ATHENS, Greece, Sept. 2, 2014 /PRNewswire/ -- Box Ships Inc. (NYSE: TEU) (the "Company"), a global shipping company specializing in the seaborne transportation of containers, announced today its results for the second quarter and six months ended June 30, 2014.



                                Three Months Ended    Six Months Ended
                                     June 30,             June 30,
                               -------------------   -----------------

    Financial Highlights          2013          2014    2013          2014

    (Expressed in thousands of
     U.S. Dollars, except per
     share data)
    --------------------------

    Time charter revenues      $17,707       $12,878 $35,797       $27,381

    Amortization of above/
     below market time
     charters                    1,313         1,501   2,612         2,442
    ----------------------       -----         -----   -----         -----

    Time charter revenues,
     adjusted(1)               $19,020       $14,379 $38,409       $29,823
    ----------------------     -------       ------- -------       -------


    EBITDA(2)                   $9,322        $6,228 $19,220       $10,350

    Adjusted EBITDA(2)         $11,402        $7,887 $23,347       $13,830


    Net Income / (Loss)         $3,432          $675  $7,449        ($844)

    Adjusted Net Income(2)      $5,512        $2,334 $11,576        $2,636


    Earnings /(Loss) per
     common share (EPS), basic   $0.12         $0.01   $0.28       ($0.07)

    Earnings /(Loss) per
     common share (EPS),
     diluted                     $0.11         $0.01   $0.26       ($0.07)

    Adjusted Earnings per
     common share, basic(2)      $0.20         $0.06   $0.46         $0.06

    Adjusted Earnings per
     common share, diluted(2)    $0.18         $0.06   $0.40         $0.06
    -------------------------    -----         -----   -----         -----


               (1) Time charter revenues, adjusted,
                is not a recognized measurement
                under generally accepted accounting
                principles in the United States of
                America ("U.S. GAAP" or "GAAP"). We
                believe that the presentation of
                Time charter revenues, adjusted is
                useful to investors because it
                presents the charter revenues
                recognized in the relevant period
                based on the contracted charter
                rates, excluding the amortization
                of above/below market time
                charters attached to vessels
                acquired. Please refer to the
                definition and reconciliation of
                this measurement to the most
                directly comparable financial
                measure calculated and presented in
                accordance with U.S. GAAP at the
                back of this release.


               (2) EBITDA, Adjusted EBITDA,
                Adjusted Net Income and Adjusted
                Earnings /(Loss) per common share
                ("Adjusted EPS") are not recognized
                measurements under GAAP. Please
                refer to the definitions and
                reconciliation of these
                measurements to the most directly
                comparable financial measures
                calculated and presented in
                accordance with U.S. GAAP at the
                back of this release.

Mr. Michael Bodouroglou, Chairman, President and Chief Executive Officer of Box Ships Inc., commented:

"During the second quarter, there were some slight signs of improvement in the containership market. We managed to extend the charter of the MSC Emma with MSC for a further period of nine months at a daily rate of $9,450, which even though it is significantly below the previous rate of $28,500 per day, it is still a marked improvement compared to our previous extensions for similar vessels at around $7,000 per day earlier in the year. In addition, more recently, we extended the charters of the CMA CGM Marlin and CMA CGM Kingfish for a further period of one year, commencing on September 1, 2014, at a daily rate of $9,500 and the charter of Box Trader until May 2015 or latest August 2015 at a daily rate of $8,500."

"The reduced charters on the Box Queen, CMA CGM Marlin and CMA CGM Kingfish were the contributing factors to the 24% decline in our adjusted time charter revenues year over year, which directly impacted our bottom line. We have two vessels that will come off charter during 2014 and we are monitoring the market for the best suitable opportunities. During these challenging times, we were able to keep our expenses stable and we will work on further strengthening our balance sheet and improving our liquidity. To that extent, in the third quarter of 2014, we reached an agreement with one of our lenders for the full repayment of our loan at a significant gain, the savings of which contribute directly to our net asset value, while giving us a debt-free vessel. The benefits from having a debt-free vessel are numerous and give the Company added fire power to negotiate better terms under its existing loan agreements to preserve its liquidity and improve its free cash flow."

Results of Operations

Three months ended June 30, 2014 compared to three months ended June 30, 2013

During the second quarter of 2014, we operated an average of 9 vessels. Our Net Income and Adjusted Net Income during the second quarter of 2014 was $0.7 million and $2.3 million, respectively, resulting in basic and diluted earnings per share of $0.01 and basic and diluted adjusted earnings per share of $0.06. EBITDA and Adjusted EBITDA for the second quarter of 2014 was $6.2 million and $7.9 million, respectively.

During the second quarter of 2013, we operated an average of 9 vessels. Our Net Income and Adjusted Net Income during the second quarter of 2013 was $3.4 million and $5.5 million, respectively, resulting in basic earnings per share of $0.12 and basic adjusted earnings per share of $0.20. EBITDA and Adjusted EBITDA for the second quarter of 2013 was $9.3 million and $11.4 million, respectively.

Net revenues

Net revenues represent charter hire earned, net of commissions. During the second quarter of 2014 and 2013, our vessels operated a total of 819 and 804 days, respectively, out of a total of 819 calendar days in both periods. Currently, all vessels in our fleet are employed under fixed rate time charters, having an average weighted remaining charter duration of 10 months (weighted by aggregate contracted charter hire). The Company reported net revenues for the second quarter of 2014 of $12.5 million, a decrease of 28% compared to $17.3 million in the second quarter of 2013. This decrease is mainly due to the re-chartering of the Box Queen in January 2014 at a daily rate of $6,100, compared to the previous time charter of $28,000 per day during the second quarter of 2013 and the re-chartering of each of the CMA CGM Kingfish and CMA CGM Marlin in March 2014 at a daily rate of $7,000, compared to $23,000 per day that each of these vessels was earning during the second quarter of 2013. Our net revenues are also net of the amortization of above/below market time charters, which decreased our revenues and net income for the second quarter of 2014 and 2013 by $1.5 million and $1.3 million, respectively, or $0.05 and $0.05 per common share, respectively. Our average time charter equivalent rate, or TCE rate, for the second quarter of 2014 was $15,010 per vessel per day, which was 28% below our average TCE rate of $20,872 per vessel per day during the second quarter of 2013, mainly due to the reasons outlined above. Our adjusted TCE rate was $16,843 per vessel per day in the second quarter of 2014, 25% lower than our adjusted TCE of $22,506 for the second quarter of 2013. TCE rate is not a recognized measurement under GAAP. Please see the table at the back of this release for a reconciliation of TCE rates to time charter revenues, the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP.

Voyage expenses

Voyage expenses for the second quarter of 2014 and 2013 amounted to $0.2 million and $0.6 million, respectively, and mainly relate to war risk insurance costs and bunkers consumed by our vessels travelling to and from the drydocks. Voyage expenses for the second quarter of 2014 related mainly to war risk insurance costs, whereas voyage expenses for the second quarter of 2013 included approximately $0.3 million, relating to war risk insurance costs and $0.2 million, relating to other crew costs reimbursable by the charterers.

Vessels operating expenses

Vessels operating expenses including the amortization of other intangible assets for the second quarter of 2014 were flat year over year at $4.5 million, or $4.2 million on an adjusted basis to exclude the amortization of other intangible assets. On average, our vessels' operating expenses for the second quarter of 2014 were relatively unchanged year over year at $5,444 per vessel per day, or $5,123 per vessel per day on an adjusted basis, compared to $5,455 per vessel per day, in the second quarter of 2013, or $5,134 per vessel per day on an adjusted basis. The amortization of other intangible assets for each of the second quarters of 2014 and 2013 amounted to $0.3 million.

Management fees charged by a related party

Management fees charged by Allseas Marine S.A. (our "Manager" or "Allseas") for each of the second quarters of 2014 and 2013 were $0.7 million, or $886 (EUR646.99) per vessel per day, and $830 (EUR643.77) per vessel per day, respectively. Management fees charged by a related party represent fees for management and technical services in accordance with our management agreements and are adjusted annually in accordance with the official Eurozone inflation rate. This fee is charged on a daily basis per vessel and is affected by the number of vessels in our fleet, the number of calendar days during the period, the official Eurozone inflation rate and the U.S. Dollar/Euro exchange rate at the beginning of each month.

Depreciation

Depreciation for our fleet for each of the second quarters of 2014 and 2013 was $3.8 million.

General and administrative expenses

General and administrative ("G&A") expenses for the each of the second quarters of 2014 and 2013 were $1.5 million, or $1,870 and $1,782 per vessel per day, respectively.

Interest and finance costs

Interest and finance costs amounted to $1.8 million and $2.1 million for the second quarter of 2014 and 2013, respectively. This decrease in interest and finance costs is due to the decrease in our average borrowings outstanding period over period.



    UNAUDITED CONSOLIDATED CONDENSED CASH FLOW INFORMATION

    (Expressed in
     thousands of U.S.
     Dollars)

                                                   Six Months Ended June
                                                             30,
                                                   ---------------------

                                                                     2013     2014
                                                                     ----     ----

    Net cash from
     Operating
     Activities                                                   $20,035   $9,284

    Net cash used in
     Financing
     Activities                                                   (2,957) (1,884)
                                                                   ------   ------

    Net increase in cash
     and cash
     equivalents                                                  $17,078   $7,400
                                                                  =======   ======

Net cash from Operating Activities

Net cash from Operating Activities for the six months ended June 30, 2014 was $9.3 million. Our vessels generated positive cash flows from revenues, net of commissions, of $29.8 million, while we paid $20.5 million for expenses, of which $3.1 million relates to the payment of interest on our bank loans.

Net cash from Operating Activities for the six months ended June 30, 2013 was $20.0 million. Our vessels generated positive cash flows from revenues, net of commissions, of $37.8 million, while we paid $17.8 million for expenses, of which $3.5 million relates to the payment of interest on our bank loans and on our related party loan with Paragon Shipping Inc. ("Paragon Shipping").

Net cash used in Financing Activities

Net cash used in Financing Activities for the six months ended June 30, 2014, was $1.9 million. On April 15, 2014, we completed the public offering and concurrent private placement of 5,500,000 Units, each consisting of one common share and one warrant to purchase 0.40 common shares (the "Units") at a public offering price of $2.05 per unit, resulting in net proceeds of $10.6 million in the aggregate, net of underwriting discounts, commissions and other offering costs of $0.7 million in the aggregate. During the six months ended June 30, 2014, we repaid $11.4 million of our debt, paid financing costs of $0.1 million and made cash payments to our preferred shareholders of $1.0 million.

Net cash used in Financing Activities for the six months ended June 30, 2013, was $3.0 million. On March 18, 2013, we completed the public offering and issuance of 4,000,000 of our common shares, resulting in net proceeds of $19.9 million, net of underwriting discounts, commissions and other offering costs of $1.1 million in the aggregate. During the six months ended June 30, 2013, we repaid $13.4 million of our debt, paid financing costs of $0.1 million, made cash payments to our preferred shareholders of $0.9 million and paid dividends to common shareholders of $8.5 million.

Recent Developments:

Commerzbank Loan Repayment:

On July 22, 2014, we announced the full repayment of the outstanding amount under our loan agreement with Commerzbank AG ("Commerzbank"), dated July 29, 2011. The outstanding amount of the loan amounted to $21.5 million and we agreed with Commerzbank to the payment of $15.0 million plus accrued interest of $0.1 million, in full and final settlement of the loan. The gain from this transaction of approximately $6.4 million will be reflected in the third quarter of 2014.

Liquidity:

As of June 30, 2014, our cash and restricted cash (current and non-current) amounted to $31.9 million in aggregate, of which $10.0 million is considered restricted for minimum liquidity purposes under our loan agreements. As of June 30, 2014, we had total outstanding indebtedness of $168.2 million, of which $21.5 million was settled in July 2014, as discussed above. $19.5 million is scheduled to be repaid in the forthcoming 12-month period, of which $4.9 million has already been repaid as of the date of this release. Furthermore, as of June 30, 2014, we were in compliance with the covenants contained in our loan agreements, with the exception of the Leverage Ratio and Market Value Adjusted Net Worth covenant contained in two of our loan agreements as a result of the expiration of waivers under certain of our loan agreements on January 1, 2014 and April 1, 2014. In accordance with U.S. GAAP, unless we receive waivers for a period of more than one year after the balance sheet date or the loans are refinanced prior to the issuance of the consolidated financial statements, our total debt will be required to be presented as current. Even though to date the lenders have not declared an event of default under the loan agreements for which we were not in compliance as of June 30, 2014, those breaches constitute an event of default and as a result of the cross default provisions included in our loan agreements, may result in the lenders accelerating or demanding immediate repayment of their loans. Following the Commerzbank loan repayment, discussed above, we are in negotiations with two of our remaining lenders to possibly obtain waivers, amend our loan covenants and/or seek alternative solutions to resolve any future covenant issues and preserve the Company's liquidity. We believe that the lenders will not demand payment of the loans before their scheduled maturity, provided that we remain current with our obligations of paying principal and interest when they become due. In addition, we have no borrowing capacity under our existing loan facilities and no capital commitments. We anticipate that our current financial resources, together with cash generated from operations will be sufficient to fund the operations of our current fleet, including our working capital requirements, for the next 12 months, assuming that the debt will not be accelerated by our lenders.

Preferred Stock Payments:

On July 1, 2014, we made a cash payment of $0.5 million with respect to our Series C Preferred Shares, for the period from April 1, 2014 through June 30, 2014. As of June 30, 2014, 916,333 Series C Preferred Shares were outstanding.

Cash payments on our Series C Preferred Shares accrue cumulatively at a rate of 9.00% per annum per $25.00 stated liquidation preference per Series C Preferred Share and are payable, when, as and if declared by the Board of Directors, on January 1, April 1, July 1 and October 1 of each year. Our ability to make cash payments will be subject, among other things, to the restrictions in our loan agreements, the provisions of Marshall Islands law and other factors to be considered by our Board of Directors.

Chartering Update and Strategy:

In June 2014, the MSC Emma extended its time charter with Mediterranean Shipping Company ("MSC") for a period of nine months, commencing on July 3, 2014, at a daily gross charter rate of $9,450.

In July 2014, the CMA CGM Kingfish and CMA CGM Marlin extended their time charters with CMA CGM for a period of twelve months, commencing on September 1, 2014, at a daily gross charter rate of $9,500.

In September 2014, the Box Trader extended its time charter with Hapag Lloyd for a further period until earliest May 15, 2015 or latest August 1, 2015, commencing on October 1, 2014, at a daily gross charter rate of $8,500.

Pursuant to our chartering strategy, we focus on containerships with carrying capacities ranging from 1,700 TEU to 7,000 TEU employed on short- to medium-term time charters of one to five years with staggered maturities, which provide us with the benefit of stable cash flows from a diversified portfolio of charterers, while preserving the flexibility to capitalize on potentially rising rates when the current time charters expire. We may also, under certain circumstances, opportunistically employ our vessels on shorter-term charters or our vessels may operate on the spot market. Based on the earliest redelivery dates, and following the extension of charters discussed above, the Company has secured under such contracts 83% and 39% of its fleet capacity for the remainder of 2014 and 2015, respectively. For future updates on the employment of our vessels, please visit the employment section of our website at www.box-ships.com/fleet-employment.php. The information contained on the Company's website does not constitute part of this press release.

Fleet List:

The following table provides additional information about our fleet as of September 2, 2014:



               Vessel          Year       TEU          Charterer        Daily Gross             Charter      Notes
                               Built                                  Charter Rate (1)      Expiration (2)
    ---                        -----                                  ---------------        -------------

    Box Voyager                      2010       3,426       CNC                      $7,350     October 2014          3

    Box Trader                       2010       3,426   Hapag Lloyd                  $8,000     October 2014          4

                      $8,500 May 2015

    CMA CGM
     Kingfish                        2007       5,095     CMA CGM                    $9,500      August 2015       5, 9

    CMA CGM
     Marlin                          2007       5,095     CMA CGM                    $9,500      August 2015       5, 9

    Box Queen
     (ex Maersk
     Diadema)                        2006       4,546       MSC                      $6,100     October 2014          6

    Maule                            2010       6,589 CSAV Valparaiso               $38,000      April 2016           7

    MSC Emma                         2004       5,060       MSC                      $9,450      March 2015        8, 9

    OOCL Hong
     Kong                            1995       5,344      OOCL                     $26,800       May 2015            9

    OOCL China                       1996       5,344      OOCL                     $26,800       June 2015           9
                                               -----

    Total                                     43,925
                                              ======


    Notes:
    ------

                      1)     Daily gross
                             charter
                             rates do not
                             reflect
                             commissions
                             payable by
                             us to third
                             party
                             chartering
                             brokers and
                             our Manager,
                             totaling
                             5.00% for
                             Box Queen,
                             4.75% for
                             Box Voyager,
                             CMA CGM
                             Kingfish and
                             CMA CGM
                             Marlin,
                             1.25% for
                             each of OOCL
                             Hong Kong
                             and OOCL
                             China, and
                             2.50% for
                             each of the
                             other
                             vessels in
                             our fleet,
                             including,
                             in each
                             case, 1.25%
                             to Allseas.

                      2)     Based on the
                             earliest
                             redelivery
                             date.

                      3)     The
                             employment
                             is extended
                             for a period
                             of six to
                             eight months
                             and
                             commenced in
                             March 2014.

                      4)     The
                             employment
                             is extended
                             until
                             earliest May
                             2015 or
                             latest
                             August 2015,
                             commencing
                             on October
                             1, 2014.

                      5)     The
                             employment
                             is extended
                             for a period
                             of twelve
                             months and
                             commenced on
                             September 1,
                             2014.

                      6)     The
                             employment
                             is for a
                             period of
                             eight to 10
                             months and
                             commenced in
                             January
                             2014.

                      7)     The charterer
                             has the
                             option to
                             increase or
                             decrease the
                             term of the
                             charter by
                             30 days. The
                             charterer
                             also has the
                             option to
                             purchase the
                             vessel upon
                             expiration
                             of the
                             charter,
                             provided
                             that the
                             option is
                             exercised at
                             least six
                             months prior
                             to the
                             expiration
                             of the term
                             of the
                             charter, for
                             a purchase
                             price of
                             $57.0
                             million,
                             less a 0.5%
                             purchase
                             commission
                             payable to
                             parties
                             unaffiliated
                             to us.

                      8)     The
                             employment
                             is for a
                             period of
                             nine months
                             and
                             commenced in
                             July 2014.

                      9)     The charterer
                             has the
                             option to
                             increase or
                             decrease the
                             term of the
                             charter by
                             30 days.

Conference Call and Webcast details:

The Company's management will host a conference call to discuss its second quarter and six months ended June 30, 2014 results on September 3, 2014 at 8:00 am ET.

Participants should dial into the call 10 minutes before the scheduled time using the following numbers: +1-877-300-8521 (USA) or +1-412-317-6026 (international).

A replay of the conference call will be available for seven days and can be accessed by dialing +1-877-870-5176 (domestic) and +1-858-384-5517 (international) and using passcode 10051163.

There will also be a simultaneous live webcast over the Internet, through the Company's website (www.box-ships.com). Participants in the live webcast should register on the website approximately 15 minutes prior to the start of the webcast.

About Box Ships Inc.:

Box Ships Inc. is an Athens, Greece-based international shipping company specializing in the transportation of containers. The Company's current fleet consists of nine containerships with a total carrying capacity of 43,925 TEU and a TEU weighted average age of 9.6 years. The Company's common shares and Series C Preferred Shares trade on the New York Stock Exchange under the symbols "TEU" and "TEUPRC", respectively.

Cautionary Statement Regarding Forward-Looking Statements

Matters discussed in this press release may constitute forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides safe harbor protections for forward-looking statements in order to encourage companies to provide prospective information about their business. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts.

The Company desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbor legislation. The words "believe," "anticipate," "intends," "estimate," "forecast," "project," "plan," "potential," "may," "should," "expect," "pending" and similar expressions identify forward-looking statements.

The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, our management's examination of historical operating trends, data contained in our records and other data available from third parties. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, we cannot assure you that we will achieve or accomplish these expectations, beliefs or projections.

In addition to these important factors, other important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the strength of world economies and currencies, general market conditions, including fluctuations in charter rates and vessel values, changes in demand for container shipping capacity, changes in our operating expenses, including bunker prices, dry-docking and insurance costs, the market for our vessels, availability of financing and refinancing, charter counterparty performance, ability to obtain financing and comply with covenants in such financing arrangements, changes in governmental rules and regulations or actions taken by regulatory authorities, potential liability from pending or future litigation, general domestic and international political conditions, potential disruption of shipping routes due to accidents or political events, vessels breakdowns and instances of off-hires and other factors. Please see our filings with the Securities and Exchange Commission for a more complete discussion of these and other risks and uncertainties.

Contacts:

Box Ships Inc.
Robert Perri, CFA
Chief Financial Officer
Tel. +30 (210) 8914600
E-mail: ir@box-ships.com

Investor Relations / Media
Allen & Caron Inc.
Michael Mason (Investors)
Tel. +1 (212) 691-8087
E-mail: michaelm@allencaron.com

Len Hall (Media)
Tel. +1 (949) 474-4300
E-mail: len@allencaron.com

- Tables Follow -



                                          Three Months Ended      Six Months Ended June
                                               June 30,                   30,


    SUMMARY FLEET INFORMATION
    -------------------------                                  ---

                        2013                2014          2013        2014
                        ----                ----          ----        ----

    FLEET DATA
    ----------

    Average number of
     vessels (1)                            9.00          9.00        9.00           9.00

    Calendar days for
     fleet (2)                               819           819       1,629          1,629

    Less:

    Scheduled off-hire                        14             -         19             42

    Unscheduled off-hire                       1             -         13             15

    Operating days for
     fleet (3)                               804           819       1,597          1,572

    Fleet utilization (4)                  98.2%       100.0%      98.0%         96.5%

    AVERAGE DAILY RESULTS

    (Expressed in United States Dollars)
    -----------------------------------

    Time charter
     equivalent (5)                      $20,872       $15,010     $21,038        $16,530

    Vessel operating
     expenses (6)                         $5,455        $5,444      $5,548         $5,754

    Management fees
     charged by a related
     party (7)                              $830          $886        $835           $884

    General and
     administrative
     expenses (8)                         $1,782        $1,870      $1,848         $1,932

    Total vessel
     operating expenses
     (9)                                 $8,067        $8,200      $8,231         $8,570
    -------------------                   ------        ------      ------         ------


             (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 the period.

             (2)    Calendar days are the total days
                     we possessed the vessels in our
                     fleet for the relevant period.

             (3)    Operating days for the fleet are
                     the total calendar days the
                     vessels were in our possession
                     for the relevant period after
                     subtracting off-hire days for
                     scheduled dry-dockings or
                     special or intermediate surveys
                     and unscheduled off-hire days
                     associated with repairs and other
                     operational matters. Any idle
                     days relating to the days a
                     vessel remains unemployed are
                     included in unscheduled off-hire
                     days.

             (4)    Fleet utilization is the
                     percentage of time that our
                     vessels were able to generate
                     revenues and is determined by
                     dividing operating days by fleet
                     calendar days for the relevant
                     period.

             (5)    Time charter equivalent ("TCE"),
                     is a measure of the average daily
                     revenue performance of a vessel
                     on a per voyage basis. Our method
                     of calculating TCE is determined
                     by dividing time charter
                     revenues, net of commissions and
                     voyage expenses by operating days
                     for the relevant time period.
                     Voyage expenses primarily consist
                     of extra war risk insurance,
                     port, canal, fuel costs and other
                     crew costs reimbursable by the
                     charterers that are unique to a
                     particular voyage and bunkers
                     consumed during the periods that
                     vessels are in between
                     employment. TCE is a non-GAAP
                     standard shipping industry
                     performance measure used
                     primarily to compare daily
                     earnings generated by vessels
                     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.

             (6)    Daily vessel operating expenses,
                     which includes crew costs,
                     provisions, deck and engine
                     stores, lubricating oil,
                     insurance, other than extra war
                     risk insurance, maintenance,
                     repairs and amortization of
                     intangibles, is calculated by
                     dividing vessel operating
                     expenses by fleet calendar days
                     for the relevant time period.

             (7)    Daily management fees are
                     calculated by dividing management
                     fees charged by a related party
                     by fleet calendar days for the
                     relevant time period.

             (8)    Daily general and administrative
                     expenses are calculated by
                     dividing general and
                     administrative expense by fleet
                     calendar days for the relevant
                     time period.

             (9)    Total vessel operating expenses
                     ("TVOE") are a measurement of our
                     total expenses, excluding dry-
                     docking expenses, associated with
                     operating our vessels. TVOE is
                     the sum of vessel operating
                     expenses, management fees and
                     general and administrative
                     expenses. Daily TVOE is
                     calculated by dividing TVOE by
                     fleet calendar days for the
                     relevant time period.



    Time Charter Equivalent   Three Months Ended    Six Months Ended June
     Reconciliation                June 30,                 30,

    (Expressed in thousands
     of U.S. Dollars,
     except days and daily
     results)
    -----------------------

                      2013      2014          2013      2014
                      ----      ----          ----      ----

    Time Charter Revenues    $17,707       $12,878   $35,797        $27,381

    Commissions                (368)        (350)    (733)         (663)

    Voyage Expenses            (558)        (234)  (1,467)         (732)

    Total Revenue, net of
     voyage expenses         $16,781       $12,294   $33,597        $25,986
    ---------------------    -------       -------   -------        -------

    Plus: Amortization of
     above/below market
     time charters             1,313         1,501     2,612          2,442
    ---------------------      -----         -----     -----          -----

    Total Revenue, net of
     voyage expenses,
     adjusted                $18,094       $13,795   $36,209        $28,428
    ---------------------    -------       -------   -------        -------

    Total operating days         804           819     1,597          1,572
    --------------------         ---           ---     -----          -----

    Time Charter Equivalent  $20,872       $15,010   $21,038        $16,530
    -----------------------  -------       -------   -------        -------

    Time Charter
     Equivalent, adjusted
     (10)                   $22,506       $16,843   $22,673        $18,084
    ---------------------    -------       -------   -------        -------


               (10)    Time charter equivalent, adjusted
                        ("TCE adjusted"), is a non-GAAP
                        measure and is determined by
                        dividing time charter revenues,
                        net of commissions, voyage
                        expenses and amortization of
                        above/below market time
                        charters attached to the vessels
                        acquired, by operating days for
                        the relevant time period. Voyage
                        expenses primarily consist of
                        extra war risk insurance, port,
                        canal, fuel costs and other crew
                        costs reimbursable by the
                        charterers that are unique to a
                        particular voyage. We believe
                        that the presentation of TCE
                        adjusted is useful to investors
                        because it presents the TCE
                        earned in the relevant period
                        based on the contracted charter
                        rates, excluding the
                        amortization of above/below
                        market time charters attached to
                        the vessels acquired. The
                        Company's definition of TCE
                        adjusted may not be the same as
                        that used by other companies in
                        the shipping or other
                        industries.



    Reconciliation of U.S. GAAP Financial Information to Non-GAAP measures


    Net Income /                              Three Months Ended        Six Months Ended June
     (Loss) /                                      June 30,                     30,
     Adjusted Net
     Income /
     (Loss) (1)

    (Expressed in
     thousands of
     U.S.
     Dollars)
    -------------

                    2013                         2014         2013          2014
                    ----                         ----         ----          ----

    Net Income /
     (Loss)                                    $3,432         $675        $7,449         ($844)

    Plus:
     Amortization
     of
     intangibles                                1,576        1,764         3,136          2,966

    Plus: Share-
     based
     compensation                                 504          548           991          1,167

    Minus: Fair
     value change
     of warrants                                    -       (653)            -         (653)
    -------------                                 ---        ----           ---          ----

    Adjusted Net
     Income                                    $5,512       $2,334       $11,576         $2,636
    ------------                               ------       ------       -------         ------


    EBITDA /
     Adjusted
     EBITDA (1)
    -----------

    Net Income /
     (Loss)                                    $3,432         $675        $7,449         ($844)

    Plus: Net
     Interest
     expense                                    2,116        1,779         4,265          3,688

    Plus:
     Depreciation                               3,774        3,774         7,506          7,506
    -------------                               -----        -----         -----          -----

    EBITDA                                     $9,322       $6,228       $19,220        $10,350
    ------                                     ------       ------       -------        -------

    Plus:
     Amortization
     of
     intangibles                                1,576        1,764         3,136          2,966

    Plus: Share-
     based
     compensation                                 504          548           991          1,167

    Minus: Fair
     value change
     of warrants                                    -       (653)            -         (653)
    -------------                                 ---        ----           ---          ----

    Adjusted
     EBITDA                                   $11,402       $7,887       $23,347        $13,830
    --------                                  -------       ------       -------        -------




    Earnings /           Three Months Ended June
     (Loss) per                   30,
     Common Share                                  Six Months Ended June 30,

    (Expressed in
     thousands of
     U.S. Dollars,
     except share
     and per share
     data)
    --------------

                   2013       2014            2013         2014
                   ----       ----            ----         ----

    Net Income /
     (Loss)                 $3,432            $675       $7,449          ($844)

    Less: Cash
     payments to
     Series B-1
     Preferred
     Shares                  (469)              -       (937)              -

    Less: Cash
     payments to
     Series C
     Preferred
     Shares                      -          (515)           -        (1,031)

    Less: Net
     Income /Loss
     attributable
     to non-
     vested share
     awards                   (64)            (3)       (153)             41

    Net Income /
     (Loss)
     available to
     common
     shareholders           $2,899            $157       $6,359        ($1,834)


    Weighted
     average
     number of
     common
     shares, basic      24,423,260      29,360,273   22,729,343      27,031,845


    Earnings /
     (Loss) per
     common share,
     basic                   $0.12           $0.01        $0.28         ($0.07)
    --------------           -----           -----        -----          ------


    Net Income /
     (Loss)                 $3,432            $675       $7,449          ($844)

    Less: Cash
     payments to
     Series B-1
     Preferred
     Shares                  (469)              -       (937)              -

    Less: Cash
     payments to
     Series C
     Preferred
     Shares                      -          (515)           -        (1,031)

    Less: Net
     Income /Loss
     attributable
     to non-
     vested share
     awards                   (64)            (3)       (153)             41

    Plus: Cash
     payments to
     Series B-1
     Preferred
     Shares, if
     converted to
     common shares             469               -         937               -

    Net Income /
     (Loss)
     available to
     common
     shareholders           $3,368            $157       $7,296        ($1,834)


    Weighted
     average
     number of
     common
     shares,
     diluted            30,169,817      29,360,273   28,475,900      27,031,845


    Earnings /
     (Loss) per
     common share,
     diluted                 $0.11           $0.01        $0.26         ($0.07)
    --------------           -----           -----        -----          ------



    Adjusted            Three Months Ended June
     Earnings                    30,
     per Common
     Share (1)                                    Six Months Ended June 30,

    (Expressed
     in
     thousands
     of U.S.
     Dollars,
     except
     share and
     per share
     data)
    ----------

                  2013       2014            2013         2014
                  ----       ----            ----         ----

    Adjusted Net
     Income                $5,512          $2,334      $11,576          $2,636

    Less: Cash
     payments to
     Series B-1
     Preferred
     Shares                 (469)              -       (937)              -

    Less: Cash
     payments to
     Series C
     Preferred
     Shares                     -          (515)           -        (1,031)

    Less:
     Adjusted
     Net Income
     attributable
     to non-
     vested
     share
     awards                 (108)           (36)       (249)           (35)

    Adjusted Net
     Income
     available
     to common
     shareholders          $4,935          $1,783      $10,390          $1,570


    Weighted
     average
     number of
     common
     shares,
     basic             24,423,260      29,360,273   22,729,343      27,031,845


    Adjusted
     Earnings
     per common
     share,
     basic                  $0.20           $0.06        $0.46           $0.06
    -----------             -----           -----        -----           -----


    Adjusted Net
     Income                $5,512          $2,334      $11,576          $2,636

    Less: Cash
     payments to
     Series B-1
     Preferred
     Shares                 (469)              -       (937)              -

    Less: Cash
     payments to
     Series C
     Preferred
     Shares                     -          (515)           -        (1,031)

    Less:
     Adjusted
     Net Income
     attributable
     to non-
     vested
     share
     awards                 (108)           (36)       (249)           (35)

    Plus: Cash
     payments to
     Series B-1
     Preferred
     Shares, if
     converted
     to common
     shares                   469               -         937               -

    Adjusted Net
     Income
     available
     to common
     shareholders          $5,404          $1,783      $11,327          $1,570


    Weighted
     average
     number of
     common
     shares,
     diluted           30,169,817      29,360,273   28,475,900      27,031,845


    Adjusted
     Earnings
     per common
     share,
     diluted                $0.18           $0.06        $0.40           $0.06
    -----------             -----           -----        -----           -----


             (1)    The Company considers EBITDA to
                     represent net income plus net
                     interest expense and depreciation
                     and amortization. The Company's
                     management uses EBITDA as a
                     performance measure. The Company
                     believes that EBITDA is useful to
                     investors because the shipping
                     industry is capital intensive and
                     may involve significant financing
                     costs. The Company excluded non-
                     cash items in relation to the
                     amortization of intangibles,
                     share-based compensation and
                     fair value change of warrants to
                     derive Adjusted EBITDA because
                     the Company believes it provides
                     additional information on the
                     fleet operational results which
                     may be useful to investors.


                    The Company excluded non-cash
                     items in relation to the
                     amortization of intangibles,
                     share-based compensation and
                     fair value change of warrants
                     from net income /(loss) to
                     derive to Adjusted Net Income /
                     (Loss) and Adjusted EPS /(Loss)
                     per share. The Company believes
                     that Adjusted Net Income /(Loss)
                     and Adjusted EPS /(Loss) per
                     share provide additional
                     information on the fleet
                     operational results which may be
                     useful to investors.


                    EBITDA, Adjusted EBITDA, Adjusted
                     Net Income /(Loss) and Adjusted
                     EPS /(Loss) per share are items
                     not recognized by U.S. GAAP and
                     should not be considered as an
                     alternative to net income /
                     (loss), operating income,
                     earnings /(loss) per share or
                     any other indicator of a
                     Company's operating performance
                     required by U.S. GAAP. The
                     Company's definition of EBITDA,
                     Adjusted EBITDA, Adjusted Net
                     Income /(Loss) and Adjusted EPS
                     /(Loss) per share may not be the
                     same as that used by other
                     companies in the shipping or
                     other industries.



    BOX SHIPS INC.

    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME / (LOSS)

    (Expressed in thousands of U.S. Dollars, except per share data)



                                                                                         Three Months Ended                 Six Months Ended June
                                                                                             June 30,                               30,
                                                                                      ------------------             ----------------------

                                                                                        2013                     2014                      2013               2014
                                                                                        ----                     ----                      ----               ----


    REVENUES:
    ---------

    Time charter revenues (1)                                                          $17,707                  $12,878                   $35,797            $27,381

    Commissions                                                                        (368)                   (350)                    (733)             (663)
                                                                                        ----                     ----                      ----               ----

    Net Revenues                                                                      17,339                   12,528                    35,064             26,718
                                                                                      ------                   ------                    ------             ------


    EXPENSES:
    ---------

    Voyage expenses                                                                      558                      234                     1,467                732

    Vessels operating expenses (2)                                                     4,468                    4,459                     9,037              9,373

    Dry-docking expenses                                                         869                       -                   1,010              2,314

    Management fees charged by a related party                                           680                      726                     1,360              1,440

    Depreciation                                                                       3,774                    3,774                     7,506              7,506

    General and administrative expenses (3)                                            1,459                    1,532                     3,011              3,148
                                                                                       -----                    -----                     -----              -----

    Total Expenses                                                                    11,808                   10,725                    23,391             24,513
                                                                                      ------                   ------                    ------             ------


    Operating income                                                                   5,531                    1,803                    11,673              2,205
                                                                                       -----                    -----                    ------              -----


    OTHER INCOME / (EXPENSES):
    --------------------------

    Interest and finance costs                                                       (2,117)                 (1,779)                  (4,268)           (3,688)

    Interest income                                                                1                       -                       3                  -

    Fair value change of warrants                                                  -                    653                        -               653

    Foreign currency gain / (loss), net                                                   17                      (2)                       41               (14)
                                                                                         ---                      ---                       ---                ---

    Total other expenses, net                                                        (2,099)                 (1,128)                  (4,224)           (3,049)
                                                                                      ------                   ------                    ------             ------


    NET INCOME / (LOSS)                                                                 $3,432                     $675                    $7,449             $(844)



    Other Comprehensive Income / (Loss)
    -----------------------------------

    Unrealized gain / (loss) on cash flow hedges                                         662                    (103)                      775               (48)
                                                                                         ---                     ----                       ---                ---

    Total Other Comprehensive Income / (Loss)                                            662                    (103)                      775               (48)
                                                                                         ---                     ----                       ---                ---


    COMPREHENSIVE INCOME / (LOSS)                                                       $4,094                     $572                    $8,224             $(892)



    Earnings / (loss) per common share, basic                                            $0.12                    $0.01                     $0.28            $(0.07)

    Earnings / (loss) per common share, diluted                                          $0.11                    $0.01                     $0.26            $(0.07)


    Footnotes:
    ----------


             (1)    includes amortization of below and
                     above market acquired time
                     charters of $1,313 and $1,501 for
                     the three months ended June 30,
                     2013 and 2014, respectively, and
                     $2,612 and $2,442 for the six
                     months ended June 30, 2013 and
                     2014, respectively


             (2)    includes amortization of other
                     intangible assets of $263 for
                     each of the three-month periods
                     ended June 30, 2013 and 2014 and
                     $524 for each of the six-month
                     periods ended June 30, 2013 and
                     2014


             (3)    includes share-based compensation
                     of $504 and $548 for the three
                     months ended June 30, 2013 and
                     2014, respectively, and $991 and
                     $1,167 for the six months ended
                     June 30, 2013 and 2014,
                     respectively




    BOX SHIPS INC.

    UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

    (Expressed in
     thousands of U.S.
     Dollars)



                                                    December 31, 2013           June 30, 2014
                                                    -----------------           -------------

    ASSETS
    ------

    Cash and
     restricted
     cash
     (current
     and non-
     current)                                                           $24,512                 $31,912

    Other current
     assets                                                             7,189                  10,117

    Vessels and other
     fixed assets, net
     and other non-
     current assets                                                   397,905                 386,678


    Total
     Assets                                                            $429,606                $428,707



    LIABILITIES AND
     STOCKHOLDERS'
     EQUITY
    ---------------

    Total debt
     (1)                                                              $179,550                $168,200

    Total other
     liabilities                                                        5,337                   7,538

    Total stockholders'
     equity                                                           244,719                 252,969


    Total
     Liabilities
     and
     Stockholders'
     Equity                                                            $429,606                $428,707




    Footnotes:
    ----------

             (1)    Refer to Liquidity
                     section, above

SOURCE Box Ships Inc.