UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K

CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 28, 2020

 	 	 	
DORIAN LPG LTD.	
(Exact name of registrant as specified in its charter)
 	
Republic of the Marshall Islands	001-36437	66-0818228	
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS employer identification no.)	
 	 	 	
c/o Dorian LPG (USA) LLC, 27 Signal Road, Stamford, Connecticut	 	06902	
(Address of principal executive offices)	 	(Zip Code)	
 
(Registrant's telephone number, including area code): (203) 674-9900

(Former Name or Former Address, if Changed Since Last Report): None
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class	Trading Symbol(s)	Name of each exchange on which registered	
Common stock, par value $0.01 per share
 	LPG
 	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).  Emerging growth company ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01. Regulation FD Disclosure.
 
On May 27, 2020,  Dorian LPG Ltd. (the "Company") issued a press release (the "Press Release") relating to its financial results for the quarterly period and fiscal year ended March 31, 2020.  A copy of the Press Release was "furnished" to the U.S. Securities and Exchange Commission (the "Commission") as Exhibit 99.1 to the Company's Current Report on Form 8-K filed with the Commission on May 27, 2020. 
 
The unaudited consolidated balance sheets included in Exhibit 99.1 hereto are derived from the Company's consolidated financial statements for the eight consecutive fiscal quarters ended March 31, 2020, which the Company believes will assist investors and market participants in evaluating the Company’s financial performance. The Company does not presently have plans to furnish unaudited consolidated balance sheets in this manner in the future but may do so in its sole discretion.
 
The unaudited consolidated balance sheets included in Exhibit 99.1 have been prepared by, and are the responsibility of, the management of the Company. The following unaudited consolidated balance sheets should be read in conjunction with the information contained in the Press Release.
 
In accordance with General Instruction B.2 to Form 8-K, the information under this Item 7.01 and Exhibit 99.1 shall be deemed to be "furnished" to the Commission and not be deemed to be "filed" with the Commission for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing. In addition, this report (including the table attached as Exhibit 99.1) shall not be deemed an admission as to the materiality of any information contained herein that is required to be disclosed solely as a requirement of this Item.

Item 9.01. Financial Statements and Exhibits
 
(d)Exhibits

Exhibit Number	 	Description	
99.1 	 	Unaudited Balance Sheets as of March 31, 2020 and March 31, 2019	

 
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.

 

 
 
May 28, 2020	 	DORIAN LPG LTD.	
 	 	(registrant)	
 	 	 	
 	By:	/s/ Theodore B. Young	
 	 	Theodore B. Young	
 	 	Chief Financial Officer	

 

Exhibit 99.1
 
Dorian LPG Ltd.
Unaudited Consolidated Balance Sheets
(Expressed in United States Dollars, except for number of shares)

 	    	As of	    	As of	 	
 	 	March 31, 2020	 	March 31, 2019	 	
Assets	 	 	 	 	 	 	 	
Current assets	 	 	 	 	 	 	 	
Cash and cash equivalents	 	$	48,389,688	 	$	30,838,684	 	
Short-term investments	 	 	14,923,140	 	 	599,949	 	
Restricted cash—current	 	 	3,370,178	 	 	 —	 	
Trade receivables, net and accrued revenues	 	 	820,846	 	 	1,384,118	 	
Due from related parties	 	 	66,847,701	 	 	44,455,643	 	
Inventories	 	 	1,996,203	 	 	2,111,637	 	
Prepaid expenses and other current assets	 	 	3,266,999	 	 	3,199,038	 	
Total current assets	 	 	139,614,755	 	 	82,589,069	 	
Fixed assets	 	 	 	 	 	 	 	
Vessels, net	 	 	1,437,658,833	 	 	1,478,520,314	 	
Other fixed assets, net	 	 	185,613	 	 	160,283	 	
Total fixed assets	 	 	1,437,844,446	 	 	1,478,680,597	 	
Other non-current assets	 	 	 	 	 	 	 	
Deferred charges, net	 	 	7,336,726	 	 	2,000,794	 	
Derivative instruments	 	 	 —	 	 	6,448,498	 	
Due from related parties—non-current	 	 	23,100,000	 	 	19,800,000	 	
Restricted cash—non-current	 	 	35,629,261	 	 	35,633,962	 	
Operating lease right-of-use assets	 	 	26,861,551	 	 	 —	 	
Other non-current assets	 	 	1,573,104	 	 	217,097	 	
Total assets	 	$	1,671,959,843	 	$	1,625,370,017	 	
Liabilities and shareholders’ equity	 	 	 	 	 	 	 	
Current liabilities	 	 	 	 	 	 	 	
Trade accounts payable	 	$	13,552,796	 	$	7,212,580	 	
Accrued expenses	 	 	4,080,952	 	 	3,436,116	 	
Due to related parties	 	 	436,850	 	 	489,644	 	
Deferred income	 	 	2,068,205	 	 	4,258,683	 	
Derivative instruments	 	 	2,605,442	 	 	 —	 	
Current portion of long-term operating lease liabilities	 	 	9,212,589	 	 	 —	 	
Current portion of long-term debt	 	 	53,056,125	 	 	63,968,414	 	
Total current liabilities	 	 	85,012,959	 	 	79,365,437	 	
Long-term liabilities	 	 	 	 	 	 	 	
Long-term debt—net of current portion and deferred financing fees	 	 	581,919,094	 	 	632,122,372	 	
Long-term operating lease liabilities	 	 	17,651,939	 	 	 —	 	
Derivative instruments	 	 	9,152,829	 	 	 —	 	
Other long-term liabilities	 	 	1,170,824	 	 	1,199,650	 	
Total long-term liabilities	 	 	609,894,686	 	 	633,322,022	 	
Total liabilities	 	 	694,907,645	 	 	712,687,459	 	
Commitments and contingencies	 	 	 	 	 	 	 	
Shareholders’ equity	 	 	 	 	 	 	 	
Preferred stock, $0.01 par value, 50,000,000 shares authorized, none issued nor outstanding	 	 	—	 	 	—	 	
Common stock, $0.01 par value, 450,000,000 shares authorized, 59,083,290 and 58,882,515 shares issued, 50,827,952 and 55,167,708 shares outstanding (net of treasury stock), as of March 31, 2020 and March 31, 2019, respectively	 	 	590,833	 	 	588,826	 	
Additional paid-in-capital	 	 	866,809,371	 	 	863,583,692	 	
Treasury stock, at cost; 8,255,338 and 3,714,807 shares as of March 31, 2020 and March 31, 2019, respectively	 	 	(87,183,865)	 	 	(36,484,561)	 	
Retained earnings	 	 	196,835,859	 	 	84,994,601	 	
Total shareholders’ equity	 	 	977,052,198	 	 	912,682,558	 	
Total liabilities and shareholders’ equity	 	$	1,671,959,843	 	$	1,625,370,017