,027     78,773  
 

 

 


 

 
Operating Income   30,919     8,494       62,684     13,762  
 

 

 


 

 
                           
Other (Expense) Income:                          
Loss on disposal of investments-net  —     (650 )      —     (547 )
   Interest expense   (5,572 )   (6,244 )   (11,702 ) (11,733 )
   Interest income   93     232       186     420  
 

 

 


 

 
   Net Other Expense (5,479 )   (6,662 )   (11,516 ) (11,860 )
 
 

 

 
 
                           
Income before Income Taxes   25,440     1,832       51,168     1,902  
                           
Benefit for Income Taxes   —      —        —      307  
 

 

 


 

 
                           
Net Income $ 25,440   $ 1,832   $   51,168   $ 2,209  
 

 

 


 

 
                           
Basic Earnings Per Share $ 0.33   $ 0.03   $   0.67   $ 0.03  
                           
Diluted Earnings Per Share $ 0.33   $ 0.03   $   0.66   $ 0.03  
                           
Weighted Average Shares Outstanding:                        
      Basic   76,846     70,279       76,841     70,264  
      Diluted   77,123     70,508       77,051     70,475  

See notes to condensed consolidated financial statements.

3


OMI CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
  JUNE 30,   DECEMBER 31,  
  2003   2002  
 
 
 
  (UNAUDITED)      
ASSETS        
Current Assets:            
   Cash, including cash equivalents:            
      2003-$22,001; 2002-$38,883 $ 24,831   $ 40,890  
             
   Receivables:            
      Traffic receivables, net of allowance for            
         doubtful accounts of $2,473 in 2003 and            
         $1,255 in 2002   15,358     15,968  
      Other   2,425     3,380  
   Current notes receivable   —      37  
   Current restricted cash   1,000     1,000  
   Other prepaid expenses and current assets   5,829     7,543  
 

 

 
            Total Current Assets   49,443     68,818  
 

 

 
             
Vessels and other property, at cost   1,058,500     974,685  
Construction in progress   26,734     37,857  
 

 

 
   Total vessels and other property   1,085,234     1,012,542  
Less accumulated depreciation   128,393     109,732  
 

 

 
            Vessels and other property-net   956,841     902,810  
 

 

 
             
Drydock costs-net of amortization   4,269     6,740  
             
Non-current restricted cash   2,500     3,000  
Other assets and deferred charges   19,560     8,253  
 

 

 
            Total Assets $ 1,032,613   $ 989,621  
 

 

 
             
LIABILITIES AND STOCKHOLDERS’ EQUITY            
Current Liabilities:            
   Accounts payable $ 9,871   $ 12,144  
   Accrued liabilities:            
      Deferred charter hire revenue   5,037     3,984  
      Voyage and vessel   3,651     3,090  
      Interest   2,780     3,501  
      Other   6,536     3,859  
   Deferred gain on sale of vessels   1,557     1,557  
   Current portion of long-term debt   12,965     32,602  
 

 

 
            Total Current Liabilities   42,397     60,737  
 

 

 
             
   Long-term debt   488,242     477,959  
   Other liabilities   6,077     6,459  
   Deferred gain on sale of vessels   5,866     6,644  
   Stockholders’ equity   490,031     437,822  
 

 

 
            Total Liabilities & Stockholders’ Equity $ 1,032,613   $ 989,621  
 

 

 

See notes to condensed consolidated financial statements

4


OMI CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 2003
(IN THOUSANDS)
(UNAUDITED)

Unearned
Accumulated
Compensation
Other
 Total
Comprehensive
Common Stock
Capital
Retained
Restricted
Comprehensive
Stockholders’
Income
Shares
Amount
Surplus
Earnings
Stock
Loss
Equity
(Loss)
 
 
 
 
 
 
 
 
                               
                               
Balance at January 1, 2003
 76,779
 $ 38,390
$321,447
$ 87,932
$ (3,658
)
$ (6,289
)
$ 437,822
 
Comprehensive income:
Net income
51,168
51,168
$ 51,168
Derivative gains
382
382
382
                             
Comprehensive income
$ 51,550
 

Exercise of stock options
71
36
104
140
Amortization of restricted stock
519
519
 
 
 
 
 
 
 
   
Balance at June 30, 2003
76,850
$ 38,426
 $321,551
$139,100
$ (3,139
)
$ (5,907
)
$ 490,031
 
 
 
 
 
 
 
   

See notes to condensed consolidated financial statements

5


OMI CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 (IN THOUSANDS)
(UNAUDITED)
  FOR THE SIX MONTHS  
  ENDED JUNE 30,  
  2003   2002  
 
 
 
CASH FLOWS PROVIDED (USED) BY OPERATING ACTIVITIES:        
Net income $ 51,168   $ 2,209  
   Adjustments to reconcile net income to net cash            
      provided by operating activities:            
         Depreciation and amortization of vessels and            
                  other property   24,434     20,640  
         Loss on disposal of assets   3,215     289  
         Loss on disposal of investments       547  
         Amortization of deferred gain on sale of vessels   (778 )   (524 )
         Amortization of debt issue costs   966     1,312  
         Amortization of restricted stock awards   519     514  
         Deferred income taxes       (307 )
         Changes in assets and liabilities:            
            Decrease in receivables and other current assets   3,094     923  
            Increase (decrease) in accounts payable and            
                  accrued liabilities   1,297     (1,823 )
            Decrease in other assets and            
                  deferred charges   22     687  
               Other   (6 )   106  
 

 

 
Net cash provided by operating activities   83,931     24,573  
 

 

 
             
CASH FLOWS PROVIDED (USED) BY INVESTING ACTIVITIES:            
   Additions to vessels and other property (96,478 ) (116,573 )
   Proceeds from disposition of vessels   9,555     58,009  
   Payments for drydocking   (745 )   (1,200 )
   Proceeds from disposition of joint venture   200      
   Proceeds from notes receivable   37     6,737  
   Proceeds from investments       6,129  
   Escrow of funds   500     11,500  
 

 

 
             
Net cash used by investing activities (86,931 ) (35,398 )
 
 
 
             
CASH FLOWS PROVIDED (USED) BY FINANCING ACTIVITIES:            
   Proceeds from debt refinanced       65,000  
   Payments on debt refinanced     (49,410 )
   Proceeds from issuance of debt   63,099     60,929  
   Payments on debt (72,453 ) (47,697 )
   Payments for debt issue costs   (3,845 )   (1,245 )
   Proceeds from issuance of common stock   140      
 

 

 
Net cash provided by financing activities (13,059 )   27,577  
 
   
 
             
Net (decrease) increase in cash and cash equivalents (16,059 )   16,752  
Cash and cash equivalents at beginning of year   40,890     17,730  
 

 

 
Cash and cash equivalents at end of period $ 24,831   $ 34,482  
 

 

 
             
             
See notes to condensed consolidated financial statements            

6


OMI CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

Note 1 - Basis of Presentation and Principles of Consolidation

     OMI Corporation (“OMI” or the “Company”), is a bulk shipping company incorporated January 9, 1998 in the Republic of the Marshall Islands. OMI is a leading seaborne transporter of crude oil and refined petroleum products operating in the international shipping markets. The unaudited condensed consolidated interim financial statements of OMI are prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") and the Securities and Exchange Commissions instructions to Form 10-Q. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the financial position and results of operations for the periods presented have been included. The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2002. The results of operations for the three months ended June 30, 2003, are not necessarily indicative of the results for the entire fiscal year ending December 31, 2003.

     The condensed consolidated financial statements include the financial statements of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.

     ReclassificationsCertain reclassifications have been made to the prior year financial statements to conform to the 2003 presentation. These reclassifications had no effect on previously reported net income.

     Newly Issued Accounting Standards—The Financial Accounting Standards Board “FASB” recently issued Statements of Financial Accounting Standards (“SFAS”), which are summarized as follows:

     SFAS 150, “Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity" was issued in May 2003. SFAS 150 establishes standards for how an issuer classifies and measures certain financial instruments with characteristics of both liabilities and equity and is effective for financial instruments entered into or modified after May 31, 2003 and for such instruments on July 1, 2003. The provisions of SFAS 150, which the Company adopted in 2003, did not have an effect on the Company’s financial position or results of operations.

     SFAS 149, “Amendment of Statement 133 on Derivative Instruments and Hedging Activities” was issued in April 2003. SFAS 149 amends SFAS 133, “Accounting for Derivative Instruments and Hedging Activities,” to provide clarification on the meaning of an underlying, the characteristics of a derivative that contains financing components and the meaning of an initial net investment that is smaller than would be required for other types of contracts that would be expected to have a similar response to changes in market factors. SFAS 149 will be applied prospectively and is effective for contracts entered into or modified after June 30, 2003. The provisions of SFAS 149, which the Company adopted in 2003, did not have an effect on the Company’s financial position or results of operations.

7


Note 1 - Basis of Presentation and Principles of Consolidation (continued)

     SFAS 148, “Accounting for Stock-Based Compensation — Transition and Disclosure” was issued in December 2002. SFAS 148 amends SFAS 123, “Accounting for Stock-Based Compensation,” to provide alternative methods of transition to SFAS 123’s fair value method of accounting for stock-based employee compensation. SFAS 148 also amends the disclosure provisions of SFAS 123 and APB Opinion 28, “Interim Financial Reporting,” to require disclosure in the summary of significant accounting policies of the effects of an entity’s accounting policy with respect to stock-based employee compensation on reported net income and earnings per share in annual and interim financial statements. While SFAS 148 does not amend SFAS 123 to require companies to account for employee stock options using the fair value method, the disclosure provisions of SFAS 148 are applicable to all companies with stock-based employee compensation, regardless of whether they account for that compensation using the fair value method of SFAS 123 or the intrinsic value method of APB Opinion 25. As allowed by SFAS 123, the Company has elected to continue to utilize the accounting method prescribed by APB Opinion 25 and has adopted the disclosure requirements of SFAS 123. The disclosure provisions of SFAS 148, effective for fiscal years ending after December 15, 2002, have been adopted by the Company, with the appropriate disclosures under “Stock-Based Compensation.

     In January 2003, the FASB issued Financial Interpretation No. 46 (“FIN 46”), which addresses financial reporting requirements for variable interest entities, also referred to as special purpose entities. In general, a variable interest entity is a corporation, partnership, trust, or any other legal structure used for business purposes that either (1) does not have equity investors with voting rights; or (2) has equity investors that do not provide sufficient financial resources for the entity to support its activities. A variable interest entity often holds financial assets, including loans or receivables, real estate or other property and may be essentially passive or it may engage in research and development or other activities on behalf of another company. FIN 46 requires a variable interest entity to be consolidated by a company if that company is subject to a majority of the risk of loss from the variable interest entity’s activities or entitled to receive a majority of the entity’s residual returns or both. FIN 46 also requires disclosures about variable interest entities that the company is not required to consolidate but in which it has a significant variable interest. The consolidation requirements of FIN 46 apply immediately to variable interest entities created after January 31, 2003. The consolidation requirements apply to older entities in the first fiscal year or interim period beginning after June 15, 2003. Certain of the disclosure requirements apply in all financial statements issued after January 31, 2003, regardless of when the variable interest entity was established. The adoption of FIN 46 did not have an effect on the Company’s financial position or results of operations.

     Stock-Based Compensation The Company has elected to account for stock options using the intrinsic value method in accordance with APB Opinion 25. Accordingly, when stock options are granted at fair market value, no compensation expense is recognized for stock options issued under the Company’s stock option plans. The Company records compensation expense for other stock-based compensation awards, such as restricted stock awards, over the vesting periods. The Company has adopted the disclosure only provisions of SFAS 123, Accounting for Stock-Based Compensation. Accordingly, the following pro forma disclosures illustrate the effect on net income and earnings per share as if the fair value based method of accounting, as set forth in SFAS 123, had been applied.

8


Note 1 - Basis of Presentation and Principles of Consolidation (continued)

  FOR THE   FOR THE  
  THREE MONTHS   SIX MONTHS  
  ENDED JUNE 30,   ENDED JUNE 30,  
 
 
 
(in thousands, except per share data)  
2003
2002
2003
2002
 
 

 

 

 

 
                         
   Net income, as reported $ 25,440   $ 1,832   $ 51,168   $ 2,209  
                         
   Deduct:                        
   Stock based compensation expense                        
         determined by using the fair                        
         value method   64     183     94     322  
 

 

 

 

 
   Pro forma net income $ 25,376   $ 1,649   $ 51,074   $ 1,887  
 

 

 

 

 
                         
   Basic earnings per common share:                        
   Net income per common share,                        
         as reported $ 0.33   $ 0.03   $ 0.67   $ 0.03  
 

 

 

 

 
   Net income per common share,                        
         as pro forma $ 0.33   $ 0.02   $ 0.66   $ 0.03  
 

 

 

 

 
                         
   Diluted earnings per common share:                        
   Net income per common share,                        
         as reported $ 0.33   $ 0.03   $ 0.66   $ 0.03  
 

 

 

 

 
   Net income per common share,                        
      as pro forma $ 0.33   $ 0.02   $ 0.66   $ 0.03  
 

 

 

 

 

     The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions for the three and six month period: no dividend yield; expected volatility of 72.5%; risk-free interest rate of 2.42%; and the weighted average expected lives of options for the three and six months ended June 30, 2003 was 3.6 years and 3.9 years for the three and six months ended June 30, 2002. There were no options granted during the six months ended June 30, 2003 and 30,000 options granted at a grant price of $3.93 during the six months ended June 30, 2002.

Restricted Stock

     As of June 30, 2003, the Company had granted an aggregate of 920,000 shares of restricted stock to certain of its officers, directors and employees. The market value of restricted stock awarded totaled an aggregate of approximately $5,201,000 on the respective grant dates and was recorded as unearned compensation as a separate component of stockholders’ equity. The Company is amortizing unearned compensation over the vesting periods. During the three months ended June 30, 2003 and 2002, we recognized $259,000 of compensation expense related to restricted stock in each period. For the six months ended June 30, 2003 and 2002, we recognized compensation expense related to restricted stock of $519,000 and $514,000, respectively.

Note 2 – Credit Facilities and Loan Agreements

As of June 30, 2003 the Company’s debt and credit arrangements consisted of the following (in thousands):

Loans under bank credit agreements at a margin plus      
   variable rates of the London Interbank Offering      
   Rate (“LIBOR”) (1) (2) $ 500,522  
7.00% Convertible Note due 2004   685  
 

 
      Total   501,207  
      Less current portion of long-term debt   12,965  
 

 
Long-term debt $ 488,242  
 

 

9


Note 2 – Credit Facilities and Loan Agreements (continued)

(1) Rates at June 30, 2003 ranged from 2.3125 percent to 3.58 percent (including margins).

(2) During the six months ended June 30, 2003, OMI had various interest rate swaps/FRA’s that fix notional amounts aggregating $332,450,000 of variable rate debt ranging from 1.79% to 4.86% (excluding margins) with maturity dates ranging from December 2003 to October 2005, respectively.

     All of our loan agreements contain restrictive covenants as to certain cash, net worth, maintenance of specified financial ratios and collateral values. They also restrict the Company’s ability to make certain payments, such as dividends and repurchase of its stock. As of June 30, 2003, the Company was in compliance with its covenants.

2003 Financing Transactions

     On June 13, 2003, the Company obtained an eight-year $64,800,000 term loan to partially finance the purchase of two Panamax newbuildings, one of which was delivered in April 2003 and the other of which was delivered in July 2003. At June 30, 2003, the balance of the loan was $32,400,000. An additional $32,400,000 was drawn in July 2003 upon the delivery of the second newbuilding. Each tranche of $32,400,000 is being repaid in 32 quarterly installments (the first 20 at $870,000 and next 12 at $500,000) plus a balloon of $9,000,000 due with the last installment. The outstanding balance of the loan bears interest at LIBOR plus a margin of 0.90%.

     In June 2003, we arranged for two eight-year term loans aggregating $68,775,000 to partially finance two 2000 built double-hull Suezmax tankers, the HUDSON and the POTOMAC, upon delivery of the vessels in August 2003. The loans bear interest at LIBOR plus a fixed margin of 1.25%. One loan will be repaid in 16 semi-annual payments of $1,330,000 plus a balloon payment of $13,195,000 upon maturing in August 2011. The other loan requires 32 quarterly payments of $650,000 plus a balloon payment of $13,500,000 when the loan matures in August 2011.

     On March 14, 2003, the Company consolidated, amended and restated two loan agreements. The modification resulted in a reducing revolving credit facility in the amount of $245,000,000 (“$245 Facility”), which matures on March 14, 2010. The loan bears interest at LIBOR plus a fixed margin of 1.625%. This facility is secured by 16 vessels after the disposal of two product carriers in April and May 2003. The $245 facility was amended after the dispositions as follows:

   the facility was reduced by approximately $6,900,000,
   the first 20 quarterly reductions became $4,734,000,
   the next 7 quarterly reductions became $4,024,000, and
   the balloon and final payment is $115,250,000.

     As of June 30, 2003, the available debt undrawn under all credit facilities was $64,193,000. Currently, approximately $80,000,000 of undrawn debt is available.

10


Note 3 – Financial Instruments

     All derivatives are recognized on the Company’s balance sheet at their fair values. On the date the derivative contract is entered into the Company designates the derivative as (1) a hedge of the fair value of a recognized asset or liability or of an unrecognized firm commitment (“fair value” hedge) or (2) a hedge of a forecasted transaction (“cash flow” hedge). The Company does not have foreign-currency cash-flow or fair-value hedges (“foreign currency” hedge) or a hedge of a net investment in a foreign operation.

     As of June 30, 2003, the Company had interest rate swaps and Future Rate Agreements (“FRA’s”) to effectively convert a portion of its debt from a floating to a fixed-rate basis. The swaps and FRA’s are designated and qualify as cash flow hedges. These swap contracts and FRA’s were effective hedges and therefore no ineffectiveness was recorded in the Condensed Consolidated Statements of Income.

     OMI entered into interest-rate swap and FRA agreements to manage interest costs and the risk associated with changing LIBOR interest rates. As of June 30, 2003, we had various interest rate swaps/FRAs aggregating $390,290,000 (which includes a notional amount of $57,840,000 on an interest rate swap that commences in 2004) on various debt tranches within a range of 1.79% to 4.86% expiring from December 2003 to October 2008. The Company will pay fixed-rate interest amounts and will receive floating-rate interest amounts based on three month LIBOR settings (for a term equal to the swaps' reset periods). As of June 30, 2003, the Company has recorded a liability which is included in Other liabilities in the Balance Sheet of $5,907,000 related to the fair market value of these hedges and a corresponding charge to Other comprehensive income.

Note 4 – Earnings Per Common Share

     The computation of basic earnings per share is based on the weighted average number of common shares outstanding during the period. The computation of diluted earnings per share assumes the foregoing and the exercise of all stock options using the treasury stock method and the conversion of the 7% convertible note due 2004, to the extent dilutive.

     The components of the denominator for the calculation of basic and diluted earnings per share and the results of such calculations are as follows:

  FOR THE   FOR THE  
  THREE MONTHS   SIX MONTHS  
  ENDED JUNE 30,   ENDED JUNE 30,  
 
 
 
   (in thousands, except per share amounts)  
2003
2002
2003
2002
 
   
   
   
   
 
Basic earnings per share:                        
   Weighted average common shares                        
      outstanding   76,846     70,279     76,841     70,264  
   
   
   
   
 
Diluted earnings per share:                        
   Weighted average common shares                        
      outstanding  
76,846
    70,279     76,841     70,264  
   Options  
277
    229     210     211  
   7% Convertible notes  
  —
     —      —      —  
   
   
 

   
 
Weighted average common shares  
                   
      Outstanding-diluted  
77,123
    70,508     77,051     70,475  
   
   
   
   
 
Basic earnings per share:  
                   
      Net income  
$   0.33
    $   0.03     $      0.67     $   0.03  
   
   
   
   
 
Diluted earnings per share:  
                   
      Net income  
$   0.33
    $   0.03     $      0.66     $   0.03  
   
   
   
   
 

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Note 4 – Earnings Per Common Share (continued)

     The effect of the assumed conversion of the 7% convertible notes due 2004 was not included in the computation of diluted earnings per share for the three and six months ended June 30, 2003 and 2002 because the average price of OMI’s stock was less than the stock conversion price of $7.375.

Note 5 - Supplemental Cash Flow Information

     During the six months ended June 30, 2003 and 2002 interest paid totaled approximately $11,964,000 and $11,564,000, respectively.

     During March 2002, OMI issued 11,073 shares at $2.89 to one director in lieu of his annual fee of $32,000.

Note 6 – Acquisitions

     During April 2003, we took delivery of a Panamax newbuilding, the OTTAWA. Total capitalized costs aggregated approximately $37,800,000 ($26,312,000 of cash was paid in 2003). This vessel was partially financed with a bank loan (see Note 2) and began a five-year time charter upon delivery. During July 2003, the OTTAWA’s sister-ship was delivered (see Note 9).

     During January and March 2003, we took delivery of two handymax product carriers contracted from a shipyard. Total capitalized costs for both vessels aggregated approximately $60,639,000 ($41,975,000 of cash was paid in 2003). These vessels were partially financed under the $348 Facility and began three-year time charters upon delivery.

Note 7 – Disposal of Vessels

     During the second quarter 2003, OMI sold two 1984 built single-hull product carriers for an aggregate of approximately $9,555,000, one of which was delivered in April 2003, and the other was delivered in May 2003. For the six months ended June 30, 2003, a loss on disposal of $3,215,000 was recorded to the Condensed Consolidated Statements of Income resulting from sale of these vessels.

Note 8 - Financial Information Relating to Segments

     The Company organizes its business principally into two operating segments. These segments and their respective operations are as follows:

     Crude Oil Tanker Fleet - includes vessels that normally carry crude oil and “dirty” products. The current fleet includes four sizes of vessels; Suezmax, ULCC, Panamax and handysize.

     Product Carrier Fleet - includes vessels that normally carry refined petroleum products such as gasoline, naphtha and kerosene. This fleet includes three sizes of vessels, Panamax, handymax and handysize vessels.

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Note 8 - Financial Information Relating to Segments (continued)

     The following is a summary of the operations by major operating segments for the three and six months ended June 30, 2003 and June 30, 2002: