PYXIS TANKERS INC., 20-F filed on 3/23/2018
Annual and Transition Report (foreign private issuer)
v3.8.0.1
Document and Entity Information
12 Months Ended
Dec. 31, 2017
shares
Document And Entity Information  
Entity Registrant Name Pyxis Tankers Inc.
Entity Central Index Key 0001640043
Document Type 20-F
Document Period End Date Dec. 31, 2017
Amendment Flag false
Current Fiscal Year End Date --12-31
Entity a Well-known Seasoned Issuer No
Entity Voluntary Filers No
Entity's Reporting Status Current Yes
Entity Filer Category Non-accelerated Filer
Entity Common Stock, Shares Outstanding 20,877,893
Trading Symbol PXS
Document Fiscal Period Focus FY
Document Fiscal Year Focus 2017
v3.8.0.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2017
Dec. 31, 2016
CURRENT ASSETS:    
Cash and cash equivalents $ 1,693 $ 783
Restricted cash, current portion 141 143
Inventories 1,016 1,173
Trade accounts receivable, net 703 1,681
Prepayments and other assets 342 404
Total current assets 3,895 4,184
FIXED ASSETS, NET:    
Vessels, net 115,774 121,341
Total fixed assets, net 115,774 121,341
OTHER NON-CURRENT ASSETS:    
Restricted cash, net of current portion 4,859 4,857
Deferred charges, net 285 358
Total other non-current assets 5,144 5,215
Total assets 124,813 130,740
CURRENT LIABILITIES:    
Current portion of long-term debt, net of deferred financing costs, current 7,304 6,813
Trade accounts payable 2,293 3,115
Due to related parties 2,125 1,953
Hire collected in advance 415
Accrued and other liabilities 809 574
Total current liabilities 12,531 12,870
NON-CURRENT LIABILITIES:    
Long-term debt, net of current portion and deferred financing costs, non-current 59,126 66,617
Promissory note 5,000 2,500
Total non-current liabilities 64,126 69,117
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ EQUITY:    
Preferred stock ($0.001 par value; 50,000,000 shares authorized; none issued)
Common stock ($0.001 par value; 450,000,000 shares authorized; 18,277,893 and 20,877,893 shares issued and outstanding as of December 31, 2016 and 2017, respectively) 21 18
Additional paid-in capital 74,766 70,123
Accumulated deficit (26,631) (21,388)
Total stockholders’ equity 48,156 48,753
Total liabilities and stockholders’ equity $ 124,813 $ 130,740
v3.8.0.1
Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2017
Dec. 31, 2016
Statement of Financial Position [Abstract]    
Preferred stock, par value $ 0.001 $ 0.001
Preferred stock, shares authorized 50,000,000 50,000,000
Preferred stock, shares issued 0 0
Common stock, par value $ 0.001 $ 0.001
Common stock, shares authorized 450,000,000 450,000,000
Common stock, shares issued 20,877,893 18,277,893
Common stock, shares outstanding 20,877,893 18,277,893
v3.8.0.1
Consolidated Statements of Comprehensive Income / (Loss) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Income Statement [Abstract]      
Voyage revenues $ 29,826 $ 30,710 $ 33,170
Expenses:      
Voyage related costs and commissions (8,710) (6,611) (4,725)
Vessel operating expenses (12,761) (12,871) (13,188)
General and administrative expenses (3,188) (2,574) (1,773)
Management fees, related parties (712) (631) (577)
Management fees, other (930) (1,024) (1,061)
Amortization of special survey costs (73) (236) (174)
Depreciation (5,567) (5,768) (5,710)
Vessel impairment charge (3,998)
Bad debt provisions (231)
Operating income / (loss) (2,346) (3,003) 5,962
Other income / (expenses):      
Other income 74
Interest and finance costs, net (2,897) (2,810) (2,531)
Total other expenses, net (2,897) (2,810) (2,457)
Net income / (loss) $ (5,243) $ (5,813) $ 3,505
Earnings / (loss) per common share, basic and diluted $ (0.28) $ (0.32) $ 0.19
Weighted average number of shares, basic 18,461,455 18,277,893 18,244,671
Weighted average number of shares, diluted 18,461,455 18,277,893 18,277,893
v3.8.0.1
Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands
Common Stock [Member]
Additional Paid-In Capital [Member]
Accumulated Deficit [Member]
Total
Balance at Dec. 31, 2014 $ 72,981 $ (19,080) $ 53,901
Balance, shares at Dec. 31, 2014      
Issuance of common stock $ 18 (8) 10
Issuance of common stock, shares 18,244,671      
Net income/(loss) 3,505 3,505
Expenses for Merger (1,745) (1,745)
Stock compensation 143 143
Paid-in capital re-imbursement (1,248) (1,248)
Balance at Dec. 31, 2015 $ 18 70,123 (15,575) 54,566
Balance, shares at Dec. 31, 2015 18,244,671      
Net income/(loss) (5,813) (5,813)
Issuance of common stock - EIP, shares 33,222      
Balance at Dec. 31, 2016 $ 18 70,123 (21,388) 48,753
Balance, shares at Dec. 31, 2016 18,277,893      
Issuance of common stock $ 3 4,288 4,291
Issuance of common stock, shares 2,400,000      
Net income/(loss) (5,243) (5,243)
Stock compensation 355 355
Issuance of common stock - EIP, shares 200,000      
Balance at Dec. 31, 2017 $ 21 $ 74,766 $ (26,631) $ 48,156
Balance, shares at Dec. 31, 2017 20,877,893      
v3.8.0.1
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Cash flows from operating activities:      
Net income / (loss) $ (5,243) $ (5,813) $ 3,505
Adjustments to reconcile net income / (loss) to net cash from operating activities:      
Depreciation 5,567 5,768 5,710
Amortization of special survey costs 73 236 174
Amortization of financing costs 153 164 173
Vessel impairment charge 3,998
Stock compensation 355 143
Bad debt provisions 231
Changes in assets and liabilities:      
Inventories 157 (590) 321
Trade accounts receivable, net 747 (1,226) 748
Prepayments and other assets 62 321 (107)
Special surveys cost (364) (888)
Trade accounts payable (858) 2,012 532
Due to related parties 2,672 1,832 (10)
Hire collected in advance (415) (1,714) 1,650
Accrued and other liabilities 176 (178) 415
Net cash provided by operating activities 3,677 4,446 12,366
Cash flows from investing activities:      
Advances for vessel acquisition (18,766)
Net cash used in investing activities (18,766)
Cash flows from financing activities:      
Proceeds from long-term debt 21,000
Repayment of long-term debt (6,963) (7,263) (6,863)
Issuance of promissory note 2,500
Proceeds from issuance of common stock 4,800 10
Common stock offering costs (414)
Change in restricted cash (500) (3,500)
Paid-in capital re-imbursement (1,248)
Payment of financing costs (190) (22) (279)
Expenses for Merger (1,745)
Net cash provided by / (used in) financing activities (2,767) (7,785) 9,875
Net increase / (decrease) in cash and cash equivalents 910 (3,339) 3,475
Cash and cash equivalents at beginning of the period 783 4,122 647
Cash and cash equivalents at end of the period 1,693 783 4,122
SUPPLEMENTAL INFORMATION:      
Cash paid for interest, net of amounts capitalized 2,549 2,779 2,191
Non-cash financing activities – increase in promissory note $ 2,500
v3.8.0.1
Basis of Presentation and General Information
12 Months Ended
Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation and General Information

1. Basis of Presentation and General Information

 

PYXIS TANKERS INC. (“Pyxis”) was formed as a corporation under the laws of the Republic of Marshall Islands on March 23, 2015, for the purpose of acquiring from entities under common control a 100% ownership interest in six vessel-owning companies, SECONDONE CORP. (“Secondone”), THIRDONE CORP. (“Thirdone”), FOURTHONE CORP. (“Fourthone”), SIXTHONE CORP. (“Sixthone”), SEVENTHONE CORP. (“Seventhone”) and EIGHTHONE CORP. (“Eighthone” and collectively with the other vessel-owning companies, the “Vessel-owning companies”). All of the Vessel-owning companies were established under the laws of the Republic of Marshall Islands and are engaged in the marine transportation of liquid cargoes through the ownership and operation of tanker vessels, as listed below:

 

Vessel-owning

company

 

Incorporation

date

  Vessel   DWT    

Year

built

 

Acquisition

date

Secondone   05/23/2007   Northsea Alpha     8,615     2010   05/28/2010
Thirdone   05/23/2007   Northsea Beta     8,647     2010   05/25/2010
Fourthone   05/30/2007   Pyxis Malou     50,667     2009   02/16/2009
Sixthone   01/15/2010   Pyxis Delta     46,616     2006   03/04/2010
Seventhone   05/31/2011   Pyxis Theta     51,795     2013   09/16/2013
Eighthone   02/08/2013   Pyxis Epsilon     50,295     2015   01/14/2015

 

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of Pyxis and its wholly-owned subsidiaries (collectively the “Company”) as discussed below, as of December 31, 2016 and 2017 and for the years ended December 31, 2015, 2016 and 2017.

 

All of the Company’s vessels are double-hulled and are engaged in the transportation of refined petroleum products and other liquid bulk items, such as, organic chemicals and vegetable oils. The vessels Northsea Alpha and Northsea Beta are smaller tanker sister ships and Pyxis Malou, Pyxis Delta, Pyxis Theta and Pyxis Epsilon, are medium-range tankers.

 

Prior to the consummation of the transactions discussed below, Mr. Valentios (“Eddie”) Valentis was the sole ultimate stockholder of Pyxis and the Vessel-owning companies, holding all of their issued and outstanding share capital through MARITIME INVESTORS CORP. (“Maritime Investors”). Maritime Investors owned directly 100% of Pyxis, Secondone and Thirdone, and owned indirectly (through the intermediate holding company PYXIS HOLDINGS INC. (“Holdings”)) 100% of Fourthone, Sixthone, Seventhone and Eighthone.

 

On March 25, 2015, Pyxis caused MARITIME TECHNOLOGIES CORP., a Delaware corporation (“Merger Sub”), to be formed as its wholly-owned subsidiary and to be a party to the agreement and plan of merger discussed below.

 

On April 23, 2015, Pyxis and Merger Sub entered into an agreement and plan of merger (the “Agreement and Plan of Merger”) (further amended on September 22, 2015) with among others, LOOKSMART LTD. (“LS”), a digital advertising solutions company listed on NASDAQ. Merger Sub served as the entity into which LS was merged in accordance with the Agreement and Plan of Merger (the “Merger”). Upon execution of the Agreement and Plan of Merger, Pyxis paid LS a cash consideration of $600.

 

Prior to the Merger, on October 26, 2015, Holdings and Maritime Investors transferred all of their shares in the Vessel-owning companies to Pyxis as a contribution in kind, at no consideration. Since there was no change in ultimate ownership or control of the business of the Vessel-owning companies, the transaction constituted a reorganization of companies under common control and has been accounted for in a manner similar to a pooling of interests. Accordingly, upon the transfer of the assets and liabilities of the Vessel-owning companies, the financial statements of the Company are presented using combined historical carrying amounts of the assets and liabilities of the Vessel-owning companies and present the consolidated financial position and results of operations, as if Pyxis and its wholly-owned companies were consolidated for all periods presented.

 

On October 28, 2015, in accordance with the terms of the Agreement and Plan of Merger, LS, after having divested full of its business and all of its assets and liabilities, merged with and into the Merger Sub, with Merger Sub surviving the Merger and continuing to be a wholly-owned subsidiary of Pyxis.

 

On October 28, 2015, the Merger was consummated and the Company’s shares commenced their listing on the NASDAQ Capital Markets thereafter.

 

Pyxis was both the legal and accounting acquirer of LS. The acquisition by Pyxis of LS was not an acquisition of an operating company as the business, assets and liabilities of LS were spun off prior to the Merger. As such, for accounting purposes, the Merger between Merger Sub and LS was accounted for as a capital transaction rather than as a business combination.

 

PYXIS MARITIME CORP. (“Maritime”), a corporation established under the laws of the Republic of the Marshall Islands, which is beneficially owned by Mr. Valentis, provides certain ship management services to the Vessel-owning companies (Note 3).

 

With effect from the delivery of each vessel, the crewing and technical management of the vessels were contracted to INTERNATIONAL TANKER MANAGEMENT LTD. (“ITM”) with permission from Maritime. ITM is an unrelated third party technical manager, represented by its branch based in Dubai, UAE. Each ship-management agreement with ITM continues by its terms until it is terminated by either party. The ship-management agreements can be cancelled by the Company for any reason at any time upon three months’ advance notice, but neither party can cancel the agreements, other than for specified reasons, until 18 months after the initial effective date of the ship-management agreement.

 

In September 2010, Secondone and Thirdone entered into commercial management agreements with NORTH SEA TANKERS BV (NST”), an unrelated company established in the Netherlands. Pursuant to these agreements, NST provided chartering services to Northsea Alpha and Northsea Beta. On March 16, 2016 and on June 28, 2016, the Company sent notices of termination of the commercial management agreements between NST and Thirdone and Secondone, respectively. In June and November 2016, Maritime assumed full commercial management of the Northsea Beta and the Northsea Alpha, respectively.

 

As of December 31, 2017, Mr. Valentis beneficially owned approximately 81.4% of the Company’s common stock.

v3.8.0.1
Significant Accounting Policies
12 Months Ended
Dec. 31, 2017
Accounting Policies [Abstract]  
Significant Accounting Policies

2. Significant Accounting Policies:

 

(a) Principles of Consolidation: The accompanying consolidated financial statements have been prepared in accordance with U.S. GAAP. The consolidated financial statements include the accounts of Pyxis and its wholly-owned subsidiaries (the Vessel-owning companies and Merger Sub). All intercompany balances and transactions have been eliminated upon consolidation.

 

Pyxis, as the holding company, determines whether it has a controlling financial interest in an entity by first evaluating whether the entity is a voting interest entity or a variable interest entity. Under Accounting Standards Codification (“ASC”) 810 “Consolidation” a voting interest entity is an entity in which the total equity investment at risk is sufficient to enable the entity to finance itself independently and provides the equity holders with the obligation to absorb losses, the right to receive residual returns and the right to make financial and operating decisions. Pyxis consolidates voting interest entities in which it owns all, or at least a majority (generally, greater than 50%), of the voting interest. Variable interest entities (“VIE”) are entities as defined under ASC 810-10, that in general either do not have equity investors with voting rights or that have equity investors that do not provide sufficient financial resources for the entity to support its activities. A controlling financial interest in a VIE is present when a company absorbs a majority of an entity’s expected losses, receives a majority of an entity’s expected residual returns, or both. The company with a controlling financial interest, known as the primary beneficiary, is required to consolidate the VIE. Pyxis evaluates all arrangements that may include a variable interest in an entity to determine if it may be the primary beneficiary, and would be required to include assets, liabilities and operations of a VIE in its consolidated financial statements. As of December 31, 2017, no such interest existed.

 

(b) Use of Estimates: The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ from these estimates.

 

(c) Comprehensive Income / (Loss): The Company follows the provisions of ASC 220 “Comprehensive Income”, which requires separate presentation of certain transactions which are recorded directly as components of equity. The Company had no transactions which affect comprehensive income / (loss) during the years ended December 31, 2015, 2016 and 2017 and, accordingly, comprehensive income / (loss) was equal to net income / (loss).

 

(d) Foreign Currency Translation: The functional currency of the Company is the U.S. dollar as the Company’s vessels operate in international shipping markets and, therefore, primarily transact business in U.S. dollars. The Company’s accounting records are maintained in U.S. dollars. Transactions involving other currencies during the year are converted into U.S. dollars using the exchange rates in effect at the time of the transactions. At the balance sheet dates, monetary assets and liabilities, which are denominated in other currencies, are translated into U.S. dollars at the exchange rates in effect at the balance sheet date. Resulting gains or losses are included in Vessel operating expenses in the accompanying consolidated statements of comprehensive income / (loss). All amounts in the financial statements are presented in thousand U.S. dollars rounded at the nearest thousand.

 

(e) Commitments and Contingencies: Provisions are recognized when: the Company has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation; and a reliable estimate of the amount of the obligation can be made. Provisions are reviewed at each balance sheet date.

 

(f) Insurance Claims Receivable: The Company records insurance claim recoveries for insured losses incurred on damage to fixed assets and for insured crew medical expenses. Insurance claim recoveries are recorded, net of any deductible amounts, at the time the Company’s fixed assets suffer insured damages or when crew medical expenses are incurred, recovery is probable under the related insurance policies and the claim is not subject to litigation.

 

(g) Concentration of Credit Risk: Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of cash and cash equivalents and accounts receivable. The Company places its cash and cash equivalents, consisting mostly of deposits, with qualified financial institutions with high creditworthiness. The Company performs periodic evaluations of the relative creditworthiness of those financial institutions that are considered in the Company’s investment strategy. The Company limits its credit risk with accounts receivable by performing ongoing credit evaluations of its customers’ financial condition and generally does not require collateral for its accounts receivable.

 

(h) Cash and Cash Equivalents and Restricted Cash: The Company considers highly liquid investments such as time deposits and certificates of deposit with an original maturity of three months or less to be cash equivalents. Restricted cash is associated with pledged retention accounts in connection with the loan repayments and minimum liquidity requirements under the loan agreements discussed in Note 7 and is presented separately in the accompanying consolidated balance sheets.

 

(i) Income Taxation: Under the laws of the Republic of the Marshall Islands, the country of incorporation of the Vessel-owning companies, and/or the vessels’ registration, the Vessel-owning companies are not liable for any income tax on their income derived from shipping operations. Instead, a tax is levied depending on the countries where the vessels trade based on their tonnage, which is included in Vessel operating expenses in the accompanying consolidated statements of comprehensive income / (loss). The Vessel-owning companies with vessels that have called on the United States during the relevant year of operation are obliged to file tax returns with the Internal Revenue Service. The applicable tax is 50% of 4% of U.S. related gross transportation income unless an exemption applies. The Company believes that based on current legislation the relevant Vessel-owning companies are entitled to an exemption because they satisfy the relevant requirements, namely that (i) the related Vessel-owning companies are incorporated in a jurisdiction granting an equivalent exemption to U.S. corporations and (ii) over 50% of the ultimate stockholders of the vessel-owning companies are residents of a country granting an equivalent exemption to U.S. persons.

 

(j) Inventories: Inventories consist of lubricants and bunkers (where applicable) on board the vessels, which are stated at the lower of cost and net realizable value. Cost is determined by the first-in, first-out (“FIFO”) method.

 

(k) Trade Accounts Receivable, Net: The amount shown as receivables, at each balance sheet date, includes trade accounts receivable from charterers for hire, freight and demurrage billings, net of a provision for doubtful accounts, if any. At each balance sheet date, all potentially uncollectible accounts are assessed individually for purposes of determining the appropriate provision for overdue accounts receivable. The allowance for doubtful accounts at December 31, 2016 and 2017, was $100 and $96, respectively.

 

(l) Advances for Vessels under Construction and Related Costs: This represents amounts expended by the Company in accordance with the terms of the construction contracts for its vessels, as well as other expenses incurred directly or under a management agreement with a related party in connection with onsite supervision. The carrying value of vessels under construction represents the accumulated costs at the balance sheet date. Costs components include payments for yard installments and variation orders, commissions to a related party, construction supervision, equipment, spare parts, capitalized interest, costs related to first time mobilization and commissioning costs.

 

(m) Vessels, Net: Vessels are stated at cost, which consists of the contract price and any material expenses incurred in connection with the acquisition (initial repairs, improvements, delivery expenses and other expenditures to prepare the vessel for her initial voyage, as well as professional fees directly associated with the vessel acquisition). Subsequent expenditures for major improvements are also capitalized when they appreciably extend the life, increase the earning capacity or improve the efficiency or safety of the vessels; otherwise, these amounts are expensed as incurred.

 

The cost of each of the Company’s vessels is depreciated from the date of acquisition on a straight-line basis over the vessels’ remaining estimated economic useful life, after considering the estimated residual value. A vessel’s residual value is equal to the product of its lightweight tonnage and estimated scrap rate of $0.300 per ton. The Company estimates the useful life of the Company’s vessels to be 25 years from the date of initial delivery from the shipyard. In the event that future regulations place limitations over the ability of a vessel to trade on a worldwide basis, its remaining useful life will be adjusted at the date such regulations are adopted.

 

(n) Impairment of Long Lived Assets: The Company reviews its long lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of these assets may not be recoverable.

 

In developing estimates of future undiscounted cash flows, the Company makes assumptions and estimates about the vessels’ future performance, with the significant assumptions relating to time charter equivalent rates by vessel type, vessels’ operating expenses, vessels’ capital expenditures, vessels’ residual value, fleet utilization and the estimated remaining useful life of each vessel. The assumptions used to develop estimates of future undiscounted cash flows are based on historical trends as well as future expectations.

 

To the extent impairment indicators are present, the projected net operating cash flows are determined by considering the charter revenues from existing time charters for the fixed days and an estimated daily time charter rate for the unfixed days (based on recent market estimates for the first year and the most recent seven year historical average rates, where available thereafter, over the remaining estimated useful life of the vessels), expected outflows for vessels’ operating expenses, planned dry-docking and special survey expenditures, management fees expenditures which are adjusted every year, pursuant to the Company’s existing group management agreement, and fleet utilization of 98.0%, or 93.0% for the years including scheduled off-hire days for planned dry-dockings and vessel surveys, based on historical experience. The residual value used in the impairment test is estimated to be approximately $0.300 per lightweight ton in accordance with the vessels’ depreciation policy.

 

As of December 31, 2016, the Company obtained market valuations for all its vessels from reputable marine appraisers. Based on these valuations, the Company identified impairment indications for all of its vessels, except for the Pyxis Epsilon. More specifically, the market values of these vessels were, in aggregate, $15,751 lower than their carrying values, including any unamortized deferred charges relating to special survey costs, as of December 31, 2016. In this respect, the Company performed an impairment analysis to estimate the future undiscounted cash flows for each of these vessels. The analysis resulted in higher undiscounted cash flows than each vessel’s carrying value as of December 31, 2016, except for the Northsea Alpha and the Northsea Beta for which a total Vessel impairment charge of $3,998 was recorded as of December 31, 2016, of which $3,392 was charged against Vessels, net and $606 against Deferred charges, net (Notes 5, 6 and 10).

 

As of December 31, 2017, the Company obtained market valuations for all its vessels from reputable marine appraisers. Based on these valuations, the Company identified impairment indications for certain of its vessels. More specifically, the market values of these vessels were, in aggregate, $8,299 lower than their carrying values, including any unamortized deferred charges relating to special survey costs, as of December 31, 2017. In this respect, the Company performed an impairment analysis to estimate the future undiscounted cash flows for each of these vessels. The analysis resulted in higher undiscounted cash flows than each vessel’s carrying value as of December 31, 2017 and, accordingly, no adjustment to the vessels’ carrying values was required.

 

(o) Accounting for Special Survey and Dry-docking Costs: The Company follows the deferral method of accounting for special survey and dry-docking costs, whereby actual costs incurred at the yard and parts used in the dry-docking or special survey, are deferred and are amortized on a straight-line basis over the period through the date the next survey is scheduled to become due. Costs deferred are limited to actual costs incurred at the shipyard and costs incurred in the dry-docking or special survey. If a dry-dock or a survey is performed prior to the scheduled date, any remaining unamortized balances of the previous dry-dock and survey are immediately written off. Unamortized dry-dock and survey balances of vessels that are sold are written-off and included in the calculation of the resulting gain or loss in the period of the vessel’s sale.

 

(p) Financing Costs: Costs associated with new loans or refinancing of existing loans, including fees paid to lenders or required to be paid to third parties on the lender’s behalf for obtaining new loans or refinancing existing loans, are recorded as a direct deduction from the carrying amount of the debt liability. Such costs are deferred and amortized to Interest and finance costs in the consolidated statements of comprehensive income / (loss) during the life of the related debt using the effective interest method. Unamortized costs relating to loans repaid or refinanced, meeting the criteria of debt extinguishment, are expensed in the period the repayment or refinancing is made. Commitment fees relating to undrawn loan principal are expensed as incurred.

 

(q) Revenue and Related Expenses: The Company generates its revenues from charterers for the charter hire of its vessels. The vessels are chartered using primarily either spot charters, where a contract is made in the spot market for the use of a vessel for a specific voyage for a specified charter rate, or time charters, where a contract is entered into for the use of a vessel for a specific period of time and a specified daily charter hire rate. If a charter agreement exists and collection of the related revenue is reasonably assured, revenue is recognized as it is earned ratably during the duration of the period of each spot or time charter. Revenues from time charter agreements providing for varying daily rates are accounted for as operating leases and thus are recognized on a straight line basis over the term of the time charter as service is performed. Revenue under spot charters is not recognized until a charter has been agreed, even if the vessel has discharged its previous cargo and is proceeding to an anticipated port of loading. Demurrage income represents payments by a charterer to a vessel owner when loading or discharging time exceeds the stipulated time in the spot charter and is recognized ratably as earned during the related spot charter’s duration period. Hire collected in advance includes cash received prior to the balance sheet date and is related to revenue earned after such date.

 

Voyage expenses, primarily consisting of commissions, port, canal and bunker expenses that are unique to a particular charter, are paid for by the charterer under time charter arrangements or by the Company under spot charter arrangements, except for commissions, which are always paid for by the Company, regardless of the charter type. All voyage and vessel operating expenses are expensed as incurred, except for commissions. Commissions are deferred and amortized over the related voyage period in a charter to the extent revenue has been deferred since commissions are earned as the Company’s revenues are earned.

 

Revenues for the years ended December 31, 2015, 2016 and 2017, deriving from significant charterers individually accounting for 10% or more of revenues (in percentages of total revenues), were as follows:

 

Charterer   2015     2016     2017  
A     18 %           15 %
B     17 %     12 %      
C     17 %     20 %     16 %
D           14 %      
E           10 %      
F                 18 %
      52 %     56 %     49 %

 

(r) Fair Value Measurements: The Company follows the provisions of Accounting Standard Update (“ASU”) 2015-07 “Fair Value Measurements and Disclosures”, Topic 820, which defines and provides guidance as to the measurement of fair value. This standard creates a hierarchy of measurement and indicates that, when possible, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The fair value hierarchy gives the highest priority (Level 1) to quoted prices in active markets and the lowest priority (Level 3) to unobservable data, for example, the reporting entity’s own data. Under the standard, fair value measurements are separately disclosed by level within the fair value hierarchy (Note 10).

 

(s) Segment Reporting: The Company reports financial information and evaluates its operations by charter revenues and not by the length of ship employment for its customers, i.e., spot or time charters. The Company does not use discrete financial information to evaluate the operating results for each such type of charter. Although revenue can be identified for these types of charters, management cannot and does not identify expenses, profitability or other financial information for these charters. Furthermore, when the Company charters a vessel to a charterer, the charterer is free to trade the vessel worldwide (subject to certain agreed exclusions) and, as a result, the disclosure of geographic information is impracticable. As a result, management, reviews operating results solely by revenue per day and operating results of the fleet and thus the Company has determined that it operates under one reportable segment.

 

(t) Earnings / (loss) per Share: Basic earnings / (loss) per share are computed by dividing net income attributable to common equity holders by the weighted average number of shares of common stock outstanding. The computation of diluted earnings / (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised and is performed using the treasury stock method.

 

(u) Stock Compensation: The Company has a stock based incentive plan that covers directors and officers of the Company and its affiliates and its consultants and service providers. Awards granted are valued at fair value and compensation cost is recognized on a straight line basis, net of estimated forfeitures, over the requisite service period of each award. The fair value of restricted stock awarded to directors and officers of the Company at the grant date is equal to the closing stock price on that date and is amortized over the applicable vesting period using the straight-line method. The fair value of restricted stock awarded to non-employees is equal to the closing stock price at the grant date adjusted by the closing stock price at each reporting date and is amortized over the applicable performance period.

 

(v) Going Concern: The Company performs on a regular basis cash flow projections to evaluate whether it will be in a position to cover its liquidity needs for the next 12-month period and in compliance with the financial and security collateral cover ratio covenants under its existing debt agreements. In developing estimates of future cash flows, the Company makes assumptions about the vessels’ future performance, with significant assumptions relating to time charter equivalent rates by vessel type, vessels’ operating expenses, vessels’ capital expenditures, fleet utilization, the Company’s management fees and general and administrative expenses, and cash flow requirements for debt servicing. The assumptions used to develop estimates of future cash flows are based on historical trends as well as future expectations.

 

As of December 31, 2017, the Company had a working capital deficit of $8,636, defined as current assets minus current liabilities. As of the filing date of the consolidated financial statements, the Company believes that it will be in a position to cover its liquidity needs for the next 12-month period through cash generated from operations and will be in compliance with the financial and security collateral cover ratio covenants under its existing debt agreements as discussed in Note 7.

 

(w) New Accounting Pronouncements:

 

i) Revenue from Contracts with Customers: In May 2014, the Financial Accounting Standards Board (“FASB”) and the International Accounting Standards Board (“IASB”) (collectively, the “Boards”) jointly issued a standard that will supersede virtually all of the existing revenue recognition guidance in U.S. GAAP and International Financial Reporting Standards (“IFRS”). The standard establishes a five-step model that will apply to revenue earned from a contract with a customer (with limited exceptions), regardless of the type of revenue transaction or the industry. The standard’s requirements will also apply to the recognition and measurement of gains and losses on the sale of some non-financial assets that are not an output of the entity’s ordinary activities (e.g., sales of property, plant and equipment or intangibles). Extensive disclosures will be required, including disaggregation of total revenue, information about performance obligations, changes in contract asset and liability account balances between periods, and key judgments and estimates.

 

The guidance in ASU 2014-09 “Revenue from Contracts with Customers (Topic 606)” supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition”, and most industry-specific guidance throughout the Industry Topics of the Codification. Additionally, this ASU supersedes some cost guidance included in Subtopic 605-35, “Revenue Recognition—Construction-Type and Production-Type Contracts”. In addition, the existing requirements for the recognition of a gain or loss on the transfer of nonfinancial assets that are not in a contract with a customer are amended to be consistent with the guidance on recognition and measurement (including the constraint on revenue) in this ASU. In August 2015, the FASB deferred by one year the effective date of the new guidance. The new revenue recognition standard will be effective for public business entities for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Nonpublic entities will be required to adopt the standard for annual reporting periods beginning after 15 December 2018, and interim reporting periods within annual reporting periods beginning after December 15, 2019. Public and nonpublic entities will be permitted to adopt the standard as early as the original public entity effective date (i.e., annual reporting periods beginning after December 15, 2016 and interim periods therein). In 2016, the FASB issued two updates with respect to Topic 606: ASU 2016-10, “Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing” and ASU 2016-12, “Revenue from Contracts with Customers: Narrow-Scope Improvements and Practical Expedients.” The amendments in these updates do not change the core principle of the guidance in Topic 606. The amendments in update 2016-10 clarify the following two aspects of Topic 606: i) identifying performance obligations and ii) licensing implementation guidance. The amendments in update 2016-12 similarly affect only certain narrow aspects of Topic 606; namely, i) “Assessing the Collectability Criterion and Accounting for Contracts That Do Not Meet the Criteria for Step 1,” ii) “Presentation of Sales Taxes and Other Similar Taxes Collected from Customers,” iii) “Noncash Consideration,” iv) “Contract Modifications at Transition,” v) “Completed Contracts at Transition,” and vi) “Technical Correction.” The effective date and transition requirements for the amendments in these updates are the same as the effective date and transition requirements in Topic 606. Early adoption prior to that date will not be permitted.

 

The Company expects that the adoption of ASU 2014-09 may result in a change in the method of recognizing revenue from spot charters, whereby the Company’s method of determining proportional performance will change from discharge-to-discharge (assuming a new charter has been agreed before the completion of the previous spot charter) to load-to-discharge. This will result in no revenue being recognized from discharge of the prior spot charter to loading of the current spot charter and all revenue being recognized from loading of the current spot charter to discharge of the current spot charter. This change will result in revenue being recognized later in the voyage, which may cause additional volatility in revenue and earnings between periods. The Company will adopt the standard as of January 1, 2018 and is expecting that the adoption will not have a material effect on its consolidated financial statements, other than additional revenue disclosures in the notes to the consolidated financial statements, for the vessels employed under time charter agreements, since in these cases revenue is accounted under the lease standard. As of December 31, 2017, there were no vessels employed under voyage charters and in this respect, there will be no effect in revenue recognition as of that date.

 

ii) Leases: In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842) which provides new guidance related to accounting for leases and supersedes existing U.S. GAAP on lease accounting. The ASU will require organizations that lease assets to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases, unless the lease is a short term lease. Public business entities should apply the amendments in ASU 2016-02 for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted for all public business entities upon issuance. Lessees (for capital and operating leases) and lessors (for sales-type, direct financing, and operating leases) must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. Lessees and lessors may not apply a full retrospective transition approach. The Company is in the process of assessing the impact of the new standard on the Company’s consolidated financial position and performance.

 

iii) Classification of Certain Cash Payments and Cash Receipts: In August 2016, the FASB issued the ASU 2016-15 – classification of certain cash payments and cash receipts. This ASU addresses certain cash flow issues with the objective of reducing the existing diversity in practice. This update is effective for public entities with reporting periods beginning after December 15, 2017, including interim periods within those years. Early adoption is permitted, including adoption in an interim period. It must be applied retrospectively to all periods presented but may be applied prospectively from the earliest date practicable, if retrospective application would be impracticable. The Company believes that the implementation of this update will not have any material impact on its financial statements and has not elected early adoption.

 

iv) Restricted Cash: In November 2016 the FASB issued the ASU 2016-18 – Restricted cash. This ASU requires that a statement of cash flows explains the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning of period and end of period total amounts shown on the statement of cash flows. This update is effective for public entities with reporting periods beginning after December 15, 2017, including interim periods within those years. Early adoption is permitted, including adoption in an interim period. The implementation of this update affects disclosures only and has no impact on the Company’s consolidated balance sheet and consolidated statement of comprehensive income / (loss). The Company has not elected early adoption.

 

(v) Business Combinations: In January 2017, FASB issued the ASU 2017-01 Business Combinations to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisition (or disposals) of assets or businesses. Under current implementation guidance the existence of an integrated set of acquired activities (inputs and processes that generate outputs) constitutes an acquisition of business. This ASU provides a screen to determine when a set of assets and activities does not constitute a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This update is effective for public entities with reporting periods beginning after December 15, 2017, including interim periods within those years. The amendments of this ASU should be applied prospectively on or after the effective date. Early adoption is permitted, including adoption in an interim period 1) for transactions for which the acquisition date occurs before the issuance date or effective date of the ASU, only when the transaction has not been reported in financial statements that have been issued or made available for issuance and 2) for transactions in which a subsidiary is deconsolidated or a group of assets is derecognized that occur before the issuance date or effective date of the amendments, only when the transaction has not been reported in financial statements that have been issued or made available for issuance. As there are no ongoing or planned business combinations, the Company expects that the implication of this update will not have any material impact on its consolidated financial position and performance.

v3.8.0.1
Transactions with Related Parties
12 Months Ended
Dec. 31, 2017
Related Party Transactions [Abstract]  
Transactions with Related Parties

3. Transactions with Related Parties:

 

The Company uses the services of Maritime, a ship management company with its principal office in Greece and an office in the U.S.A. Maritime is engaged under separate management agreements directly by the Company’s respective subsidiaries to provide a wide range of shipping services, including but not limited to, chartering, sale and purchase, insurance, operations and dry-docking and construction supervision, all provided at a fixed daily fee per vessel. For the ship management services, Maritime charges a fee payable by each subsidiary of $0.325 per day per vessel, while the vessel is in operation including any pool arrangements (or $0.160 per day for as long as the chartering services for the Northsea Alpha and the Northsea Beta were subcontracted to NST) and $0.450 per day per vessel while the vessel is under construction, as well as an additional daily fee (which is dependent on the seniority of the personnel) to cover the cost of engineers employed to conduct the supervision of the newbuilding (collectively the “Ship-management Fees”). As discussed in Note 1, in June and November 2016, Maritime assumed full commercial management of the Northsea Beta and the Northsea Alpha, respectively. In addition, Maritime charges the Company a commission rate of 1.25% on all charter hire agreements arranged by Maritime.

 

The management agreements for the vessels have an initial term of five years. For the Northsea Alpha, Northsea Beta and Pyxis Delta the base term expired on December 31, 2015, for Pyxis Theta it expired on December 31, 2017 and for the Pyxis Epsilon and the Pyxis Malou it will expire on December 31, 2018. Following their initial expiration dates, the management agreements will automatically be renewed for consecutive five year periods, or until terminated by either party on three months’ notice.

 

Under a Head Management Agreement (the “Head Management Agreement”) with Maritime that commenced on March 23, 2015 and will continue until March 23, 2020 (unless terminated by either party on 90 days’ notice), Maritime provides administrative services to the Company, which include, among other, the provision of the services of the Company’s Chief Executive Officer, Chief Financial Officer, Senior Vice President of Corporate Development, General Counsel and Corporate Secretary, Chief Operating Officer, one or more internal auditor(s) and a secretary, as well as the use of office space in Maritime’s premises. Following the initial expiration date, the Head Management Agreement will automatically be renewed for a five year period. Under the Head Management Agreement, the Company pays Maritime a fixed fee of $1,600 annually (the “Administration Fees”). In the event of a change of control of the Company during the management period or within 12 months after the early termination of the Head Management Agreement, then the Company will pay to Maritime an amount equal to 2.5 times the then annual Administration Fees.

 

The Ship-management Fees and the Administration Fees will be adjusted annually according to the official inflation rate in Greece or such other country where Maritime was headquartered during the preceding year. On August 9, 2016, the Company amended the Head Management Agreement with Maritime to provide that in the event that the official inflation rate for any calendar year is deflationary, no adjustment shall be made to the Ship-management Fees and the Administration Fees, which will remain, for the particular calendar year, as per the previous calendar year. Effective January 1, 2018, the Ship-management Fees and the Administration Fees were increased by 1.12% in line with the average inflation rate in Greece in 2017.

 

The following amounts charged by Maritime are included in the accompanying consolidated statements of comprehensive income / (loss):

 

    Year Ended December 31,  
    2015     2016     2017  
Included in Voyage related costs and commissions                        
Charter hire commissions   $ 321     $ 316     $ 368  
                         
Included in Management fees, related parties                        
Ship-management Fees     577       631       712  
                         
Included in General and administrative expenses                        
Administration Fees     1,245       1,600       1,600  
                         
Total   $ 2,143     $ 2,547     $ 2,680  

 

On April 23, 2015, the Company issued a promissory note amounting to $625 in favor of Maritime Investors. The promissory note was issued in return for the payment of $600 by Maritime Investors to LS on behalf of the Company, representing the cash consideration of the Merger. The remaining balance of the promissory note covered miscellaneous transaction costs. On October 28, 2015, the Company and Maritime Investors agreed to replace the existing promissory note of $625 with a new one of $2,500, payable on January 15, 2017. The additional amount of $1,875 was provided in lieu of additional, newly issued, fully paid and non-assessable shares of Pyxis common stock, in accordance with the terms of the amended Agreement and Plan of Merger (Note 1). The promissory note dated October 28, 2015, bore an interest rate of 2.75% per annum payable quarterly in arrears in cash or additional shares of the Company, at a price per share based on a five day volume weighted average price, at the Company’s discretion. On each of August 9, 2016, and March 7, 2017, the Company agreed with Maritime Investors to extend the maturity of the promissory note, at same terms and at no additional cost to the Company. The maturity of the promissory note, as amended, was January 2019. On December 29, 2017, the Company entered into a third amendment to the promissory note, pursuant to which (i) the outstanding principal balance increased from $2,500 to $5,000, (ii) the maturity date was extended to June 15, 2019, and (iii) the fixed interest rate was increased to 4.00% per annum, payable only in cash. In exchange for entering into the third amendment, the Company reduced the outstanding balance due to Maritime by $2,500. As of December 31, 2016 and 2017, the amounts of $2,500 and $5,000, respectively, are separately reflected in the consolidated balance sheet under non-current liabilities.

 

Interest charged for the period from the replacement date of the promissory note until December 31, 2015 and for the years ended December 31, 2016 and 2017, amounted to $12, $69 and $70, respectively, and is included in Interest and finance costs, net, in the accompanying consolidated statement of comprehensive income / (loss).

 

As of December 31, 2016 and 2017, the balances due to Maritime were $1,953 and $2,125, respectively and are included in Due to related parties in the accompanying consolidated balance sheets. The amount due to Maritime as of December 31, 2016, includes $300 placed in escrow by Maritime on behalf of Sixthone, relating to a dispute with one of the Company’s charterers, as discussed in Note 11. The balance with Maritime is interest free and with no specific repayment terms.

v3.8.0.1
Inventories
12 Months Ended
Dec. 31, 2017
Inventory Disclosure [Abstract]  
Inventories

4. Inventories:

 

The amounts in the accompanying consolidated balance sheets as at December 31, 2016 and 2017, are analyzed as follows:

 

    2016     2017  
Lubricants   $ 479     $ 404  
Bunkers     694       612  
Total   $ 1,173     $ 1,016  

v3.8.0.1
Vessels, Net
12 Months Ended
Dec. 31, 2017
Property, Plant and Equipment [Abstract]  
Vessels, Net

5. Vessels, net:

 

The amounts in the accompanying consolidated balance sheets are analyzed as follows:

 

    Vessel     Accumulated     Net Book  
    Cost     Depreciation     Value  
Balance January 1, 2015   $ 115,295     $ (11,578 )   $ 103,717  
Depreciation           (5,710 )     (5,710 )
Transfer from advances for vessel acquisition     32,494             32,494  
Balance December 31, 2015     147,789       (17,288 )     130,501  
Depreciation           (5,768 )     (5,768 )
Vessel impairment charge     (9,729 )     6,337       (3,392 )
Balance December 31, 2016     138,060       (16,719 )     121,341  
Depreciation           (5,567 )     (5,567 )
Balance December 31, 2017   $ 138,060     $ (22,286 )   $ 115,774  

 

As of December 31, 2016, the Company reviewed the carrying amount in connection with the estimated recoverable amount for each of its vessels. This review indicated that such carrying amount was not fully recoverable for the Company’s vessels Northsea Alpha and Northsea Beta. Consequently the carrying value of these vessels was written down resulting in a total impairment charge of $3,998, of which $3,392 was charged against Vessels, net, based on level 2 inputs of the fair value hierarchy, as discussed in Notes 2 and 10.

 

All of the Company’s vessels have been pledged as collateral to secure the bank loans discussed in Note 7.

v3.8.0.1
Deferred Charges, Net
12 Months Ended
Dec. 31, 2017
Deferred Charges Net  
Deferred Charges, Net

6. Deferred Charges, net:

 

The movement in Deferred charges, net in the accompanying consolidated balance sheets are as follows:

 

    Special Survey  
    Costs  
Balance, January 1, 2015   $ 122  
Additions     888  
Amortization     (174 )
Balance, December 31, 2015     836  
Additions     364  
Amortization     (236 )
Impairment charge     (606 )
Balance, December 31, 2016     358  
Amortization     (73 )
Balance, December 31, 2017   $ 285  

 

The amortization of the special survey costs is separately reflected in the accompanying consolidated statements of comprehensive income / (loss).

 

The impairment charge of $606 relates to the impairments of the Northsea Alpha and the Northsea Beta as of December 31, 2016, discussed in Notes 2 and 10.

v3.8.0.1
Long-term Debt
12 Months Ended
Dec. 31, 2017
Debt Disclosure [Abstract]  
Long-term Debt

7. Long-term Debt:

 

The amounts shown in the accompanying consolidated balance sheets at December 31, 2016 and 2017, are analyzed as follows:

 

Vessel (Borrower)   2016     2017  
(a) Northsea Alpha (Secondone)   $ 4,808     $ 4,348  
(a) Northsea Beta (Thirdone)     4,808       4,348  
(b) Pyxis Malou (Fourthone)     20,350       18,210  
(c) Pyxis Delta (Sixthone)     8,437       7,087  
(c) Pyxis Theta (Seventhone)     17,228       15,975  
(d) Pyxis Epsilon (Eighthone)     18,200       16,900  
Total   $ 73,831     $ 66,868  
                 
Current portion   $ 6,963     $ 7,440  
Less: Current portion of deferred financing costs     (150 )     (136 )
Current portion of long-term debt, net of deferred financing costs, current   $ 6,813     $ 7,304  
                 
Long-term portion   $ 66,868     $ 59,428  
Less: Non-current portion of deferred financing costs     (251 )     (302 )
Long-term debt, net of current portion and deferred financing costs, non-current   $ 66,617     $ 59,126  

  

(a) On September 26, 2007, Secondone and Thirdone jointly entered into a loan agreement with a financial institution for an amount of up to $24,560, in order to partly finance the acquisition cost of the vessels Northsea Alpha and Northsea Beta.

 

Each of Secondone’s and Thirdone’s outstanding loan balance at December 31, 2017, amounting to $4,348, was repayable in five semiannual installments of $230 each, the first falling due in May 2018 and the last installment accompanied by a balloon payment of $3,198 falling due in May 2020.

 

The main terms and conditions of the loan agreement dated September 26, 2007, as subsequently amended, were as follows:

 

  In addition to a first priority mortgage over the Northsea Alpha and the Northsea Beta, the loan was secured by a second priority mortgage over the Pyxis Malou.
     
  The loan bore interest at LIBOR, plus a margin of 1.75% per annum.

 

Covenants:

 

  The Company undertook to maintain on each of March 31, June 30, September 30 and December 31 of each year, minimum cash deposits at the higher of $5,000 or $750 per vessel in its fleet, of which $2,500 would be freely available and unencumbered cash under deposit by the Company. At any time that the number of vessels in the fleet exceeded ten, the minimum cash requirement would be reduced to an amount of $500, for each vessel in the fleet that exceeded ten.
     
  The minimum security collateral cover (“MSC”) was to be at least 133% of the respective outstanding loan balance.

 

On February 28, 2018, Secondone’s and Thirdone’s outstanding loan balances as of December 31, 2017, were settled through the refinancing discussed below.

 

(b) Based on a loan agreement concluded on December 12, 2008, Fourthone borrowed $41,600 in February 2009 in order to partly finance the acquisition cost of the Pyxis Malou.

 

The outstanding balance of the loan at December 31, 2017 of $18,210, was repayable in five semiannual installments of $1,070 each, the first falling due in February 2018, plus a balloon payment of $12,860 falling due in May 2020.

 

The main terms and conditions of the loan agreement dated December 12, 2008, as subsequently amended, were as follows:

 

  In addition to a first priority mortgage over the Pyxis Malou, the loan was secured by a second priority mortgage over the Northsea Alpha and the Northsea Beta.
     
  The loan bore interest at LIBOR, plus a margin of 1.75% per annum.

 

Covenants:

 

  The Company undertook to maintain on each of March 31, June 30, September 30 and December 31 of each year, minimum cash deposits at the higher of $5,000 or $750 per vessel in its fleet, of which $2,500 would be freely available and unencumbered cash under deposit by the Company. At any time that the number of vessels in the fleet exceeded ten, the minimum cash requirement would be reduced to an amount of $500, for each vessel in the fleet that exceeded ten.
     
  MSC was to be at least 125% of the respective outstanding loan balance.

 

On February 28, 2018, Fourthone’s outstanding loan balance as of December 31, 2017, was settled through the refinancing discussed below.

 

(c) On October 12, 2012, Sixthone and Seventhone concluded as joint and several borrowers a loan agreement with a financial institution in order to partly finance the acquisition and construction cost of the Pyxis Delta and the Pyxis Theta, respectively. In February 2013, Sixthone drew down an amount of $13,500, while in September 2013, Seventhone drew down an amount of $21,300 (“Tranche A” and “Tranche B”, respectively). On September 29, 2016, the Company agreed with the lender of Sixthone to extend the maturity of Tranche A from May 2017 to September 2018, under the same amortization schedule and applicable margin. In addition, on June 6, 2017, the lender of Sixthone and Seventhone agreed to further extend the maturity of its respective loans from September 2018 to September 2022 under the same applicable margin, but with an extended amortization schedule.

 

Following the supplemental agreement dated June 6, 2017, the outstanding balance of the loan under Tranche A at December 31, 2017, of $7,087, is repayable in 20 quarterly installments of $338 each, the first falling due in February 2018, and the last installment accompanied by a balloon payment of $327 falling due in September 2022. In addition, the outstanding balance of the loan under Tranche B at December 31, 2017, of $15,975, is repayable in 19 quarterly installments of $313 each, the first falling due in March 2018, and the last installment accompanied by a balloon payment of $10,028 falling due in September 2022.

 

The main terms and conditions of the loan agreement dated October 12, 2012, as subsequently amended, are as follows:

 

  The loan bears interest at LIBOR, plus a margin of 3.35% per annum.

 

Covenants:

 

  The Company undertakes to maintain minimum deposits with the bank of $1,000 at all times, plus an additional liquidity amount of $200 until September 10, 2018.
     
  The ratio of the Company’s total liabilities to market value adjusted total assets is not to exceed 65%. This requirement is only applicable in order to assess whether the two Vessel-owning companies are entitled to distribute dividends to Pyxis. As of December 31, 2016, the relevant ratio was 68%, or 3% higher than the required threshold. As of December 31, 2017, the requirement was met as such ratio was marginally lower than 65%, and therefore, Sixthone and Seventhone are permitted to make dividend distributions to Pyxis.
     
  MSC is to be at least 130% of the respective outstanding loan balance.

 

(d) Based on a loan agreement concluded on January 12, 2015, Eighthone borrowed $21,000 on the same date in order to partly finance the construction cost of the Pyxis Epsilon.

 

The outstanding balance of the loan at December 31, 2017, of $16,900, is repayable in 17 quarterly installments of $300 each, the first falling due in January 2018, and the last installment accompanied by a balloon payment of $11,800 falling due in January 2022.

 

The main terms and conditions of the loan agreement dated January 12, 2015, as subsequently amended, are as follows:

 

  The loan bears interest at LIBOR, plus a margin of 2.90% per annum.

 

Covenants:

 

  The Company undertakes to maintain minimum deposits with the bank of $750 at all times.
     
  The Company undertakes to maintain minimum liquidity of at least the higher of: i) $750 multiplied by the number of vessels owned by the Company, and ii) the Company’s debt service for the following six months.
     
  The ratio of the Company’s total liabilities to market value adjusted total assets is not to exceed 75%.
     
  MSC is to be at least 130% of the respective outstanding loan balance until January 2018 and at least 135% thereafter.

 

On February 28, 2018, the Company refinanced existing indebtedness of $26,906 under the Secondone, Thirdone and Fourthone loan agreements with a new 5-year secured loan of $20,500 and cash of $2,100. The remaining balance of approximately $4,306 was written-off by the previous lender at closing, which will be recorded as gain from debt extinguishment in the first quarter of 2018. The new loan bears interest at LIBOR plus a margin of 4.65% per annum. The loan is repayable in 20 quarterly installments amounting to $10,320 in the aggregate, the first falling due in May 2018, and the last installment accompanied by a balloon payment of $10,180 falling due in February 2023. The first four quarterly installments, amounting to $400 each, are followed by four amounting to $500 each, four amounting to $530 each, four amounting to $560 each and four amounting to $590 each. Standard loan covenants include, among others, a minimum loan to value ratio and liquidity. As a condition subsequent to the execution of this loan agreement, the borrowers, Secondone, Thirdone and Fourthone, are required to proceed with all required procedures for their re-domiciliation to the jurisdiction of the Republic of Malta by May 1, 2018. We expect that the re-domiciliation will become effective prior to May 2018, and upon re-domiciliation, the borrowers will be renamed to SECONDONE CORPORATION LTD., THIRDONE CORPORATION LTD. and FOURTHONE CORPORATION LTD., respectively.

 

Each loan is secured by a first priority mortgage over the respective vessel and a first priority assignment of the vessel’s insurances and earnings. Each loan agreement contains customary ship finance covenants including restrictions as to changes in management and ownership of the vessel, and in dividend distributions when certain financial ratios are not met.

 

As of December 31, 2017, the Company was in compliance with all of its financial and MSC covenants with respect to its loan agreements. In addition, as of December 31, 2017, there was no amount available to be drawn down by the Company under its existing loan agreements.

 

The annual principal payments required to be made after December 31, 2017, while taking into consideration the refinancing of the existing indebtedness of Secondone, Thirdone and Fourthone with the new 5-year secured loan discussed above, are as follows:

 

Year ending December 31,   Amount  
2018   $ 7,440  
2019     5,703  
2020     10,199  
2021     6,013  
2022     26,743  
2023 and thereafter     10,770  
Total   $ 66,868  

 

Total interest expense on long-term debt for the years ended December 31, 2015, 2016 and 2017, amounted to $2,359, $2,577 and $2,674, respectively, and is included in Interest and finance costs, net (Note 12) in the accompanying consolidated statements of comprehensive income / (loss). The Company’s weighted average interest rate (including the margin) for the years ended December 31, 2015, 2016 and 2017, was 2.78%, 3.27% and 3.74% per annum, including the promissory note discussed in Note 3, respectively.

v3.8.0.1
Capital Structure and Equity Incentive Plan
12 Months Ended
Dec. 31, 2017
Stockholders' Equity Note [Abstract]  
Capital Structure and Equity Incentive Plan

8. Capital Structure and Equity Incentive Plan:

 

The Company’s authorized common and preferred stock consists of 450,000,000 common shares and 50,000,000 preferred shares with a par value of USD 0.001 per share, out of which 10,000,000 common shares were issued to Maritime Investors upon formation of Pyxis.

 

In connection with the Merger and as provided in the Agreement and Plan of Merger, the Company further issued: i) to Maritime Investors, 7,002,445 common “true-up” shares following the transfer of the shares of the Vessel-owning companies to Pyxis and, ii) to LS shareholders and Maxim Group LLC (Pyxis’ financial advisor), 931,761 and 310,465 common shares, respectively.

 

The amounts shown in the accompanying consolidated balance sheets as Additional paid-in capital represent contributions made by the stockholders at various dates to finance vessel acquisitions in excess of the amounts of bank loans obtained and advances for working capital purposes, net of subsequent distributions primarily from re-imbursement of certain payments to shipyards in respect to the construction of new-built vessels.

 

In addition, paid-in capital includes transaction costs relating to the Merger of $3,080, comprising: i) the fees charged by Pyxis’ legal advisors, consultants and auditors, totaling to $820, ii) $625 representing the cash consideration to LS shareholders upon execution of the Merger and miscellaneous transactional costs and, iii) an aggregate of $1,635 fee due to Maxim Group LLC, of which $300 was paid in cash and $1,335 was compensated through the issuance of restricted stock (or 310,465 Pyxis’ common shares) at the date of the Merger and accounted for as transaction cost. The aforementioned transaction costs totaling to $1,745 payable in cash were recognized in equity. Paid-in capital re-imbursement for the year ended December 31, 2015, amounted to $1,248. There was no paid-in capital re-imbursement for the years ended December 31, 2016 and 2017.

 

On October 28, 2015, the Company’s board of directors approved an equity incentive plan (the “EIP”), providing for the granting of share-based awards to directors, officers and employees of the Company and its affiliates and to its consultants and service providers. The maximum aggregate number of shares of common stock of the Company that may be delivered pursuant to awards granted under the EIP, shall be equal to 15% of the then issued and outstanding number of shares of common stock. On the same date the Company’s board of directors approved the issuance of 33,222 restricted shares of the Company’s common stock to certain of its officers. As of December 31, 2015, all such shares had been vested, but were not issued until March 2016. The respective non-cash stock compensation recognized in the consolidated statement of comprehensive income under General and administrative expenses for the year ended December 31, 2015, amounted to $143. On November 15, 2017, 200,000 restricted shares of the Company’s common stock were granted and issued to a senior officer of the Company, which were vested immediately upon issuance. The fair value of such restricted shares based on the average of the high-low trading price of the shares on November 15, 2017, was $355, which was recorded as a non-cash stock compensation and included in the consolidated statement of comprehensive loss under General and administrative expenses for the year ended December 31, 2017.

 

On December 6, 2017, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with certain accredited investors (the “Investors”), pursuant to which the Company, in a private placement, agreed to issue and sell to the Investors an aggregate of 2,400,000 shares of its common stock at a price per share of $2.00 (the “Private Placement”). As a condition of the Purchase Agreement, the Company, Maritime Investors and each of the Company’s directors and executive officers entered into lock-up agreements pursuant to which they could not, among other things, offer or sell shares of the Company’s common stock until the earlier of i) 30 days after effective date (as defined therein) and ii) the disposition by the Investors of all of the shares of common stock they received in the Private Placement. In connection with the Private Placement, the Company also entered into a registration rights agreement with the Investors, pursuant to which the Company was obligated to prepare and file with the Securities and Exchange Commission (“SEC”) a registration statement to register for resale the registrable securities (as defined therein) on or prior to December 21, 2017. The Private Placement closed on December 8, 2017, resulting in gross proceeds of $4,800, before deducting offering expenses of approximately $509, which were used for general corporate purposes, including the repayment of outstanding indebtedness. On December 19, 2017, the Company filed with the SEC a registration statement on Form F-3 to register for resale the shares of common stock issued under the Purchase Agreement, which was declared effective on January 3, 2018.

 

On February 2, 2018, the Company filed with the SEC a registration statement on Form F-3, under which it may sell from time to time common stock, preferred stock, debt securities, warrants, purchase contracts and units, each as described therein, in any combination, in one or more offerings up to an aggregate dollar amount of $100,000. In addition, the selling stockholders referred to in the registration statement may sell in one of more offerings up to 5,233,222 shares of the Company’s common stock from time to time as described therein. The registration statement was declared effective by the SEC on February 12, 2018.

 

As of December 31, 2016, the Company had a total of 18,277,893 common shares outstanding and no preferred shares outstanding. As of December 31, 2017 and following the issuance of the 200,000 shares of common stock under the EIP, as well as the issuance of the 2,400,000 shares of common stock pursuant to the Private Placement, both discussed above, the Company’s outstanding common shares increased from 18,277,893 to 20,877,893.

v3.8.0.1
Earnings / (Loss) Per Common Share
12 Months Ended
Dec. 31, 2017
Earnings Per Share [Abstract]  
Earnings / (Loss) Per Common Share

9. Earnings / (Loss) per Common Share:

 

    2015     2016     2017  
Net income / (loss) available to common stockholders   $ 3,505     $ (5,813 )   $ (5,243 )
                         
Weighted average number of common shares, basic     18,244,671       18,277,893       18,461,455  
                         
Dilutive effect of stock granted under the EIP     33,222       -       -  
                         
Weighted average number of common shares, diluted     18,277,893       18,277,893       18,461,455  
                         
Earnings / (loss) per common share, basic and diluted   $ 0.19     $ (0.32 )   $ (0.28 )

 

Dilutive earnings per share for the year ended December 31, 2015, has been adjusted to reflect the restricted shares of the Company’s common stock to certain of its officers under the Company’s EIP, as discussed in Note 8.

v3.8.0.1
Risk Management and Fair Value Measurements
12 Months Ended
Dec. 31, 2017
Risk Management And Fair Value Measurements  
Risk Management and Fair Value Measurements

10. Risk Management and Fair Value Measurements:

 

The principal financial assets of the Company consist of cash and cash equivalents and trade accounts receivable due from charterers. The principal financial liabilities of the Company consist of long-term bank loans, trade accounts payable, amounts due to related parties and a promissory note.

 

Interest rate risk: The Company’s interest rates are calculated at LIBOR plus a margin, as discussed in Note 7 and hence the Company is exposed to movements in LIBOR. In order to hedge its variable interest rate exposure, on January 19, 2018, the Company, via one of its vessel-ownings subsidiaries, entered into an interest rate cap agreement with one of its lenders for a notional amount of $10,000 and a cap rate of 3.5%. The interest rate cap will terminate on July 18, 2022.

 

Credit risk: Credit risk is minimized since trade accounts receivable from charterers are presented net of the relevant provision for uncollectible amounts, whenever required. On the balance sheet date there were no significant concentrations on credit risk. The maximum exposure to credit risk is represented by the carrying amount of each financial asset on the balance sheet.

 

Currency risk: The Company’s transactions are denominated primarily in U.S. dollars; therefore overall currency exchange risk is limited. Balances in foreign currency other than U.S. dollars are not considered significant.

   

Fair value: The fair values of cash and cash equivalents, trade accounts receivable and trade accounts payable approximate their respective carrying amounts due to their short-term nature. The fair value of long-term bank loans with variable interest rates approximate the recorded values, generally due to their variable interest rates. The fair value of the promissory note approximates its carrying amount as its fixed interest rate of 4.00% approximates recent variable interest rates.

 

Long Lived Assets Held and Used

 

As of December 31, 2016, the Company reviewed the carrying amount in connection with the estimated recoverable amount for each of its vessels. This review indicated that such carrying amount was not fully recoverable for the Company’s vessels Northsea Alpha and Northsea Beta. Consequently the carrying value of these vessels was written down as presented in the table below.

 

Vessel   Significant Other Observable Inputs (Level 2)    

Impairment Loss

charged against Vessels, net

   

Impairment Loss

charged against Deferred charges, net

    Vessel Impairment Charge  
Northsea Alpha   $ 8,000     $ 1,770     $ 292     $ 2,062  
Northsea Beta     8,000       1,622       314       1,936  
TOTAL   $ 16,000     $ 3,392     $ 606     $ 3,998  

 

The fair value is based on level 2 inputs of the fair value hierarchy and reflects the Company’s best estimate of the value of each vessel on a time charter free basis, and is supported by a vessel valuation of an independent shipbroker as of December 31, 2016, which is mainly based on recent sales and purchase transactions of similar vessels.

 

The Company recognized the total Vessel impairment charge of $3,998, which is included in the accompanying consolidated statements of comprehensive loss for the year ended December 31, 2016. No such loss was recognized for the year ended December 31, 2017.

 

The Company performs such an exercise on an annual basis and whenever circumstances indicate so. All other nonfinancial assets or nonfinancial liabilities are carried at fair value as of December 31, 2016 and 2017.

v3.8.0.1
Commitments and Contingencies
12 Months Ended
Dec. 31, 2017
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

11. Commitments and Contingencies:

 

Minimum contractual charter revenues: Future minimum contractual charter revenues, gross of 1.25% brokerage commissions to Maritime and of any other brokerage commissions to third parties, based on vessels committed, non-cancelable, long-term time charter contracts as of December 31, 2017, are as follows:

 

Year ending December 31,   Amount  
2018   $ 2,048  
    $ 2,048  

   

Make-Whole Right and Financial Guarantee: In the event that subsequent to the Merger, the Company completes a primary common share financing (a “Future Pyxis Offering”) at an offering price per share (the “New Offering Price”) lower than $4.30, the valuation ascribed to the share of the Company’s common stock received by the former LS stockholders pursuant to the Agreement and Plan of Merger (the “Consideration Value”), the Company will be obligated to make “whole” the Legacy LS Stockholders (as defined below) as of April 29, 2015 (the “Make-Whole Record Date”) pursuant to which such Legacy LS Stockholders will be entitled to receive additional shares of the Company’s common stock to compensate them for the difference between the $4.30 per share and the New Offering Price (the “Make-Whole Right”). The Make-Whole Right shall only apply to the first Future Pyxis Offering following the closing of the Merger which results in gross proceeds to the Company of at least $5,000, excluding any proceeds received from any shares purchased or sold by Maritime Investors or its affiliates.

 

In addition, the Make-Whole Right provides that should the Company fail to complete a Future Pyxis Offering within a date which is three years from the date of the closing of the Merger, or October 28, 2018, each former LS stockholder who has held the Company shares continuously from the date of the Make-Whole Record Date (the “Legacy LS Stockholders”) until the expiration of such three year period, will have a 24-hour option (the “Put Period”) to require the Company to purchase from such Legacy LS Stockholders, a pro-rata amount of the Company’s common stock that would result in aggregate gross proceeds to the Legacy LS Stockholders, in an amount not to exceed $2,000; provided that in no event shall a Legacy LS Stockholder receive an amount per share greater than $4.30 (the “Financial Guarantee”).

 

Under ASC 815, the Make-Whole Right does not meet the criteria to be accounted for as a derivative instrument under “Derivatives and Hedging” since it is not readily convertible into cash. The Make-Whole Right requires the Company to issue its own equity shares and, according to ASC 460 “Guarantees”, the Company is not required to recognize an initial liability.

 

During November and December 2017, the Company’s share trade activity increased notably. Its price reached a high of $12.22, or about 184% higher than the Consideration Value of $4.30. The Company estimates that most of the original 931,761 shares that were originally issued to LS stockholders have been sold. Nonetheless, the actual number of original shares currently held by the Legacy LS Stockholders cannot be accurately assessed. The Financial Guarantee is accounted under ASC 460-10 “Guarantees – Option Based Contracts”. No liability for the Financial Guarantee has been reflected in the accompanying consolidated balance sheet dates, assuming that a Future Pyxis Offering will take place and the number of shares to be repurchased is not fixed. The Company controls the timing of any Future Pyxis Offering and the New Offering Price of any Pyxis shares in such future offering will be subject to U.S. capital markets conditions and investors’ interest at that time.

 

Dispute with charterer: In September 2016, the Company had a commercial dispute with one of its charterers. As a result, Maritime placed an amount of $300, as security, in escrow on behalf of Sixthone, which is included in balances due to related parties in the accompanying consolidated balance sheet as of December 31, 2016, as discussed in Note 3. In 2016, the Company recognized an allowance for doubtful accounts of $100 relating to this case. In 2017, such allowance was increased to $200.

 

In October 2017, the relevant commercial dispute was resolved and a settlement agreement was signed. Pursuant to this agreement, from the total amount of $300 held under escrow, $150 was paid to the charterer and the resulting balance was paid back to Maritime.

 

Other: Various claims, suits, and complaints, including those involving government regulations and product liability, arise in the ordinary course of the shipping business. In addition, losses may arise from disputes with charterers, agents, insurance and other claims with suppliers relating to the operations of the Company’s vessels. Currently, management is not aware of any such claims not covered by insurance or contingent liabilities, which should be disclosed, or for which a provision has not been established in the accompanying consolidated financial statements.

 

The Company accrues for the cost of environmental liabilities when management becomes aware that a liability is probable and is able to reasonably estimate the probable exposure. Currently, management is not aware of any other claims or contingent liabilities which should be disclosed or for which a provision should be established in the accompanying consolidated financial statements. The Company is covered for liabilities associated with the individual vessels’ actions to the maximum limits as provided by Protection and Indemnity (P&I) Clubs, members of the International Group of P&I Clubs.

v3.8.0.1
Interest and Finance Costs, Net
12 Months Ended
Dec. 31, 2017
Interest And Finance Costs Net  
Interest and Finance Costs, Net

12. Interest and Finance Costs, net:

 

The amounts in the accompanying consolidated statements of comprehensive income / (loss) are analyzed as follows:

 

    2015     2016     2017  
Interest on long-term debt (Note 7)   $ 2,359     $ 2,577     $ 2,674  
Interest on promissory note (Note 3)     12       69       70  
Capitalized interest     (13 )            
Amortization of financing costs     173       164       153  
Total   $ 2,531     $ 2,810     $ 2,897  

v3.8.0.1
Subsequent Events
12 Months Ended
Dec. 31, 2017
Subsequent Events [Abstract]  
Subsequent Events

13. Subsequent Events:

 

Interest rate cap: In order to hedge its variable interest rate exposure, on January 19, 2018, the Company, via one of its vessel-ownings subsidiaries, entered into an interest rate cap agreement with one of its lenders, as discussed in Note 10.

 

Registration statement on Form F-3: On February 2, 2018, the Company filed with SEC a registration statement on Form F-3, which was declared effective on February 12, 2018, as discussed in Note 8.

 

Refinance of existing indebtedness: On February 28, 2018, the Company refinanced existing indebtedness of $26,906 under the Secondone, Thirdone and Fourthone loan agreements with a new 5-year secured loan of $20,500 and cash of $2,100. The remaining balance of approximately $4,306 was written-off by the previous lender at closing, which will be recorded as gain from debt extinguishment in the first quarter of 2018. As a condition subsequent to the execution of this loan agreement, the borrowers, Secondone, Thirdone and Fourthone, will be re-domiciled to the jurisdiction of the Republic of Malta and will be renamed to SECONDONE CORPORATION LTD., THIRDONE CORPORATION LTD. and FOURTHONE CORPORATION LTD., respectively, as discussed in Note 7.

v3.8.0.1
Significant Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2017
Accounting Policies [Abstract]  
Principles of Consolidation

(a) Principles of Consolidation: The accompanying consolidated financial statements have been prepared in accordance with U.S. GAAP. The consolidated financial statements include the accounts of Pyxis and its wholly-owned subsidiaries (the Vessel-owning companies and Merger Sub). All intercompany balances and transactions have been eliminated upon consolidation.

 

Pyxis, as the holding company, determines whether it has a controlling financial interest in an entity by first evaluating whether the entity is a voting interest entity or a variable interest entity. Under Accounting Standards Codification (“ASC”) 810 “Consolidation” a voting interest entity is an entity in which the total equity investment at risk is sufficient to enable the entity to finance itself independently and provides the equity holders with the obligation to absorb losses, the right to receive residual returns and the right to make financial and operating decisions. Pyxis consolidates voting interest entities in which it owns all, or at least a majority (generally, greater than 50%), of the voting interest. Variable interest entities (“VIE”) are entities as defined under ASC 810-10, that in general either do not have equity investors with voting rights or that have equity investors that do not provide sufficient financial resources for the entity to support its activities. A controlling financial interest in a VIE is present when a company absorbs a majority of an entity’s expected losses, receives a majority of an entity’s expected residual returns, or both. The company with a controlling financial interest, known as the primary beneficiary, is required to consolidate the VIE. Pyxis evaluates all arrangements that may include a variable interest in an entity to determine if it may be the primary beneficiary, and would be required to include assets, liabilities and operations of a VIE in its consolidated financial statements. As of December 31, 2017, no such interest existed.

Use of Estimates

(b) Use of Estimates: The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ from these estimates.

Comprehensive Income / (Loss)

(c) Comprehensive Income / (Loss): The Company follows the provisions of ASC 220 “Comprehensive Income”, which requires separate presentation of certain transactions which are recorded directly as components of equity. The Company had no transactions which affect comprehensive income / (loss) during the years ended December 31, 2015, 2016 and 2017 and, accordingly, comprehensive income / (loss) was equal to net income / (loss).

Foreign Currency Translation

(d) Foreign Currency Translation: The functional currency of the Company is the U.S. dollar as the Company’s vessels operate in international shipping markets and, therefore, primarily transact business in U.S. dollars. The Company’s accounting records are maintained in U.S. dollars. Transactions involving other currencies during the year are converted into U.S. dollars using the exchange rates in effect at the time of the transactions. At the balance sheet dates, monetary assets and liabilities, which are denominated in other currencies, are translated into U.S. dollars at the exchange rates in effect at the balance sheet date. Resulting gains or losses are included in Vessel operating expenses in the accompanying consolidated statements of comprehensive income / (loss). All amounts in the financial statements are presented in thousand U.S. dollars rounded at the nearest thousand.

Commitments and Contingencies

(e) Commitments and Contingencies: Provisions are recognized when: the Company has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation; and a reliable estimate of the amount of the obligation can be made. Provisions are reviewed at each balance sheet date.

Insurance Claims Receivable

(f) Insurance Claims Receivable: The Company records insurance claim recoveries for insured losses incurred on damage to fixed assets and for insured crew medical expenses. Insurance claim recoveries are recorded, net of any deductible amounts, at the time the Company’s fixed assets suffer insured damages or when crew medical expenses are incurred, recovery is probable under the related insurance policies and the claim is not subject to litigation.

Concentration of Credit Risk

(g) Concentration of Credit Risk: Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of cash and cash equivalents and accounts receivable. The Company places its cash and cash equivalents, consisting mostly of deposits, with qualified financial institutions with high creditworthiness. The Company performs periodic evaluations of the relative creditworthiness of those financial institutions that are considered in the Company’s investment strategy. The Company limits its credit risk with accounts receivable by performing ongoing credit evaluations of its customers’ financial condition and generally does not require collateral for its accounts receivable.

Cash and Cash Equivalents and Restricted Cash

(h) Cash and Cash Equivalents and Restricted Cash: The Company considers highly liquid investments such as time deposits and certificates of deposit with an original maturity of three months or less to be cash equivalents. Restricted cash is associated with pledged retention accounts in connection with the loan repayments and minimum liquidity requirements under the loan agreements discussed in Note 7 and is presented separately in the accompanying consolidated balance sheets.

Income Taxation

(i) Income Taxation: Under the laws of the Republic of the Marshall Islands, the country of incorporation of the Vessel-owning companies, and/or the vessels’ registration, the Vessel-owning companies are not liable for any income tax on their income derived from shipping operations. Instead, a tax is levied depending on the countries where the vessels trade based on their tonnage, which is included in Vessel operating expenses in the accompanying consolidated statements of comprehensive income / (loss). The Vessel-owning companies with vessels that have called on the United States during the relevant year of operation are obliged to file tax returns with the Internal Revenue Service. The applicable tax is 50% of 4% of U.S. related gross transportation income unless an exemption applies. The Company believes that based on current legislation the relevant Vessel-owning companies are entitled to an exemption because they satisfy the relevant requirements, namely that (i) the related Vessel-owning companies are incorporated in a jurisdiction granting an equivalent exemption to U.S. corporations and (ii) over 50% of the ultimate stockholders of the vessel-owning companies are residents of a country granting an equivalent exemption to U.S. persons.

Inventories

(j) Inventories: Inventories consist of lubricants and bunkers (where applicable) on board the vessels, which are stated at the lower of cost and net realizable value. Cost is determined by the first-in, first-out (“FIFO”) method.

Trade Accounts Receivable, Net

(k) Trade Accounts Receivable, Net: The amount shown as receivables, at each balance sheet date, includes trade accounts receivable from charterers for hire, freight and demurrage billings, net of a provision for doubtful accounts, if any. At each balance sheet date, all potentially uncollectible accounts are assessed individually for purposes of determining the appropriate provision for overdue accounts receivable. The allowance for doubtful accounts at December 31, 2016 and 2017, was $100 and $96, respectively.

Advances for Vessels under Construction and Related Costs

(l) Advances for Vessels under Construction and Related Costs: This represents amounts expended by the Company in accordance with the terms of the construction contracts for its vessels, as well as other expenses incurred directly or under a management agreement with a related party in connection with onsite supervision. The carrying value of vessels under construction represents the accumulated costs at the balance sheet date. Costs components include payments for yard installments and variation orders, commissions to a related party, construction supervision, equipment, spare parts, capitalized interest, costs related to first time mobilization and commissioning costs.

Vessels, Net

(m) Vessels, Net: Vessels are stated at cost, which consists of the contract price and any material expenses incurred in connection with the acquisition (initial repairs, improvements, delivery expenses and other expenditures to prepare the vessel for her initial voyage, as well as professional fees directly associated with the vessel acquisition). Subsequent expenditures for major improvements are also capitalized when they appreciably extend the life, increase the earning capacity or improve the efficiency or safety of the vessels; otherwise, these amounts are expensed as incurred.

 

The cost of each of the Company’s vessels is depreciated from the date of acquisition on a straight-line basis over the vessels’ remaining estimated economic useful life, after considering the estimated residual value. A vessel’s residual value is equal to the product of its lightweight tonnage and estimated scrap rate of $0.300 per ton. The Company estimates the useful life of the Company’s vessels to be 25 years from the date of initial delivery from the shipyard. In the event that future regulations place limitations over the ability of a vessel to trade on a worldwide basis, its remaining useful life will be adjusted at the date such regulations are adopted.

Impairment of Long Lived Assets

(n) Impairment of Long Lived Assets: The Company reviews its long lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of these assets may not be recoverable.

 

In developing estimates of future undiscounted cash flows, the Company makes assumptions and estimates about the vessels’ future performance, with the significant assumptions relating to time charter equivalent rates by vessel type, vessels’ operating expenses, vessels’ capital expenditures, vessels’ residual value, fleet utilization and the estimated remaining useful life of each vessel. The assumptions used to develop estimates of future undiscounted cash flows are based on historical trends as well as future expectations.

 

To the extent impairment indicators are present, the projected net operating cash flows are determined by considering the charter revenues from existing time charters for the fixed days and an estimated daily time charter rate for the unfixed days (based on recent market estimates for the first year and the most recent seven year historical average rates, where available thereafter, over the remaining estimated useful life of the vessels), expected outflows for vessels’ operating expenses, planned dry-docking and special survey expenditures, management fees expenditures which are adjusted every year, pursuant to the Company’s existing group management agreement, and fleet utilization of 98.0%, or 93.0% for the years including scheduled off-hire days for planned dry-dockings and vessel surveys, based on historical experience. The residual value used in the impairment test is estimated to be approximately $0.300 per lightweight ton in accordance with the vessels’ depreciation policy.

 

As of December 31, 2016, the Company obtained market valuations for all its vessels from reputable marine appraisers. Based on these valuations, the Company identified impairment indications for all of its vessels, except for the Pyxis Epsilon. More specifically, the market values of these vessels were, in aggregate, $15,751 lower than their carrying values, including any unamortized deferred charges relating to special survey costs, as of December 31, 2016. In this respect, the Company performed an impairment analysis to estimate the future undiscounted cash flows for each of these vessels. The analysis resulted in higher undiscounted cash flows than each vessel’s carrying value as of December 31, 2016, except for the Northsea Alpha and the Northsea Beta for which a total Vessel impairment charge of $3,998 was recorded as of December 31, 2016, of which $3,392 was charged against Vessels, net and $606 against Deferred charges, net (Notes 5, 6 and 10).

 

As of December 31, 2017, the Company obtained market valuations for all its vessels from reputable marine appraisers. Based on these valuations, the Company identified impairment indications for certain of its vessels. More specifically, the market values of these vessels were, in aggregate, $8,299 lower than their carrying values, including any unamortized deferred charges relating to special survey costs, as of December 31, 2017. In this respect, the Company performed an impairment analysis to estimate the future undiscounted cash flows for each of these vessels. The analysis resulted in higher undiscounted cash flows than each vessel’s carrying value as of December 31, 2017 and, accordingly, no adjustment to the vessels’ carrying values was required.

Accounting for Special Survey and Dry-docking Costs

(o) Accounting for Special Survey and Dry-docking Costs: The Company follows the deferral method of accounting for special survey and dry-docking costs, whereby actual costs incurred at the yard and parts used in the dry-docking or special survey, are deferred and are amortized on a straight-line basis over the period through the date the next survey is scheduled to become due. Costs deferred are limited to actual costs incurred at the shipyard and costs incurred in the dry-docking or special survey. If a dry-dock or a survey is performed prior to the scheduled date, any remaining unamortized balances of the previous dry-dock and survey are immediately written off. Unamortized dry-dock and survey balances of vessels that are sold are written-off and included in the calculation of the resulting gain or loss in the period of the vessel’s sale.

Financing Costs

(p) Financing Costs: Costs associated with new loans or refinancing of existing loans, including fees paid to lenders or required to be paid to third parties on the lender’s behalf for obtaining new loans or refinancing existing loans, are recorded as a direct deduction from the carrying amount of the debt liability. Such costs are deferred and amortized to Interest and finance costs in the consolidated statements of comprehensive income / (loss) during the life of the related debt using the effective interest method. Unamortized costs relating to loans repaid or refinanced, meeting the criteria of debt extinguishment, are expensed in the period the repayment or refinancing is made. Commitment fees relating to undrawn loan principal are expensed as incurred.

Revenue and Related Expenses

(q) Revenue and Related Expenses: The Company generates its revenues from charterers for the charter hire of its vessels. The vessels are chartered using primarily either spot charters, where a contract is made in the spot market for the use of a vessel for a specific voyage for a specified charter rate, or time charters, where a contract is entered into for the use of a vessel for a specific period of time and a specified daily charter hire rate. If a charter agreement exists and collection of the related revenue is reasonably assured, revenue is recognized as it is earned ratably during the duration of the period of each spot or time charter. Revenues from time charter agreements providing for varying daily rates are accounted for as operating leases and thus are recognized on a straight line basis over the term of the time charter as service is performed. Revenue under spot charters is not recognized until a charter has been agreed, even if the vessel has discharged its previous cargo and is proceeding to an anticipated port of loading. Demurrage income represents payments by a charterer to a vessel owner when loading or discharging time exceeds the stipulated time in the spot charter and is recognized ratably as earned during the related spot charter’s duration period. Hire collected in advance includes cash received prior to the balance sheet date and is related to revenue earned after such date.

 

Voyage expenses, primarily consisting of commissions, port, canal and bunker expenses that are unique to a particular charter, are paid for by the charterer under time charter arrangements or by the Company under spot charter arrangements, except for commissions, which are always paid for by the Company, regardless of the charter type. All voyage and vessel operating expenses are expensed as incurred, except for commissions. Commissions are deferred and amortized over the related voyage period in a charter to the extent revenue has been deferred since commissions are earned as the Company’s revenues are earned.

 

Revenues for the years ended December 31, 2015, 2016 and 2017, deriving from significant charterers individually accounting for 10% or more of revenues (in percentages of total revenues), were as follows:

 

Charterer   2015     2016     2017  
A     18 %           15 %
B     17 %     12 %      
C     17 %     20 %     16 %
D           14 %      
E           10 %      
F                 18 %
      52 %     56 %     49 %

Fair Value Measurements

(r) Fair Value Measurements: The Company follows the provisions of Accounting Standard Update (“ASU”) 2015-07 “Fair Value Measurements and Disclosures”, Topic 820, which defines and provides guidance as to the measurement of fair value. This standard creates a hierarchy of measurement and indicates that, when possible, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The fair value hierarchy gives the highest priority (Level 1) to quoted prices in active markets and the lowest priority (Level 3) to unobservable data, for example, the reporting entity’s own data. Under the standard, fair value measurements are separately disclosed by level within the fair value hierarchy (Note 10).

Segment Reporting

(s) Segment Reporting: The Company reports financial information and evaluates its operations by charter revenues and not by the length of ship employment for its customers, i.e., spot or time charters. The Company does not use discrete financial information to evaluate the operating results for each such type of charter. Although revenue can be identified for these types of charters, management cannot and does not identify expenses, profitability or other financial information for these charters. Furthermore, when the Company charters a vessel to a charterer, the charterer is free to trade the vessel worldwide (subject to certain agreed exclusions) and, as a result, the disclosure of geographic information is impracticable. As a result, management, reviews operating results solely by revenue per day and operating results of the fleet and thus the Company has determined that it operates under one reportable segment.

Earnings / (Loss) Per Share

(t) Earnings / (loss) per Share: Basic earnings / (loss) per share are computed by dividing net income attributable to common equity holders by the weighted average number of shares of common stock outstanding. The computation of diluted earnings / (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised and is performed using the treasury stock method.

Stock Compensation

(u) Stock Compensation: The Company has a stock based incentive plan that covers directors and officers of the Company and its affiliates and its consultants and service providers. Awards granted are valued at fair value and compensation cost is recognized on a straight line basis, net of estimated forfeitures, over the requisite service period of each award. The fair value of restricted stock awarded to directors and officers of the Company at the grant date is equal to the closing stock price on that date and is amortized over the applicable vesting period using the straight-line method. The fair value of restricted stock awarded to non-employees is equal to the closing stock price at the grant date adjusted by the closing stock price at each reporting date and is amortized over the applicable performance period.

Going Concern

(v) Going Concern: The Company performs on a regular basis cash flow projections to evaluate whether it will be in a position to cover its liquidity needs for the next 12-month period and in compliance with the financial and security collateral cover ratio covenants under its existing debt agreements. In developing estimates of future cash flows, the Company makes assumptions about the vessels’ future performance, with significant assumptions relating to time charter equivalent rates by vessel type, vessels’ operating expenses, vessels’ capital expenditures, fleet utilization, the Company’s management fees and general and administrative expenses, and cash flow requirements for debt servicing. The assumptions used to develop estimates of future cash flows are based on historical trends as well as future expectations.

 

As of December 31, 2017, the Company had a working capital deficit of $8,636, defined as current assets minus current liabilities. As of the filing date of the consolidated financial statements, the Company believes that it will be in a position to cover its liquidity needs for the next 12-month period through cash generated from operations and will be in compliance with the financial and security collateral cover ratio covenants under its existing debt agreements as discussed in Note 7.

New Accounting Pronouncements

(w) New Accounting Pronouncements:

 

i) Revenue from Contracts with Customers: In May 2014, the Financial Accounting Standards Board (“FASB”) and the International Accounting Standards Board (“IASB”) (collectively, the “Boards”) jointly issued a standard that will supersede virtually all of the existing revenue recognition guidance in U.S. GAAP and International Financial Reporting Standards (“IFRS”). The standard establishes a five-step model that will apply to revenue earned from a contract with a customer (with limited exceptions), regardless of the type of revenue transaction or the industry. The standard’s requirements will also apply to the recognition and measurement of gains and losses on the sale of some non-financial assets that are not an output of the entity’s ordinary activities (e.g., sales of property, plant and equipment or intangibles). Extensive disclosures will be required, including disaggregation of total revenue, information about performance obligations, changes in contract asset and liability account balances between periods, and key judgments and estimates.

 

The guidance in ASU 2014-09 “Revenue from Contracts with Customers (Topic 606)” supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition”, and most industry-specific guidance throughout the Industry Topics of the Codification. Additionally, this ASU supersedes some cost guidance included in Subtopic 605-35, “Revenue Recognition—Construction-Type and Production-Type Contracts”. In addition, the existing requirements for the recognition of a gain or loss on the transfer of nonfinancial assets that are not in a contract with a customer are amended to be consistent with the guidance on recognition and measurement (including the constraint on revenue) in this ASU. In August 2015, the FASB deferred by one year the effective date of the new guidance. The new revenue recognition standard will be effective for public business entities for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Nonpublic entities will be required to adopt the standard for annual reporting periods beginning after 15 December 2018, and interim reporting periods within annual reporting periods beginning after December 15, 2019. Public and nonpublic entities will be permitted to adopt the standard as early as the original public entity effective date (i.e., annual reporting periods beginning after December 15, 2016 and interim periods therein). In 2016, the FASB issued two updates with respect to Topic 606: ASU 2016-10, “Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing” and ASU 2016-12, “Revenue from Contracts with Customers: Narrow-Scope Improvements and Practical Expedients.” The amendments in these updates do not change the core principle of the guidance in Topic 606. The amendments in update 2016-10 clarify the following two aspects of Topic 606: i) identifying performance obligations and ii) licensing implementation guidance. The amendments in update 2016-12 similarly affect only certain narrow aspects of Topic 606; namely, i) “Assessing the Collectability Criterion and Accounting for Contracts That Do Not Meet the Criteria for Step 1,” ii) “Presentation of Sales Taxes and Other Similar Taxes Collected from Customers,” iii) “Noncash Consideration,” iv) “Contract Modifications at Transition,” v) “Completed Contracts at Transition,” and vi) “Technical Correction.” The effective date and transition requirements for the amendments in these updates are the same as the effective date and transition requirements in Topic 606. Early adoption prior to that date will not be permitted.

 

The Company expects that the adoption of ASU 2014-09 may result in a change in the method of recognizing revenue from spot charters, whereby the Company’s method of determining proportional performance will change from discharge-to-discharge (assuming a new charter has been agreed before the completion of the previous spot charter) to load-to-discharge. This will result in no revenue being recognized from discharge of the prior spot charter to loading of the current spot charter and all revenue being recognized from loading of the current spot charter to discharge of the current spot charter. This change will result in revenue being recognized later in the voyage, which may cause additional volatility in revenue and earnings between periods. The Company will adopt the standard as of January 1, 2018 and is expecting that the adoption will not have a material effect on its consolidated financial statements, other than additional revenue disclosures in the notes to the consolidated financial statements, for the vessels employed under time charter agreements, since in these cases revenue is accounted under the lease standard. As of December 31, 2017, there were no vessels employed under voyage charters and in this respect, there will be no effect in revenue recognition as of that date.

 

ii) Leases: In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842) which provides new guidance related to accounting for leases and supersedes existing U.S. GAAP on lease accounting. The ASU will require organizations that lease assets to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases, unless the lease is a short term lease. Public business entities should apply the amendments in ASU 2016-02 for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted for all public business entities upon issuance. Lessees (for capital and operating leases) and lessors (for sales-type, direct financing, and operating leases) must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. Lessees and lessors may not apply a full retrospective transition approach. The Company is in the process of assessing the impact of the new standard on the Company’s consolidated financial position and performance.

 

iii) Classification of Certain Cash Payments and Cash Receipts: In August 2016, the FASB issued the ASU 2016-15 – classification of certain cash payments and cash receipts. This ASU addresses certain cash flow issues with the objective of reducing the existing diversity in practice. This update is effective for public entities with reporting periods beginning after December 15, 2017, including interim periods within those years. Early adoption is permitted, including adoption in an interim period. It must be applied retrospectively to all periods presented but may be applied prospectively from the earliest date practicable, if retrospective application would be impracticable. The Company believes that the implementation of this update will not have any material impact on its financial statements and has not elected early adoption.

 

iv) Restricted Cash: In November 2016 the FASB issued the ASU 2016-18 – Restricted cash. This ASU requires that a statement of cash flows explains the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning of period and end of period total amounts shown on the statement of cash flows. This update is effective for public entities with reporting periods beginning after December 15, 2017, including interim periods within those years. Early adoption is permitted, including adoption in an interim period. The implementation of this update affects disclosures only and has no impact on the Company’s consolidated balance sheet and consolidated statement of comprehensive income / (loss). The Company has not elected early adoption.

 

(v) Business Combinations: In January 2017, FASB issued the ASU 2017-01 Business Combinations to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisition (or disposals) of assets or businesses. Under current implementation guidance the existence of an integrated set of acquired activities (inputs and processes that generate outputs) constitutes an acquisition of business. This ASU provides a screen to determine when a set of assets and activities does not constitute a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This update is effective for public entities with reporting periods beginning after December 15, 2017, including interim periods within those years. The amendments of this ASU should be applied prospectively on or after the effective date. Early adoption is permitted, including adoption in an interim period 1) for transactions for which the acquisition date occurs before the issuance date or effective date of the ASU, only when the transaction has not been reported in financial statements that have been issued or made available for issuance and 2) for transactions in which a subsidiary is deconsolidated or a group of assets is derecognized that occur before the issuance date or effective date of the amendments, only when the transaction has not been reported in financial statements that have been issued or made available for issuance. As there are no ongoing or planned business combinations, the Company expects that the implication of this update will not have any material impact on its consolidated financial position and performance.

v3.8.0.1
Basis of Presentation and General Information (Tables)
12 Months Ended
Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Ownership and Operation of Tanker Vessels

All of the Vessel-owning companies were established under the laws of the Republic of Marshall Islands and are engaged in the marine transportation of liquid cargoes through the ownership and operation of tanker vessels, as listed below:

 

Vessel-owning

company

 

Incorporation

date

  Vessel   DWT    

Year

built

 

Acquisition

date

Secondone   05/23/2007   Northsea Alpha     8,615     2010   05/28/2010
Thirdone   05/23/2007   Northsea Beta     8,647     2010   05/25/2010
Fourthone   05/30/2007   Pyxis Malou     50,667     2009   02/16/2009
Sixthone   01/15/2010   Pyxis Delta     46,616     2006   03/04/2010
Seventhone   05/31/2011   Pyxis Theta     51,795     2013   09/16/2013
Eighthone   02/08/2013   Pyxis Epsilon     50,295     2015   01/14/2015

v3.8.0.1
Significant Accounting Policies (Tables)
12 Months Ended
Dec. 31, 2017
Accounting Policies [Abstract]  
Summary of Revenue from Significant Charterers for 10% or More of Revenue

Revenues for the years ended December 31, 2015, 2016 and 2017, deriving from significant charterers individually accounting for 10% or more of revenues (in percentages of total revenues), were as follows:

 

Charterer   2015     2016     2017  
A     18 %           15 %
B     17 %     12 %      
C     17 %     20 %     16 %
D           14 %      
E           10 %      
F                 18 %
      52 %     56 %     49 %

v3.8.0.1
Transactions with Related Parties (Tables)
12 Months Ended
Dec. 31, 2017
Related Party Transactions [Abstract]  
Schedule of Amounts Charged by Maritime Included in the Accompanying Consolidated Statements of Comprehensive Income / (Loss)

The following amounts charged by Maritime are included in the accompanying consolidated statements of comprehensive income / (loss):

 

    Year Ended December 31,  
    2015     2016     2017  
Included in Voyage related costs and commissions                        
Charter hire commissions   $ 321     $ 316     $ 368  
                         
Included in Management fees, related parties                        
Ship-management Fees     577       631       712  
                         
Included in General and administrative expenses                        
Administration Fees     1,245       1,600       1,600  
                         
Total   $ 2,143     $ 2,547     $ 2,680  

v3.8.0.1
Inventories (Tables)
12 Months Ended
Dec. 31, 2017
Inventory Disclosure [Abstract]  
Schedule of Inventories

The amounts in the accompanying consolidated balance sheets as at December 31, 2016 and 2017, are analyzed as follows:

 

    2016     2017  
Lubricants   $ 479     $ 404  
Bunkers     694       612  
Total   $ 1,173     $ 1,016  

v3.8.0.1
Vessels, Net (Tables)
12 Months Ended
Dec. 31, 2017
Property, Plant and Equipment [Abstract]  
Schedule of Vessels

The amounts in the accompanying consolidated balance sheets are analyzed as follows:

 

    Vessel     Accumulated     Net Book  
    Cost     Depreciation     Value  
Balance January 1, 2015   $ 115,295     $ (11,578 )   $ 103,717  
Depreciation           (5,710 )     (5,710 )
Transfer from advances for vessel acquisition     32,494             32,494  
Balance December 31, 2015     147,789       (17,288 )     130,501  
Depreciation           (5,768 )     (5,768 )
Vessel impairment charge     (9,729 )     6,337       (3,392 )
Balance December 31, 2016     138,060       (16,719 )     121,341  
Depreciation           (5,567 )     (5,567 )
Balance December 31, 2017   $ 138,060     $ (22,286 )   $ 115,774  

v3.8.0.1
Deferred Charges, Net (Tables)
12 Months Ended
Dec. 31, 2017
Deferred Charges Net  
Schedule of Deferred Charges

The movement in Deferred charges, net in the accompanying consolidated balance sheets are as follows:

 

    Special Survey  
    Costs  
Balance, January 1, 2015   $ 122  
Additions     888  
Amortization     (174 )
Balance, December 31, 2015     836  
Additions     364  
Amortization     (236 )
Impairment charge     (606 )
Balance, December 31, 2016     358  
Amortization     (73 )
Balance, December 31, 2017   $ 285  

v3.8.0.1
Long-term Debt (Tables)
12 Months Ended
Dec. 31, 2017
Debt Disclosure [Abstract]  
Summary of Long-Term Debt

The amounts shown in the accompanying consolidated balance sheets at December 31, 2016 and 2017, are analyzed as follows:

 

Vessel (Borrower)   2016     2017  
(a) Northsea Alpha (Secondone)   $ 4,808     $ 4,348  
(a) Northsea Beta (Thirdone)     4,808       4,348  
(b) Pyxis Malou (Fourthone)     20,350       18,210  
(c) Pyxis Delta (Sixthone)     8,437       7,087  
(c) Pyxis Theta (Seventhone)     17,228       15,975  
(d) Pyxis Epsilon (Eighthone)     18,200       16,900  
Total   $ 73,831     $ 66,868  
                 
Current portion   $ 6,963     $ 7,440  
Less: Current portion of deferred financing costs     (150 )     (136 )
Current portion of long-term debt, net of deferred financing costs, current   $ 6,813     $ 7,304  
                 
Long-term portion   $ 66,868     $ 59,428  
Less: Non-current portion of deferred financing costs     (251 )     (302 )
Long-term debt, net of current portion and deferred financing costs, non-current   $ 66,617     $ 59,126  

  

(a) On September 26, 2007, Secondone and Thirdone jointly entered into a loan agreement with a financial institution for an amount of up to $24,560, in order to partly finance the acquisition cost of the vessels Northsea Alpha and Northsea Beta.

 

Each of Secondone’s and Thirdone’s outstanding loan balance at December 31, 2017, amounting to $4,348, was repayable in five semiannual installments of $230 each, the first falling due in May 2018 and the last installment accompanied by a balloon payment of $3,198 falling due in May 2020.

 

The main terms and conditions of the loan agreement dated September 26, 2007, as subsequently amended, were as follows:

 

  In addition to a first priority mortgage over the Northsea Alpha and the Northsea Beta, the loan was secured by a second priority mortgage over the Pyxis Malou.
     
  The loan bore interest at LIBOR, plus a margin of 1.75% per annum.

 

Covenants:

 

  The Company undertook to maintain on each of March 31, June 30, September 30 and December 31 of each year, minimum cash deposits at the higher of $5,000 or $750 per vessel in its fleet, of which $2,500 would be freely available and unencumbered cash under deposit by the Company. At any time that the number of vessels in the fleet exceeded ten, the minimum cash requirement would be reduced to an amount of $500, for each vessel in the fleet that exceeded ten.
     
  The minimum security collateral cover (“MSC”) was to be at least 133% of the respective outstanding loan balance.

 

On February 28, 2018, Secondone’s and Thirdone’s outstanding loan balances as of December 31, 2017, were settled through the refinancing discussed below.

 

(b) Based on a loan agreement concluded on December 12, 2008, Fourthone borrowed $41,600 in February 2009 in order to partly finance the acquisition cost of the Pyxis Malou.

 

The outstanding balance of the loan at December 31, 2017 of $18,210, was repayable in five semiannual installments of $1,070 each, the first falling due in February 2018, plus a balloon payment of $12,860 falling due in May 2020.

 

The main terms and conditions of the loan agreement dated December 12, 2008, as subsequently amended, were as follows:

 

  In addition to a first priority mortgage over the Pyxis Malou, the loan was secured by a second priority mortgage over the Northsea Alpha and the Northsea Beta.
     
  The loan bore interest at LIBOR, plus a margin of 1.75% per annum.

 

Covenants:

 

  The Company undertook to maintain on each of March 31, June 30, September 30 and December 31 of each year, minimum cash deposits at the higher of $5,000 or $750 per vessel in its fleet, of which $2,500 would be freely available and unencumbered cash under deposit by the Company. At any time that the number of vessels in the fleet exceeded ten, the minimum cash requirement would be reduced to an amount of $500, for each vessel in the fleet that exceeded ten.
     
  MSC was to be at least 125% of the respective outstanding loan balance.

 

On February 28, 2018, Fourthone’s outstanding loan balance as of December 31, 2017, was settled through the refinancing discussed below.

 

(c) On October 12, 2012, Sixthone and Seventhone concluded as joint and several borrowers a loan agreement with a financial institution in order to partly finance the acquisition and construction cost of the Pyxis Delta and the Pyxis Theta, respectively. In February 2013, Sixthone drew down an amount of $13,500, while in September 2013, Seventhone drew down an amount of $21,300 (“Tranche A” and “Tranche B”, respectively). On September 29, 2016, the Company agreed with the lender of Sixthone to extend the maturity of Tranche A from May 2017 to September 2018, under the same amortization schedule and applicable margin. In addition, on June 6, 2017, the lender of Sixthone and Seventhone agreed to further extend the maturity of its respective loans from September 2018 to September 2022 under the same applicable margin, but with an extended amortization schedule.

 

Following the supplemental agreement dated June 6, 2017, the outstanding balance of the loan under Tranche A at December 31, 2017, of $7,087, is repayable in 20 quarterly installments of $338 each, the first falling due in February 2018, and the last installment accompanied by a balloon payment of $327 falling due in September 2022. In addition, the outstanding balance of the loan under Tranche B at December 31, 2017, of $15,975, is repayable in 19 quarterly installments of $313 each, the first falling due in March 2018, and the last installment accompanied by a balloon payment of $10,028 falling due in September 2022.

 

The main terms and conditions of the loan agreement dated October 12, 2012, as subsequently amended, are as follows:

 

  The loan bears interest at LIBOR, plus a margin of 3.35% per annum.

 

Covenants:

 

  The Company undertakes to maintain minimum deposits with the bank of $1,000 at all times, plus an additional liquidity amount of $200 until September 10, 2018.
     
  The ratio of the Company’s total liabilities to market value adjusted total assets is not to exceed 65%. This requirement is only applicable in order to assess whether the two Vessel-owning companies are entitled to distribute dividends to Pyxis. As of December 31, 2016, the relevant ratio was 68%, or 3% higher than the required threshold. As of December 31, 2017, the requirement was met as such ratio was marginally lower than 65%, and therefore, Sixthone and Seventhone are permitted to make dividend distributions to Pyxis.
     
  MSC is to be at least 130% of the respective outstanding loan balance.

 

(d) Based on a loan agreement concluded on January 12, 2015, Eighthone borrowed $21,000 on the same date in order to partly finance the construction cost of the Pyxis Epsilon.

 

The outstanding balance of the loan at December 31, 2017, of $16,900, is repayable in 17 quarterly installments of $300 each, the first falling due in January 2018, and the last installment accompanied by a balloon payment of $11,800 falling due in January 2022.

 

The main terms and conditions of the loan agreement dated January 12, 2015, as subsequently amended, are as follows:

 

  The loan bears interest at LIBOR, plus a margin of 2.90% per annum.

 

Covenants:

 

  The Company undertakes to maintain minimum deposits with the bank of $750 at all times.
     
  The Company undertakes to maintain minimum liquidity of at least the higher of: i) $750 multiplied by the number of vessels owned by the Company, and ii) the Company’s debt service for the following six months.
     
  The ratio of the Company’s total liabilities to market value adjusted total assets is not to exceed 75%.
     
  MSC is to be at least 130% of the respective outstanding loan balance until January 2018 and at least 135% thereafter.

Schedule of Principal Payments

The annual principal payments required to be made after December 31, 2017, while taking into consideration the refinancing of the existing indebtedness of Secondone, Thirdone and Fourthone with the new 5-year secured loan discussed above, are as follows:

 

Year ending December 31,   Amount  
2018   $ 7,440  
2019     5,703  
2020     10,199  
2021     6,013  
2022     26,743  
2023 and thereafter     10,770  
Total   $ 66,868  

v3.8.0.1
Earnings / (Loss) Per Common Share (Tables)
12 Months Ended
Dec. 31, 2017
Earnings Per Share [Abstract]  
Schedule of Earnings / (Loss) Per Common Share

    2015     2016     2017  
Net income / (loss) available to common stockholders   $ 3,505     $ (5,813 )   $ (5,243 )
                         
Weighted average number of common shares, basic     18,244,671       18,277,893       18,461,455  
                         
Dilutive effect of stock granted under the EIP     33,222       -       -  
                         
Weighted average number of common shares, diluted     18,277,893       18,277,893       18,461,455  
                         
Earnings / (loss) per common share, basic and diluted   $ 0.19     $ (0.32 )   $ (0.28 )

v3.8.0.1
Risk Management and Fair Value Measurements (Tables)
12 Months Ended
Dec. 31, 2017
Risk Management And Fair Value Measurements  
Summary of Fair Value of Long Lived Assets Held and Used

Consequently the carrying value of these vessels was written down as presented in the table below.

 

Vessel   Significant Other Observable Inputs (Level 2)    

Impairment Loss

charged against Vessels, net

   

Impairment Loss

charged against Deferred charges, net

    Vessel Impairment Charge  
Northsea Alpha   $ 8,000     $ 1,770     $ 292     $ 2,062  
Northsea Beta     8,000       1,622       314       1,936  
TOTAL   $ 16,000     $ 3,392     $ 606     $ 3,998  

v3.8.0.1
Commitments and Contingencies (Tables)
12 Months Ended
Dec. 31, 2017
Commitments and Contingencies Disclosure [Abstract]  
Schedule of Future Minimum Contractual Charter Revenues

Year ending December 31,   Amount  
2018   $ 2,048  
    $ 2,048  

v3.8.0.1
Interest and Finance Costs, Net (Tables)
12 Months Ended
Dec. 31, 2017
Interest And Finance Costs Net  
Schedule of Interest and Finance Costs

The amounts in the accompanying consolidated statements of comprehensive income / (loss) are analyzed as follows:

 

    2015     2016     2017  
Interest on long-term debt (Note 7)   $ 2,359     $ 2,577     $ 2,674  
Interest on promissory note (Note 3)     12       69       70  
Capitalized interest     (13 )            
Amortization of financing costs     173       164       153  
Total   $ 2,531     $ 2,810     $ 2,897  

v3.8.0.1
Basis of Presentation and General Information (Details Narrative)
$ in Thousands
12 Months Ended
Apr. 23, 2015
USD ($)
Mar. 23, 2015
Integer
Dec. 31, 2017
USD ($)
Dec. 31, 2016
USD ($)
Dec. 31, 2015
USD ($)
Purpose of acquiring from entities under common control   100.00%      
Number of ownership interest entities | Integer   6      
Expenses of merger     $ 1,745
LOOKSMART LTD [Member]          
Expenses of merger $ 600        
Mr. Valentis [Member]          
Percentage of beneficially owned common stock     81.40%    
v3.8.0.1
Basis of Presentation and General Information - Schedule of Ownership and Operation of Tanker Vessels (Details) - Vessels [Member]
12 Months Ended
Dec. 31, 2017
Integer
Secondone Corp [Member]  
Property, Plant and Equipment [Line Items]  
Entity incorporation date May 23, 2007
Vessel Northsea Alpha
DWT 8,615
Year built 2010
Acquisition date May 28, 2010
Thirdone Corp [Member]  
Property, Plant and Equipment [Line Items]  
Entity incorporation date May 23, 2007
Vessel Northsea Beta
DWT 8,647
Year built 2010
Acquisition date May 25, 2010
Fourthone Corp [Member]  
Property, Plant and Equipment [Line Items]  
Entity incorporation date May 30, 2007
Vessel Pyxis Malou
DWT 50,667
Year built 2009
Acquisition date Feb. 16, 2009
Sixthone Corp [Member]  
Property, Plant and Equipment [Line Items]  
Entity incorporation date Jan. 15, 2010
Vessel Pyxis Delta
DWT 46,616
Year built 2006
Acquisition date Mar. 04, 2010
Seventhone Corp [Member]  
Property, Plant and Equipment [Line Items]  
Entity incorporation date May 31, 2011
Vessel Pyxis Theta
DWT 51,795
Year built 2013
Acquisition date Sep. 16, 2013
Eighthone Corp [Member]  
Property, Plant and Equipment [Line Items]  
Entity incorporation date Feb. 08, 2013
Vessel Pyxis Epsilon
DWT 50,295
Year built 2015
Acquisition date Jan. 14, 2015
v3.8.0.1
Significant Accounting Policies (Details Narrative)
$ / shares in Units, $ in Thousands
12 Months Ended
Dec. 31, 2017
USD ($)
Integer
$ / shares
Dec. 31, 2016
USD ($)
Dec. 31, 2015
USD ($)
Accounting Policies [Abstract]      
Allowance for doubtful accounts $ 96 $ 100  
Residual value per lightweight ton | $ / shares $ 0.300    
Estimated useful life of the vessel 25 years    
Estimated fleet utilization rate 98.00%    
Estimated fleet utilization rate including dry-dockings and vessel surveys 93.00%    
Aggregate difference between market value and carrying value of vessel $ 8,299 15,751  
Impairment loss 3,998
Impairment loss charged against vessels, net   3,392  
Impairment loss charged against deferred charges, net   $ 606  
Number of reportable segments | Integer 1    
Working capital deficit $ 8,636    
v3.8.0.1
Significant Accounting Policies - Summary of Revenue from Significant Charterers for 10% or More of Revenue (Details)
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Concentration risk percentage 49.00% 56.00% 52.00%
Charterer A [Member]      
Concentration risk percentage 15.00% 0.00% 18.00%
Charterer B [Member]      
Concentration risk percentage 0.00% 12.00% 17.00%
Charterer C [Member]      
Concentration risk percentage 16.00% 20.00% 17.00%
Charterer D [Member]      
Concentration risk percentage 0.00% 14.00% 0.00%
Charterer E [Member]      
Concentration risk percentage 0.00% 10.00% 0.00%
Charterer F [Member]      
Concentration risk percentage 18.00% 0.00% 0.00%
v3.8.0.1
Transactions with Related Parties (Details Narrative) - USD ($)
$ / shares in Units, $ in Thousands
12 Months Ended
Dec. 29, 2017
Mar. 07, 2017
Oct. 28, 2015
Apr. 23, 2015
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Promissory note issued         $ 5,000 $ 2,500  
Expenses for Merger         $ 1,745
Promissory note, interest rate         4.00%    
Due to related parties         $ 2,125 1,953  
Interest and financing costs, net         $ 2,897 2,810 2,531
Maritime [Member]              
Ship management services per day per vessel         $ 0.325    
Charter hire agreement commission rate         1.25%    
Management agreements initial term         5 years    
Management agreements renewal period         5 years    
Head management agreement commencement date         Mar. 23, 2015    
Head management agreement maturity date         Mar. 23, 2020    
Administration fees payable to related party         $ 1,600    
Head management agreement, terms and manner of settlement         In the event of a change of control of the Company during the management period or within 12 months after the early termination of the Head Management Agreement, then the Company will pay to Maritime an amount equal to 2.5 times the then annual Administration Fees.    
Ship-management and administration fees percentage increase         Effective January 1, 2018, the Ship-management Fees and the Administration Fees were increased by 1.12% in line with the average inflation rate in Greece in 2017.    
Due to related parties         $ 2,125 1,953  
Litigation escrow deposit           300  
Maritime [Member] | Fair Value Inputs Northsea Alpha [Member]              
Management agreement expiration date         Dec. 31, 2015    
Maritime [Member] | Fair Value Inputs Northsea Beta [Member]              
Management agreement expiration date         Dec. 31, 2015    
Maritime [Member] | Pyxis Delta Vessel [Member]              
Management agreement expiration date         Dec. 31, 2015    
Maritime [Member] | Pyxis Theta Vessel [Member]              
Management agreement expiration date         Dec. 31, 2017    
Maritime [Member] | Pyxis Epsilon Vessel [Member]              
Management agreement expiration date         Dec. 31, 2018    
Maritime [Member] | Pyxis Malou Vessel [Member]              
Management agreement expiration date         Dec. 31, 2018    
Maritime [Member] | While Chartering Services are Subcontracted to North Sea Tankers [Member]              
Ship management services per day per vessel         $ 0.160    
Maritime [Member] | While Vessel is Under Construction [Member]              
Ship management services per day per vessel         $ 0.450    
Maritime Investors [Member]              
Balance due to Maritime reduction $ 2,500            
Maritime Investors [Member] | Promissory Note [Member]              
Promissory note issued $ 5,000   $ 2,500 $ 625      
Expenses for Merger       $ 600      
Promissory note, maturity date Jun. 15, 2019 Jan. 15, 2019 Jan. 15, 2017        
Promissory note, interest rate 4.00%   2.75%        
Interest and financing costs, net         $ 70 $ 69 $ 12
v3.8.0.1
Transactions with Related Parties - Schedule of Amounts Charged by Maritime Included in the Accompanying Consolidated Statements of Comprehensive Income / (Loss) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Related Party Transaction [Line Items]      
Charter hire commissions $ (8,710) $ (6,611) $ (4,725)
Ship-management fees (712) (631) (577)
Administration fees (3,188) (2,574) (1,773)
Maritime [Member]      
Related Party Transaction [Line Items]      
Charter hire commissions 368 316 321
Ship-management fees 712 631 577
Administration fees 1,600 1,600 1,245
Related party transaction expenses, total $ 2,680 $ 2,547 $ 2,143
v3.8.0.1
Inventories - Schedule of Inventories (Details) - USD ($)
$ in Thousands
Dec. 31, 2017
Dec. 31, 2016
Inventory [Line Items]    
Inventories $ 1,016 $ 1,173
Lubricants [Member]    
Inventory [Line Items]    
Inventories 404 479
Bunkers [Member]    
Inventory [Line Items]    
Inventories $ 612 $ 694
v3.8.0.1
Vessel, net (Details Narrative) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Total impairment charge $ 3,998
Impairment loss charged against vessels, net   3,392  
Level2 [Member]      
Total impairment charge   3,998  
Vessels [Member]      
Impairment loss charged against vessels, net   $ 3,392  
v3.8.0.1
Vessel, net - Schedule of Vessels (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Property, Plant and Equipment [Line Items]      
Beginning balance $ 121,341    
Depreciation for the period (5,567) $ (5,768) $ (5,710)
Ending balance 115,774 121,341  
Vessel Cost [Member]      
Property, Plant and Equipment [Line Items]      
Beginning balance 138,060 147,789 115,295
Depreciation for the period
Transfer from advances for vessel acquisition     32,494
Vessel impairment charge   (9,729)  
Ending balance 138,060 138,060 147,789
Accumulated Depreciation [Member]      
Property, Plant and Equipment [Line Items]      
Beginning balance (16,719) (17,288) (11,578)
Depreciation for the period (5,567) (5,768) (5,710)
Transfer from advances for vessel acquisition    
Vessel impairment charge   6,337  
Ending balance (22,286) (16,719) (17,288)
Net Book Value [Member]      
Property, Plant and Equipment [Line Items]      
Beginning balance 121,341 130,501 103,717
Depreciation for the period (5,567) (5,768) (5,710)
Transfer from advances for vessel acquisition     32,494
Vessel impairment charge   (3,392)  
Ending balance $ 115,774 $ 121,341 $ 130,501
v3.8.0.1
Deferred Charges, net (Details Narrative)
$ in Thousands
12 Months Ended
Dec. 31, 2016
USD ($)
Impairment loss charged against deferred charges, net $ 606
Northsea Alpha and Northsea Beta [Member]  
Impairment loss charged against deferred charges, net $ 606
v3.8.0.1
Deferred Charges, net - Summary of Movement in Deferred Charges (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Debt Issuance Costs, Net [Abstract]      
Deferred charges, beginning balance $ 358 $ 836 $ 122
Additions   364 888
Amortization (73) (236) (174)
Impairment charge   (606)  
Deferred charges, ending balance $ 285 $ 358 $ 836