Skip to main content

DORIAN LPG LTD.

For the period ended Sep 30, 2026. Filed Nov 5, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 5, 2026

LPG$45.98-1.2%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Notes to Unaudited Condensed Consolidated Financial Statements

1. Basis of Presentation and General Information

Dorian LPG Ltd. (“Dorian”) was incorporated on July 1, 2013 under the laws of the Republic of the Marshall Islands, is headquartered in the United States, and is engaged in the transportation of liquefied petroleum gas (“LPG”) worldwide. Specifically, Dorian and its subsidiaries (together “we”, “us”, “our”, or the “Company”) are focused on owning and operating very large gas carriers (“VLGCs”), each with a cargo carrying capacity of greater than 80,000 cbm, in the LPG shipping industry. As of September 30, 2026, our fleet consists oftwenty-four VLGCs, includingone 93,000 cbm dual-fuel ECO-design Very Large Gas Carrier / Ammonia Carrier (“VLGC/AC”); one dual-fuel 84,000 cbm ECO-design VLGC (“Dual-fuel ECO VLGC”); sixteen fuel-efficient 84,000 cbm ECO-design VLGCs (“ECO VLGCs”); one 82,000 cbm modern VLGC; five time chartered-in VLGCs, of which three are dual-fuel Panamax size VLGCs; one time chartered-in ECO Panamax VLGC; andone modern VLGC. On June 22, 2026, we entered into a shipbuilding contract for a newbuilding dual-fuel Panamax VLGC with a cargo carrying capacity of 90,000 cbm, which is expected to be delivered from HD Hyundai Heavy Industries Co. Ltd. in the third calendar quarter of 2029. On August 31, 2026, we entered into three shipbuilding contracts to build three dual-fuel Panamax VLGCs with a cargo carrying capacities of 90,000 cbm each, which are expected to be delivered from Hanwha Ocean Co., LTD. in the second, third and fourth calendar quarters of 2030. Subsequent to September 30, 2026, we completed the sale of the VLGCCaptain John NP and VLGCClermont (see Note 18 below for further details). We provide in-house commercial management services for all of our vessels, including our vessels deployed in the Helios Pool (defined below), which may also receive commercial management services from MOL Energia (defined below). Excluding our time chartered-in vessels, we provide in-house technical management services for all of our vessels, including our vessels deployed in the Helios Pool.

As of September 30, 2026, fourteen of our ECO-VLGCs, includingone of our time chartered-in ECO-VLGCs, and our VLGC/AC were equipped with exhaust gas cleaning systems (commonly referred to as “scrubbers”) to reduce sulfur emissions. Additionally, one of the chartered-in dual-fuel Panamax size VLGCs is equipped with a shaft generator, which generates additional electricity that can be used to reduce fuel consumption and carbon emissions.

On April 1, 2015, Dorian and MOL Energia Pte. Ltd. (“MOL Energia”), formerly known as Phoenix Tankers Pte. Ltd., began operations of Helios LPG Pool LLC (the “Helios Pool”), which entered into pool participation agreements for the purpose of establishing and operating, as charterer, under variable rate time charters to be entered into with owners or disponent owners of VLGCs, a commercial pool of VLGCs whereby revenues and expenses are shared. Refer to Note 4 below for further description of the Helios Pool.

The unaudited interim condensed consolidated financial statements and related notes have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and related Securities and Exchange Commission (“SEC”) rules for interim financial reporting. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In our opinion, all adjustments, consisting of normal recurring items, necessary for a fair presentation of financial position, operating results and cash flows, in all material respects, have been included in the unaudited interim condensed consolidated financial statements and related notes. The unaudited interim condensed consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements and related notes for the year ended March 31, 2026 included in our Annual Report on Form 10-K filed with the SEC on May 27, 2026.

Our interim results are subject to seasonal and other fluctuations, and the operating results for any quarter are therefore not necessarily indicative of results that may be otherwise expected for the entire year.

Our subsidiaries as of September 30, 2026, which are all wholly-owned and are incorporated in the Republic of the Marshall Islands (unless otherwise noted), are listed below.

Vessel Subsidiaries

​​​​​​​​​​
​ · ​ ​ ​ · Type of · ​ ​ ​ · ​ · ​ ​ ​ · ​ · ​ ​ ​ · ​
Subsidiary · ​ · vessel · ​ · Vessel’s name · ​ · Built · ​ · CBM(1)
CJNP LPG Transport LLCVLGC/ACCaptain John NP(2)200782,000​
Comet LPG Transport LLC​VLGC​Comet​2014​84,000​
Corvette LPG Transport LLCVLGCCorvette201584,000​
Dorian Shanghai LPG Transport LLC​VLGC​Cougar​2015​84,000​
Concorde LPG Transport LLC​VLGC​Concorde​2015​84,000​
Dorian Sao Paulo LPG Transport LLC​VLGC​Continental​2015​84,000​
Dorian Ulsan LPG Transport LLC​VLGC​Constitution​2015​84,000​
Dorian Amsterdam LPG Transport LLC​VLGC​Commodore​2015​84,000​
Dorian Dubai LPG Transport LLC​VLGC​Cresques​2015​84,000​
Dorian Monaco LPG Transport LLC​VLGC​Cheyenne​2015​84,000​
Dorian Barcelona LPG Transport LLC​VLGC​Clermont(2)​2015​84,000​
Dorian Geneva LPG Transport LLC​VLGC​Cratis(3)​2015​84,000​
Dorian Cape Town LPG Transport LLC​VLGC​Chaparral(3)​2015​84,000​
Dorian Tokyo LPG Transport LLC​VLGC​Copernicus(3)​2015​84,000​
Commander LPG Transport LLC​VLGC​Commander​2015​84,000​
Dorian Explorer LPG Transport LLC​VLGC​Challenger​2015​84,000
Dorian Exporter LPG Transport LLC​VLGC​Caravelle(3)​2016​84,000​
Dorian Sakura LPG Transport LLC​VLGC​Captain Markos(3)​2023​84,000​
Dorian LPG Ammonia Transport LLC​VLGC/AC​Areion​2026​93,000​
Capricorn LPG Transport LLC​VLGC​Hull No. 3672(4)​2029​90,000​
Dorian Paros LPG Transport LLC​VLGC​Hull No. 2383(5)​2030​90,000​
Dorian Syros LPG Transport LLC​VLGC​Hull No. 2384(5)​2030​90,000​
Dorian Sifnos LPG Transport LLC​VLGC​Hull No.2385(5)​2030​90,000​

Management and Other Subsidiaries

​​
​
Subsidiary
Dorian LPG Management Corp.​
Dorian LPG (USA) LLC (incorporated in USA)​
Dorian LPG (UK) Ltd. (incorporated in UK)​
Dorian LPG Finance LLC​
Occident River Trading Limited (incorporated in UK)​
Dorian LPG (DK) ApS (incorporated in Denmark)​
Dorian LPG Chartering LLC​
Dorian LPG FFAS LLC​
Dorian LPG Nippon Lease LLC​
(1)CBM: Cubic meters, a standard measure for LPG tanker capacity.
(2)Vessel was subsequently sold to a third party in October 2026. Refer to Note 18 below for further information.
(3)Operated pursuant to a bareboat charter agreement. Refer to Note 9 below for further information.
(4)Vessel is expected to be delivered in calendar year 2029.
(5)Vessel is expected to be delivered in calendar year 2030.

** 2. Significant Accounting Policies**

The same accounting policies have been followed in these unaudited interim condensed consolidated financial statements as those applied in the preparation of our consolidated audited financial statements for the year ended March 31, 2026 (refer to Note 2 to our consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026) with the exception of the policy for accounting for vessels held for sale, which is included below.

Vessels Held for sale

We classify a vessel as being held for sale when all of the following criteria are met: (i) management is committed to a plan to sell the vessel; (ii) the vessel is available for immediate sale in its present condition; (iii) an active program to locate a buyer and other actions required to complete the plan to sell the vessel have been initiated; (iv) the sale of the vessel is probable, and transfer of the vessel is expected to qualify for recognition as a completed sale within one year; (v) the vessel is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and (vi) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Vessels classified as held for sale are measured at the lower of their carrying amount or fair value less the cost to sell. The vessels are no longer depreciated once they meet the criteria to be classified as held for sale.

Recently Issued Accounting Pronouncements Not Yet Adopted:

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Disaggregation of Income Statement Expenses (“ASU 2024-03”), which requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements with the objective to address longstanding requests from investors to provide more detailed information about expenses presented on the face of the income statement. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within the fiscal years beginning after December 15, 2027 with early adoption permitted. The amendments are to be applied either prospectively to financial statements issued for the reporting periods after the effective date or retrospectively to any or all prior periods presented in the financial statements. We are currently evaluating the impact of the adoption of ASU 2024-03 on our financial statements and related disclosures.

In May 2026, the FASB issued Accounting Standards Update ASU 2026-02, Environmental Credits and Environmental Credit Obligations, which provides recognition, measurement, presentation and disclosure requirements for entities that generate, purchase or receive environmental credits or have regulatory compliance obligations that may be settled with environmental credits. ASU 2026-02 is effective for fiscal years beginning after December 15, 2027, and interim periods within those annual reporting periods with early adoption permitted. This guidance is to be applied retrospectively by making a cumulative-effect adjustment to the opening balance of retained earnings. We are currently evaluating the impact of adopting ASU 2026-02 on our financial statements and related disclosures.

We have considered all other recent accounting pronouncements issued and believe that none are expected to have a material effect on our financial statements.

3. Segment Reporting

Our Company operates in the international transportation of liquid petroleum gas with its fleet of vessels, each of which has the same type of customer, similar operations and maintenance requirements, operates in the same regulatory environment, and is subject to similar economic characteristics. Based on this, we have determined that our Company operates inone reportable segment.

The Company’s Chief Executive Officer is the chief operating decision maker and evaluates performance based on net income and operating income.

The following is a summary of information for our single reportable segment:

​​​​​​​​​​​​​​
​ · ​ · Three months ended · ​ · Six months ended · ​
(in U.S. dollars) · ​ · September 30, 2026 · ​ · September 30, 2025 · ​ · September 30, 2026 · ​ · September 30, 2025 · ​
Total Revenues​$221,347,756​$124,064,281​$409,232,604​$208,276,247​
Gain on disposal of vessels​​63,623,051​​—​​93,739,920​​—​
​​​​​​​​​​​​​​
Less:​​​​​​​​​​​​​
Voyage expenses​​986,096​​1,033,917​​1,408,717​​2,376,673​
Charter hire expenses​​18,244,443​​13,714,116​​40,858,445​​24,436,027​
Profit sharing expenses​​2,831,122​​—​​4,508,110​​—​
Vessel operating expenses​​18,280,726​​20,682,956​​38,423,943​​42,594,562​
Other segment items (1)​​29,172,481​​29,288,547​​59,652,517​​63,932,431​
Operating income​​215,455,939​​59,344,745​​358,120,792​​74,936,554​
Nonoperating loss(2)​​(1,598,980)​​(3,962,709)​​(5,978,811)​​(9,472,417)​
Net income​$213,856,959​$55,382,036​$352,141,981​$65,464,137​
(1)Other segment items include depreciation and amortization, general and administrative expenses, and other operating income.
(2)Nonoperating loss includes interest and finance costs, interest income, gains and losses on derivatives, and other gains and losses.

4. Transactions with Related Parties

Dorian (Hellas), S.A.

Dorian LPG (USA) LLC and its subsidiaries have an agreement with Dorian (Hellas) S.A. (“DHSA”), for the provision by Dorian LPG (USA) LLC and its subsidiaries of certain chartering and marine operation services to DHSA, which had agreements to outsource certain of these services to Eagle Ocean Transport Inc., which is 100% owned by Mr. John C. Hadjipateras, our Chairman, President and Chief Executive Officer. Income from the agreement with DHSA was earned and included in “Other income-related parties” totaling less than $0.1 million for both the three months ended September 30, 2026 and 2025 and less than $0.1 million for the six months ended September 30, 2026 and 2025.

As of September 30, 2026 and March 31, 2026, there was nothing due from DHSA.

Helios LPG Pool LLC

On April 1, 2015, Dorian and MOL Energia began operations of the Helios Pool, which entered into pool participation agreements for the purpose of establishing and operating, as charterer, under variable rate time charters to be entered into with owners or disponent owners of VLGCs, a commercial pool of VLGCs whereby revenues and expenses are shared. We hold a 50% interest in the Helios Pool as a joint venture with MOL Energia and all significant rights and obligations are equally shared by both parties. All profits of the Helios Pool are distributed to the pool participants based on pool points (see below for description of pool points) assigned to each vessel as variable charter hire and, as a result, there are no profits available to the equity investors as a share of equity. We have determined that the Helios Pool is a variable interest entity as it does not have sufficient equity at risk. We do not consolidate the Helios Pool because we are not the primary beneficiary and do not have a controlling financial interest. In consideration of Accounting Standards Codification (“ASC”) 810-10-50-4e, the significant factors considered and judgments made in determining that the power to direct the activities of the Helios Pool that most significantly impact the entity’s economic performance are shared, in that all significant performance activities which relate to approval of pool policies and strategies related to pool customers and the marketing of the pool for the procurement of customers for the pool vessels, addition of new pool vessels and the pool cost management, require unanimous board consent from a board consisting oftwo members from each joint venture investor. Further, in accordance with the guidance in ASC 810-10-25-38D, the Company and MOL Energia are not related parties as defined in ASC 850 nor are they de facto agents pursuant to ASC 810-10, the power over the significant activities of the Helios Pool is shared, and no party is the primary beneficiary in the Helios Pool or has a controlling financial interest. As of September 30, 2026, the Helios Pool operated twenty-eight VLGCs, including twenty-four vessels from our

fleet (including five vessels time chartered-in from unrelated parties), two MOL Energia vessels, andtwo vessels from another participant.

As of September 30, 2026, we had net receivables from the Helios Pool of $181.2 million (net of amounts due to Helios Pool of $0.2 million which are reflected under “Due to related Parties”), including $27.5 million of working capital contributed for the operation of our vessels in the pool. As of March 31, 2026, we had net receivables from the Helios Pool ($22.0 million classified as due from related parties non-current) of $123.4 million, including $28.6 million of working capital contributed for the operation of our vessels in the pool. Our maximum exposure to losses from the pool as of September 30, 2026 is limited to the receivables from the pool. The Helios Pool does not have any third-party debt obligations. The Helios Pool has entered into commercial management agreements with each of Dorian LPG (DK) ApS and MOL Energia and has appointed both as the exclusive commercial managers of pool vessels. Fees for such services earned by Dorian LPG (DK) ApS are included in “Other income-related parties” in the unaudited interim condensed consolidated statement of operations and were $0.6 million for both the three months ended September 30, 2026, and 2025, respectively, and $1.2 million for both the six months ended September 30, 2026, and 2025, respectively. Additionally, we receive reimbursement of expenses such as costs for security guards, war risk insurance, and certain other voyage costs for vessels operating in the Helios Pool, for which we earned $0.5 million and $0.2 million for the three months ended September 30, 2026, and 2025, respectively, and $0.6 million and $0.6 million for the six months ended September 30, 2026, and 2025, respectively and are included in “Other revenues, net” in the unaudited interim condensed consolidated statements of operations.

Through our vessel owning subsidiaries, we have chartered vessels to the Helios Pool during the six months ended September 30, 2026 and 2025. The time charter revenue from the Helios Pool is variable depending upon the net results of the pool, available days and pool points for each vessel. The Helios Pool enters into voyage and time charters with external parties and receives freight and related revenue and, where applicable, incurs voyage costs such as bunkers, port costs and commissions. At the end of each month, the Helios Pool calculates net pool revenues using gross revenues, less voyage expenses of all pool vessels, less fixed time charter hire for any chartered-in vessels, less the general and administrative expenses of the pool as variable rate time charter hire for the relevant vessel to participants based on pool points (vessel attributes such as cargo carrying capacity, scrubber-equipped status, fuel efficiency, fuel-type consumed, and speed are taken into consideration) and number of days the vessel participated in the pool in the period. In accordance with the pool participation agreements, pool points are finalized in arrears every six months ending September 30 and March 31 and pool profits are reallocated based on the actual recorded speed and consumption performance for each vessel operating in the Helios Pool during the preceding six-month period. Net pool revenues, less any amounts required for working capital of the Helios Pool, are distributed, to the extent they have been collected from third-party customers of the Helios Pool. We recognize net pool revenues on a monthly basis, when each relevant vessel has participated in the pool during the period and the amount of net pool revenues for the month can be estimated reliably. Revenue earned from the Helios Pool is presented in Note 14.

5. Vessels Held for Sale

As of September 30, 2026, we determined that the sales of our 2007-built VLGCCaptain John NPand 2015-built VLGCClermont are probable to occur within twelve months and, accordingly, were reclassified to vessels held for sale. No loss has been recorded as of September 30, 2026 and we have suspended the recognition of depreciation on these vessels. The carrying value of the vessels totaled $78.8 million, which we reclassified to current assets on our unaudited condensed consolidated balance sheet as of September 30, 2026.

6. Vessels, Net

​​​​​​​​​​​
​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · Accumulated · ​ ​ ​ · ​ · ​
​ · ​ · Cost · ​ · depreciation · ​ · Net book Value
Balance, April 1, 2026​$1,869,540,238​$(653,609,628)​$1,215,930,610​
Other additions​​120,617​​—​​120,617​
Transfer to vessels held for sale​​(150,574,691)​​73,110,230​​(77,464,461)​
Disposals and other movements​​(249,239,818)​​98,234,844​​(151,004,974)​
Depreciation​​—​​(30,222,386)​​(30,222,386)​
Balance, September 30, 2026​$1,469,846,346​$(512,486,940)​$957,359,406​

Additions to vessels, net, mainly consisted of capital improvements for certain of our VLGCs during the six months ended September 30, 2026. Our vessels, with a total carrying value of $957.4 million and $1,189.3 million as of September 30, 2026 and March 31, 2026, respectively, are first-priority mortgaged as collateral for our long-term debt (refer to Note 9 below).Captain John NP andClermont were our only VLGCs that are not first-priority mortgaged as collateral for our long-term debt as of September 30, 2026 withCaptain John NPthe only one as of March 31, 2026. As of September 30, 2026, we obtained independent appraisals of the technically managed VLGCs in our fleet and concluded that there were no indicators of impairment in accordance with ASC 360 Property, Plant, and Equipment. No impairment charges were recognized for the six months ended September 30, 2026 and 2025.

During the six months ended September 30, 2026, we recorded an aggregate gain on disposal of $93.7 million from the sales of the 2014-built VLGCCorsair and the 2015-built VLGCsConstellation andCobra. We made the decision to dispose of these vessels as the agreed selling price was a suitable opportunity for us.

7. Vessels Under Construction

On June 22, 2026, we entered into a shipbuilding contract for a newbuilding dual-fuel Panamax VLGC with a cargo carrying capacity of 90,000 cbm, which is expected to be delivered from HD Hyundai Heavy Industries Co. Ltd. in the third calendar quarter of 2029. On August 31, 2026, we entered into three shipbuilding contracts to build three dual-fuel Panamax VLGCs with a cargo carrying capacity of 90,000 cbm each, which are expected to be delivered from Hanwha Ocean Co., LTD. in the second, third and fourth calendar quarters of 2030.

The analysis and movement of vessels under construction is presented in the table below:

​​​​​
​ · ​ · Net book Value · ​
Balance, April 1, 2026​ ​ ​$—
Installment payments​​56,873,000​
Other capitalized expenditures​​48,890​
Balance, September 30, 2026$56,921,890​

8. Deferred Charges, Net

The analysis and movement of deferred charges is presented in the table below:

​​​​​
​ · ​ ​ ​ · Drydocking
​ · ​ · costs
Balance, April 1, 2026​$24,990,338​
Additions​​68,589​
Disposals​​(3,066,496)​
Transfer to vessels held for sale​​(1,337,257)​
Amortization​​(3,242,825)​
Balance, September 30, 2026​$17,412,349​

9. Long-term Debt

2026 Debt Facility

On September 2, 2026, we entered into a newseven-year $368.4 million credit facility (the “2026 Debt Facility”) to refinance existing indebtedness under the 2023 A&R Facility, Cougar and Cresques Japanese Financings, and the Commander tranche of the BALCAP Facility. The syndicate is led by coordinating bookrunners Nordea Bank AbP New York Branch, which is also agent, coordinator, and security agent; and Skandinaviska Enskilda Banken AB (Publ) and bookrunners and mandated lead arrangers Crédit Agricole Corporate & Investment Bank, BNP Paribas, Danish Ship Finance A/S, DNB Carnegie, Inc., ING Capital LLC; and Oversea-Chinese Banking Corporation, London Branch. Crédit Agricole Corporate & Investment Bank will also serve as Sustainability Coordinator, as the facility also has a sustainability linked feature. The 2026 Debt Facility consists of (i) a $213.3 million term loan, (ii) a $155.1 million revolving credit facility, and an uncommitted $200 million accordion facility to support the future growth. The 2026 Debt Facility has an age-adjusted profile of 22 years and matures on June 26, 2033, with drawn amounts thereunder accruing interest at a rate of SOFR plus a margin ranging between 1.35% and 1.45% depending on the achievement of certain sustainability targets.

On September 2, 2026, $193.8 million was drawn on term loan to refinance 10 vessels and $16.0 million was drawn on the revolving credit facility to refinanceClermont prior to her delivery to new owners in October 2026 (refer to Note 18 below). On September 25, 2026, $19.5 million was drawn under the term loan facility to refinance* Cresques*. As of September 30, 2026, the revolving credit facility has an available undrawn amount of $138.3 million.

As of September 30, 2026, the debt financing was secured by, among other things, eleven of our ECO VLGCs, and we were in compliance with all financial covenants.

2023 A&R Debt Facility

Refer to Note 10 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026 for information on the $240.0 million amended and restated debt financing facility that we entered into on December 22, 2023 with Crédit Agricole Corporate and Investment Bank, ING Bank N.V., Skandinaviska Enskilda Banken AB (publ), BNP Paribas, and Danish Ship Finance A/S (the “2023 A&R Debt Facility”).

On April 20, 2026, we prepaid $16.5 million of the 2023 A&R Debt Facility, the tranche related to the 2015-built VLGCCobra.

On September 2, 2026, we prepaid the outstanding balance of each tranche in full totaling $144.0 million using proceeds from the 2026 Debt Facility.

BALCAP Facility

Refer to Note 10 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026 for information on our $83.4 million debt financing facility that we entered into on December 29, 2021 with Banc of America Leasing & Capital, LLC and other financial institutions (the “BALCAP Facility”).

On July 13, 2026, we prepaid $23.9 million of the BALCAP Facility’s then outstanding principal related to the 2015-built VLGCConstellation.

On September 2, 2026, we prepaid $23.2 million of the BALCAP Facility’s then outstanding principal related to the 2015-built VLGCCommander, using proceeds from the 2026 Debt Facility.

Areion Facility

Refer to Note 10 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026 for information on our $62.9 million debt financing facility that we entered into on February 17, 2026 with Citibank N.A., supported by export insurance provided by the Korea Trade Insurance Corporation, and Nordea Bank Abp (the “Areion Facility”).

We were in compliance with all financial covenants as of September 30, 2026.

Corsair Japanese Financing

Refer to Note 10 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026 for information on the refinancing of our 2014-built VLGC,Corsair, pursuant to a memorandum of agreement and a bareboat charter agreement (the “Corsair Japanese Financing”).

On May 28, 2026, we repaid the Corsair Japanese Financing’s then outstanding principal of$24.2 million.

Cresques Japanese Financing

Refer to Note 10 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026 for information on the refinancing of our 2015-built VLGC,Cresques, pursuant to a memorandum of agreement and a bareboat charter agreement (the “Cresques Japanese Financing”).

On June 30, 2026, we gave a notice of repurchase to the owners ofCresques and on September 25, 2026, we prepaid $21.3 million of the then outstanding principal, primarily by using proceeds from the 2026 Debt Facility’s term loan.

Cratis Japanese Financing

Refer to Note 10 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026 for information on the refinancing of our 2015-built VLGC,Cratis, pursuant to a memorandum of agreement and a bareboat charter agreement (the “Cratis Japanese Financing”).

Copernicus Japanese Financing

Refer to Note 10 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026 for information on the refinancing of our 2015-built VLGC,Copernicus, pursuant to a memorandum of agreement and a bareboat charter agreement (the “Copernicus Japanese Financing”).

Chaparral Japanese Financing

Refer to Note 10 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026 for information on the refinancing of our 2015-built VLGC,Chaparral, pursuant to a memorandum of agreement and a bareboat charter agreement (the “Chaparral Japanese Financing”).

Caravelle Japanese Financing

Refer to Note 10 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026 for information on the refinancing of our 2016-built VLGC,Caravelle, pursuant to a memorandum of agreement and a bareboat charter agreement (the “Caravelle Japanese Financing”).

Cougar Japanese Financing

Refer to Note 10 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026 for information on the refinancing of our 2016-built VLGC,Cougar, pursuant to a memorandum of agreement and a bareboat charter agreement (the “Cougar Japanese Financing”).

On August 26, 2026, we repaid the Cougar Japanese Financing’s then outstanding principal of$34.7 million.

Captain Markos Dual-Fuel Japanese Financing

Refer to Note 10 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026 for information on the financing of our 2023-built Dual-fuel VLGC,Captain Markos, pursuant to a memorandum of agreement and a bareboat charter agreement (the “Captain Markos Dual-Fuel Japanese Financing”).

Debt Obligations

The table below presents our debt obligations:

​​​​​​​​
​ · ​ ​ ​ · September 30, 2026 · ​ ​ ​ · March 31, 2026
2026 Debt Facility​$227,882,731​$—​
​​​​​​​​
2023 A&R Debt Facility​$—​$165,000,000​
​​​​​​​​
BALCAP Facility​$—​$49,891,595​
​​​​​​​​
Areion Facility​$60,648,723​$62,900,531​
​​​​​​​​
Japanese Financings​​​​​​​
Corsair Japanese Financing​$—​$24,645,833​
Cresques Japanese Financing​​—​​22,071,744​
Cratis Japanese Financing​​31,300,000​​33,340,000​
Copernicus Japanese Financing​​31,300,000​​33,340,000​
Chaparral Japanese Financing​​53,178,287​​54,594,492​
Caravelle Japanese Financing​​33,500,000​​35,300,000​
Cougar Japanese Financing​​—​​36,500,000​
Captain Markos Dual-Fuel Japanese Financing​​46,970,000​​48,230,000​
Total Japanese Financings​$196,248,287​$288,022,069​
​​​​​​​​
​​​​​​​​
Total debt obligations​$484,779,741​$565,814,195​
Less: deferred financing fees​​7,433,871​​5,419,502​
Debt obligations—net of deferred financing fees​$477,345,870​$560,394,693​
​​​​​​​​
Presented as follows:​​​​​​​
Current portion of long-term debt$43,731,830​$100,164,502​
Long-term debt—net of current portion and deferred financing fees​433,614,040​​460,230,191​
Total$477,345,870​$560,394,693​

Deferred Financing Fees

The analysis and movement of deferred financing fees is presented in the table below:

​​​​​
​ · ​ ​ ​ · Financing · ​
​ · ​ · costs · ​
Balance, April 1, 2026$5,419,502​
Additions​4,575,343​
Amortization​​(2,560,974)​
Balance, September 30, 2026​$7,433,871​

10. Leases

Time charter-in contracts

We did not time charter-in any new vessels during the six months ended September 30, 2026. In June 2025, we time chartered-in a VLGC that was redelivered to its owners in August 2026. All of our time chartered-in VLGCs were deployed in the Helios Pool and earned net pool revenues of $49.5 million and $24.7 million for the three months ended September 30, 2026 and 2025, respectively, and $88.1 million and $39.5 million for the six months ended September 30, 2026 and 2025, respectively.

Charter hire expenses for the VLGCs time chartered in were as follows:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Three months ended · ​ · Six months ended
​​September 30, 2026​September 30, 2025​September 30, 2026September 30, 2025
Charter hire expenses​$18,244,443​$13,714,116​$40,858,445$24,436,027

Office leases

We currently have operating leases for our offices in Stamford, Connecticut, USA; Copenhagen, Denmark; and Athens, Greece, which we determined to be operating leases and record the lease expense as part of general and administrative expenses in our unaudited interim condensed consolidated statements of operations. During the six months ended September 30, 2026 we extended the operating lease for our Athens office for an additional three years with anoption to extend the lease for a further three years that is considered reasonably certain to be exercised. As a result, a right-of-use asset and lease liability of $1.8 million were recognized on our balance sheets as of September 30, 2026.

Operating lease rent expense related to our office leases was as follows:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Three months ended · ​ · Six months ended
​​September 30, 2026​September 30, 2025​September 30, 2026September 30, 2025
Operating lease rent expense​$184,086​$144,524​$391,531$271,466

For our office leases and time charter-in agreements, the discount rate used ranged from 5.17% to 6.34%. The weighted average discount rate used to calculate the lease liability was 5.70%. The weighted average remaining lease term of our office leases and time chartered-in vessels as of September 30, 2026 is 38.9 months.

Our operating lease right-of-use asset and lease liabilities as of September 30, 2026 and March 31, 2026 were as follows:

​​​​​​​​​
Description · ​ · Location on Balance Sheet · ​ · September 30, 2026 · ​ · March 31, 2026
Assets:​​​​​​​​
Non-current​​​​​​​​
Office leases​Operating lease right-of-use assets​$2,025,157​$385,102
Time charter-in VLGCs​Operating lease right-of-use assets​$124,655,085​$148,327,426
​​​​​​​​​
Liabilities:​​​​​​​​
Current​​​​​​​​
Office Leases​Current portion of long-term operating leases​$314,671​$380,572
Time charter-in VLGCs​Current portion of long-term operating leases​$42,172,776​$46,281,185
​​​​​​​​​
Long-term​​​​​​​​
Office Leases​Long-term operating leases​$1,716,649​$15,543
Time charter-in VLGCs​Long-term operating leases​$82,482,309​$102,046,241

Maturities of operating lease liabilities as of September 30, 2026 were as follows:

​​​​
Less than one year​$48,391,274
One to three years​​72,420,538
Three to five years​​17,911,183
Total undiscounted lease payments​​138,722,995
Less: imputed interest​​(12,036,590)
Carrying value of operating lease liabilities​$126,686,405

Framework agreement

In September 2025, we entered into a framework agreement with MOL Energia Pte., our partner in the Helios Pool, to equally share the income or losses onBW Tokyo, one of our time chartered-in vessels. The net result reflected in this line item represents 50% of the vessel’s revenues for the period less 50% of the vessel’s charter hire-in expenses for the period and is reflected as “Profit sharing expenses” in the unaudited interim condensed consolidated statements of operations. The line items net pool revenues–related party and charter-hire expense reflect 100% of the revenues and expenses, respectively, related to this vessel.

11. Common Stock

On February 2, 2022, our Board of Directors authorized the repurchase of up to $100.0 million of our common shares (the “2022 Common Share Repurchase Authority”). Under this authorization, when in force, purchases were and may be made at our discretion in the form of open market repurchase programs, privately negotiated transactions, accelerated share repurchase programs or a combination of these methods. The actual amount and timing of share repurchases are subject to capital availability, our determination that share repurchases are in the best interests of our shareholders, and market conditions. As of September 30, 2026, our total purchases under the 2022 Common Share Repurchase Authority totaled 355,511 shares for an aggregate consideration of $7.9 million. We are not obligated to make any common share repurchases.

We madeno open market purchases of our common shares during the six months ended September 30, 2026.

12. Dividends

On May 7, 2026, we announced that our Board of Directors declared an irregular cash dividend of $1.00 per common share to all shareholders of record as of the close of business on May 18, 2026, totaling $42.8 million. We paid $42.6 million on May 28, 2026, with the remaining $0.2 million deferred until certain shares of restricted stock vest.

On July 16, 2026, we announced that our Board of Directors has declared an irregular cash dividend of $1.00 per common share to all shareholders of record as of the close of business on July 27, 2026, totaling $42.8 million. We paid $42.7 million on August 12, 2026, with the remaining $0.1 million deferred until certain shares of restricted stock vest.

On August 5, 2026, we paid $0.7 million of dividends that had been deferred until the vesting of certain restricted stock.

These were irregular dividends. All declarations of dividends are subject to the determination and discretion of our Board of Directors based on its consideration of various factors, including our results of operations, financial condition, level of indebtedness, anticipated capital requirements, contractual restrictions, restrictions in our debt agreements, restrictions under applicable law, our business prospects and other factors that our Board of Directors may deem relevant.

13. Stock-Based Compensation Plans

Our stock-based compensation expense is included within general and administrative expenses in the unaudited condensed consolidated statements of operations and was $5.8 million and $5.0 million for the three months ended September 30, 2026 and 2025, respectively, and $7.8 million and $6.7 million for the six months ended September 30, 2026 and 2025, respectively. Unrecognized compensation cost was $8.9 million as of September 30, 2026

and will be recognized over a remaining weighted average life of 1.56 years. For more information on our equity incentive plan, refer to Note 14 to our consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026.

A summary of the activity of restricted shares and units awarded under our equity incentive plan as of September 30, 2026 and changes during the six months ended September 30, 2026, is as follows:

​​​​​​​
​ · ​ ​ ​ · ​ · ​ ​ ​ · Weighted-Average
​ · ​ · ​ · ​ · Grant-Date · ​
Incentive Share/Unit Awards · ​ · Number of Shares/Units · ​ · Fair Value · ​
Unvested as of April 1, 2026​291,221​$32.81​
Granted​238,324​​43.05​
Vested​(271,743)​​36.55​
Unvested as of September 30, 2026​257,802​$38.33​

The total fair value of restricted shares that vested during the six months ended September 30, 2026 totaled $11.7 million, calculated as the number of shares vested during the period multiplied by the market price of our common stock on the applicable vesting dates.

14. Revenues

Revenues comprise the following:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · Three months ended · ​ ​ ​ · Six months ended
​ · September 30, 2026 · ​ ​ ​ · September 30, 2025 · ​ · September 30, 2026 · ​ ​ ​ · September 30, 2025
Net pool revenues—related party$220,812,588​$120,627,086​$408,616,703​$204,469,838​
Other revenues, net​535,168​3,437,195​​615,901​3,806,409​
Total revenues$221,347,756$124,064,281​$409,232,604$208,276,247​

Net pool revenues—related party depend upon the net results of the Helios Pool, and the available days and pool points for each vessel, including 100% of net pool revenues—related party for our chartered-in vessel that participates in the framework agreement described in Note 10 above. Refer to Note 2 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2026.

Other revenues, net primarily represent claim reimbursements and income from charterers relating to reimbursement of voyage expenses, such as costs for war risk insurance and security guards.

15. Financial Instruments and Fair Value Disclosures

Our principal financial assets consist of cash and cash equivalents, investment securities, amounts due from related parties, derivative instruments, trade accounts receivable, prepaid expenses and other current assets. Our principal financial liabilities consist of long-term debt, accounts payable, amounts due to related parties, and accrued liabilities.

(a)Concentration of credit risk: Financial instruments, which may subject us to significant concentrations of credit risk, consist principally of amounts due from our charterers, including the receivables from Helios Pool, and cash and cash equivalents. We limit our credit risk with amounts due from our charterers, including those through the Helios Pool, by performing ongoing credit evaluations of our charterers’ financial condition and generally do not require collateral from our charterers. We limit our credit risk with our cash and cash equivalents and restricted cash by placing it with highly-rated financial institutions and directly or indirectly highly liquid, short term highly rated debt obligations.
(b)Interest rate risk: Two of our long-term bank loans are based on SOFR and hence we are exposed to movements thereto. We had entered into various interest rate swap agreements, with one such swap currently in effect as of September 30, 2026, in order to hedge a portion of our variable interest rate exposure related to the Term Loan under the 2026 Debt Facility. This interest rate swap carries a fixed interest rate of 2.8525%.

The Areion Facility and the revolver under the 2026 Debt Facility are both unhedged. We have no exposure to floating rate movements on any of our other debt financings.

(c)Fair value measurements: Interest rate swaps are stated at fair value, which is determined using a discounted cash flow approach based on market‑based SOFR swap yield rates. SOFR swap rates are observable at commonly quoted intervals for the full terms of the swaps and, therefore, are considered Level 2 items in accordance with the fair value hierarchy. The fair value of the interest rate swap agreements approximates the amount that we would have to pay or receive for the early termination of the agreements.

The following table summarizes the location on the balance sheet of the financial assets and liabilities that are carried at fair value on a recurring basis, which comprise our financial derivatives, all of which are considered Level 2 items in accordance with the fair value hierarchy as of:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · ​ · September 30, 2026 · ​ · ​ · March 31, 2026
​ · ​ · Other non-current assets · ​ · Long-term liabilities · ​ · Other non-current assets · ​ · Long-term liabilities
Derivatives not designated as hedging instruments · ​ ​ ​ · Derivative instruments · ​ ​ ​ · Derivative instruments · ​ ​ ​ · Derivative instruments · ​ ​ ​ · Derivative instruments
Interest rate swap agreements​$4,991,925​$—​$2,337,425​$—​

The effect of derivative instruments within the unaudited interim condensed consolidated statements of operations for the periods presented is as follows:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · ​ · ​ · Three months ended · ​
Derivatives not designated as hedging instruments · ​ ​ ​ · Location of gain/(loss) recognized · ​ ​ ​ · September 30, 2026 · ​ ​ ​ · September 30, 2025
Interest rate swaps—change in fair valueUnrealized gain/(loss) on derivatives​1,721,535​​(381,658)​
Interest rate swaps—realized gainRealized gain on derivatives​293,860​​528,095​
Gain/(loss) on derivatives, net​​$2,015,395​$146,437​
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ ​ ​ · ​ · ​ ​ ​ · Six months ended
Derivatives not designated as hedging instruments · ​ ​ ​ · Location of gain/(loss) recognized · ​ ​ ​ · September 30, 2026 · ​ ​ ​ · September 30, 2025
Interest rate swaps—change in fair valueUnrealized gain/(loss) on derivatives$2,654,500​$(1,565,499)​
Interest rate swaps—realized gainRealized gain on derivatives​580,370​​1,067,524​
Gain/(loss) on derivatives, net​​$3,234,870​$(497,975)​

As of September 30, 2026 and March 31, 2026, no fair value measurements for assets or liabilities under Level 1 or Level 3 were recognized in the consolidated balance sheets with the exception of Level 1 items cash and cash equivalents, restricted cash, and investment securities. We did not have any other assets or liabilities measured at fair value on a non-recurring basis during the three and six months ended September 30, 2026 and 2025.

(d)Book values and fair values of financial instruments: In addition to the derivatives that we are required to record at fair value on our balance sheet (see (c) above) we have investment securities that are recorded at fair value and included in other current assets in our balance sheet. We have other financial instruments that are carried at historical cost including trade accounts receivable, equity securities, at cost, amounts due from related parties, cash and cash equivalents, restricted cash, accounts payable, amounts due to related parties and accrued liabilities for which the historical carrying value approximates the fair value due to the short-term nature of these financial instruments.

The summary of gains and losses on our investment securities included in other gain/(loss), net as stated in our unaudited interim condensed consolidated statements of operations for the periods presented is as follows:

​​​​​​​​
​ · ​ · Three months ended · ​
​ · ​ ​ ​ · September 30, 2026 · ​ ​ ​ · September 30, 2025 · ​
Unrealized gain on investment securities​$420,702​$552,725​
​​​​​​​​
​​Six months ended​
​​ ​ ​September 30, 2026​ ​ ​September 30, 2025
Unrealized gain on investment securities​$632,857​$555,759​

We have long-term bank debt, the 2026 Debt Facility and Areion Facility, for which we believe the carrying value approximates fair value as the loans bear interest at variable interest rates based on SOFR, which is observable at commonly quoted intervals for the full terms of the loans, and hence are considered as a Level 2 item in accordance with the fair value hierarchy. We have long-term debt related to the Cratis Japanese Financing, Copernicus Japanese Financing, Chaparral Japanese Financing, Caravelle Japanese Financing, and Captain Markos Dual-Fuel Japanese Financing, (collectively, the “Japanese Financings”) that incur interest at a fixed rate. The Japanese Financings are considered Level 2 items in accordance with the fair value hierarchy and the fair value of each is based on a discounted cash flow analysis using current observable interest rates.

The following table summarizes the carrying value and estimated fair value of our fixed rate debt obligations as of:

​​​​​​​​​​​​​​​
​ · ​ · September 30, 2026 · ​ · ​ · March 31, 2026 · ​
​ · ​ ​ ​ · Carrying Value · ​ ​ ​ · Fair Value · ​ · ​ ​ ​ · Carrying Value · ​ ​ ​ · Fair Value · ​
Corsair Japanese Financing​$—​$—​​$24,645,833​$24,354,660​
Cresques Japanese Financing​​—​​—​​​22,071,744​​23,176,904​
Cratis Japanese Financing​​31,300,000​​29,531,860​​​33,340,000​​32,066,599​
Copernicus Japanese Financing​​31,300,000​​29,531,860​​​33,340,000​​32,066,599​
Chaparral Japanese Financing​​53,178,287​​52,171,479​​​54,594,492​​54,386,863​
Caravelle Japanese Financing​​33,500,000​​31,398,131​​​35,300,000​​33,893,259​
Cougar Japanese Financing​​—​​—​​​36,500,000​​37,996,095​
Captain Markos Dual-Fuel Japanese Financing​​46,970,000​​47,802,163​​​48,230,000​​51,115,820​
BALCAP Facility​​—​​—​​​49,891,595​​49,119,651​

16. Earnings Per Share (“EPS”)

Basic EPS represents net income attributable to common shareholders divided by the weighted average number of common shares outstanding during the measurement period. Our restricted stock shares include rights to receive dividends that are subject to the risk of forfeiture if service requirements are not satisfied, thus these shares are not considered participating securities and are excluded from the basic weighted-average shares outstanding calculation. Diluted EPS represent net income attributable to common shareholders divided by the weighted average number of common shares outstanding during the measurement period while also giving effect to all potentially dilutive common shares that were outstanding during the period as computed using the treasury stock method.

The calculations of basic and diluted EPS for the periods presented are as follows:

​​​​​​​​​​​​​​
​ · ​ · Three months ended · ​ · Six months ended · ​
(In U.S. dollars except share data) · ​ · September 30, 2026 · ​ · September 30, 2025 · ​ · September 30, 2026 · ​ · September 30, 2025 · ​
Numerator:​​​​​​​​​​​​​
Net income​$213,856,959​$55,382,036​$352,141,981​$65,464,137​
Denominator:​​​​​​​​​​​​​
Basic weighted average number of common shares outstanding​​42,683,291​​42,535,822​​42,616,987​​42,481,943​
Effect of dilutive restricted stock and restricted stock units​​266,036​​103,515​​215,901​​165,746​
Diluted weighted average number of common shares outstanding​​42,949,327​​42,639,337​​42,832,888​​42,647,689​
EPS:​​​​​​​​​​​​​
Basic​$5.01​$1.30​$8.26​$1.54​
Diluted​$4.98​$1.30​$8.22​$1.53​

There wereno shares of unvested restricted stock excluded from the calculation of diluted EPS for the three and six months ended September 30, 2026 and 2025 because the effect of their inclusion would be anti-dilutive.

17. Commitments and Contingencies

Commitments under Newbuilding Contracts

On June 22, 2026, we entered into a shipbuilding contract for a newbuilding dual-fuel Panamax VLGC with a cargo carrying capacity of 90,000 cbm, which is expected to be delivered from HD Hyundai Heavy Industries Co. Ltd. in the third calendar quarter of 2029.

On August 31, 2026, we entered into three shipbuilding contracts to build three dual-fuel Panamax VLGCs with a cargo carrying capacity of 90,000 cbm each, which are expected to be delivered from Hanwha Ocean Co., LTD. in the second, third and fourth calendar quarters of 2030.

As of September 30, 2026, we had the following commitments related to the construction of the newbuildings:

​ · ​ · ​ · ​ · ​
​​September 30, 2026​
Less than one year​$33,813,000​
One to three years​$148,595,000​
Three to five years​$214,149,000​
Total​$396,557,000​

Operating Leases

As of September 30, 2026, we had the following commitments as a lessee under operating leases relating to our Denmark office:

​ · ​ · ​ · ​ · ​
​​September 30, 2026​
Less than one year​$62,358​

Other

From time to time, we expect to be subject to legal proceedings and claims in the ordinary course of business, principally personal injury and property casualty claims. Such claims, even if lacking in merit, could result in the expenditure of significant financial and managerial resources. We are not aware of any claim that is reasonably possible and should be disclosed or probable and for which a provision should be established in the unaudited interim condensed consolidated financial statements. Also, if applicable, we record undiscounted receivables for probable loss recoveries from insurance or other parties. We are not aware of any material claim that is reasonably possible and should be disclosed in the unaudited interim condensed consolidated financial statements.

18. Subsequent Events

Sale of Vessels

On October 2, 2026 and October 13, 2026, respectively, we completed the sales of our 2007-built VLGCCaptain John NPand 2015-built VLGCClermont, receiving total vessel sale proceeds, net of commission, of $167.4 million. As of September 30, 2026, the carrying value of the two vessels totaled $78.8 million and the cumulative gain on sale of the vessels is expected to be approximately $88.6 million.

Repayment of Long-term Debt

On October 23, 2026, we repaid$16.0 million plus accrued interest related to theClermont under the 2026 Debt Facility’s revolver.

Dividend

On October 30, 2026, we announced that our Board of Directors declared an irregular cash dividend of $1.25 per share of the Company’s common stock totaling $53.7 million. The dividend is payable on or about November 24, 2026 to all shareholders of record as of the close of business on November 9, 2026.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.