Capital Clean Energy Carriers emerged as the culmination of a series of transformative transactions previously trading under the name 'Capital Product Partners', (NASDAQ: CPLP). The master limited partnership was formed early in 2007 with a mission to maintain and extend its leadership position in the seaborne transportation of crude and refined oil products and chemicals. Guided by this mission, CPLP sought to capitalize on the growth trends within the global shipping industry and take advantage of acquisition opportunities in the fragmented shipping market.
In May 2011, CPLP merged with Crude Carriers Corp, acquiring two VLCC and three Suezmax tankers in a unit-for-share transaction, strengthening its balance sheet and solidifying its position as one of the largest maritime partnerships with a high-specification, diversified fleet.
On November 27, 2018, CPLP agreed to spin off its crude and product tanker business into a separate publicly listed company, Diamond S Shipping, Inc. (NYSE: DSSI), forming the third largest publicly traded MR and product tanker company. The $1.65 billion transaction was consummated on March 28, 2019. Further to the announcement of the merger, CPLP completed a 1-for-7 reverse unit split and set a new quarterly distribution guidance of $0.315 per unit. This transaction enabled CPLP to realign its assets with its business model, enhancing cash flow visibility for CPLP unitholders and expanding its asset base with modern vessels employed under medium- to long-term charters with a view to growing its long-term distributable cash flow.
In October 2021, CPLP announced an expansion in the LNG market, by acquiring three latest generation, two stroke LNG carriers from Capital Gas. Following a successfully concluded €150.0 million bond issue on the Athens Exchange during October, the company exercised the option to acquire three additional LNGCs with long-term charters attached. The issue has been oversubscribed by more than five times, with listed offers exceeding 800 million euros for five-year senior unsecured bonds.
In July 2022, CPLP continued to execute against its plan of fleet expansion and renewal by agreeing to acquire from its sponsor, Capital Maritime & Trading Corp., one 174,000 cubic meters LNG carrier and three 13,278 TEU hybrid scrubber-fitted, dual fuel ready eco container vessels for $597.5M.
During 2Q 2022, the Partnership also agreed to sell two 8,266 TEU container vessels for $130M, to partially fund the acquisitions by offering 100M Euro unsecured Greek bonds. The issue was oversubscribed 3.6 times and priced at 4.4%, reflecting inflation and the growing cost of funding since CPLP successfully launched its first Greek bond last October. This transaction demonstrated the ability of the Partnership to raise incremental capital and provide financial flexibility in view of its vessel acquisition program in a rising interest rates environment.
Furthermore, these strategic actions not only served as a pivotal step toward diversifying CPLP’s revenue sources and customer base but to expand its presence in the LNG market with a sizeable fleet and investment. The move into a high growth industry such as the LNG market is particularly significant as it is underpinned by positive long-term fundamentals, as both natural gas and LNG are expected to play a key role in the energy transition to net zero in the years ahead.
CPLP’s long-term investment plan focuses on technologically advanced ships with innovative elements, including LNG as propulsion fuel thus contributing to ‘green’ growth. This strategic approach aligns with CPLP's steadfast commitment to sustainability and responsible business practices.
Notably, CPLP’s diversification and adaptability to evolving market dynamics remains consistent with the Partnership's objectives of driving predictable growth through the acquisition of high-quality vessel assets while still returning capital to unitholders. Thanks to the highly accretive transactions that have bolstered CPLP’s earnings and cash flow generation, CPLP increased its common unit distribution by 50% in 4Q 2021 to $0.60 per year. Moreover, on January 26, 2023, a new unit repurchase program for up to $30.0 million was approved by the Board of Directors, effective for a period of two years through January 2025. The Partnership has repurchased a total of 1,074,993 common units since the launching of the first unit repurchase plan on February 19, 2021, at an average cost of $13.46 per unit. This demonstrates the Partnership’s commitment to enhancing returns for unitholders and driving long-term unitholder value. Since its inception in 2007, CPLP has distributed more than $800 million in dividends to its unitholders.
On November 2023, CPLP announced a transformative transaction including the acquisition of 11 newbuild LNG carriers for $3.1 billion, renaming of the Partnership as “Capital New Energy Carriers L.P.” and intention to convert into a corporation focused on LNG and energy transition. During the fourth quarter of 2023, the Partnership completed a right offering of $500 million with full backstop of its largest unitholder and sponsor, Capital Maritime to partly finance the acquisition of the 11 newbuild carriers while giving a right of first refusal on all LNG business and its new energy newbuilding vessels to CPLP. Additionally, CPLP announced its strategy to divest all non-core container assets, marking the beginning of Capital New Carriers Energy’s journey as a leading tonnage provider in the energy transition sector.
Over the years, CPLP’s vessels have secured long-term employment among others with BP, Cheniere, CMA CGM, Engie, Hapag-Lloyd, Hartree, HMM, Maersk Lines, MSC, ONE, and ZIM.
On June 3 2024 CPLP announced a further Expansion via a $756 million investment in Liquid CO2 and LPG-Ammonia Carriers. Six vessels of the 10 vessels acquired are Dual Fuel Medium Gas Carriers and four are Liquid CO2 Handy Multi Gas Carriers. This represents a key strategic expansion with an eye to the energy transition, adding complementary gas capability to core LNG competence and including pioneering vessels in the transportation of LCO2 and ammonia.
The addition of these 10 state of the art, high specification vessels will allow us to provide our existing customers such as utilities, energy companies and traders with a full range of vessels for all their gas transportation needs, increasing our footprint and reach in the market. While LNG remains the groups core competence, with an expected delivered fleet of 18 latest generation LNG carriers by 2027, this transaction puts a strong emphasis on the energy transition, as these new acquisitions will have the capability to move Liquefied Petroleum Gas (“LPG”), ammonia, butane, propylene and liquid CO2. The ship building berths secured are valuable early slots within a very tight ship building market and at highly reputable shipyards for these types of vessels. This strategic investment not only strengthens our market position, but also aligns the company with the future of energy transportation, ensuring we remain at the forefront of the industry.
The MGC vessels to be acquired are in line with our strategy of acquiring high specification, versatile vessels, which can offer our charterers reduced unit freight cost. They are among a new generation of MGCs that are dual fuel (can burn both LPG and Fuel Oil) and have shaft generators, as well as other energy saving devices, while they offer increased capacity of 15%-30% compared to older generation MGCs. The combination of higher capacity, energy savings and cheaper fuel (LPG) offers very attractive unit freight cost economics, which we expect to command a significant premium compared to their older counterparts, reflecting substantial advancements in both design and technology. The LCO2s are unique vessels that we believe will place the company at the forefront of energy transition shipping, as they represent ground-breaking technology in maritime transport. These vessels offer unparalleled trading flexibility, as they are capable of transporting liquid CO2, LPG, and ammonia. Featuring a low-pressure system, they ensure the lowest unit freight cost and are being constructed at high operational specifications, including but not limited to, multiple cargo systems, reinforced cargo tanks, bow and stern thrusters and ice class capabilities.
Furthermore, they are alternative-marine-power-ready and with options for ammonia propulsion and/or onboard carbon capture, thus potentially significantly reducing carbon emissions. With the capacity to move more than 1 million tonnes of liquid CO2 annually, these vessels are expected to be the workhorses of the ammonia and liquid CO2 industries.
On August 2 2024 Capital Product Partners L.P. (“CPLP) announced the approval by a majority of our unitholders, the conflicts committee of our Board of Directors, our full Board of Directors and our general partner, Capital GP L.L.C. of the conversion of CPLP from a Marshall Islands limited partnership to a Marshall Islands corporation and the renaming of CPLP to “Capital Clean Energy Carriers Corp.” In connection with the Conversion, our General Partner will give up its existing management and consent rights with respect to CPLP.
The Conversion and the Name Change are key milestones in our strategic pivot towards the transportation of various forms of natural gas to industrial customers, including liquefied natural gas (“LNG”) and new commodities emerging as a result of the energy transition, as initially announced in November 2023.
To achieve our strategic pivot, we entered into the Umbrella Agreement with Capital Maritime & Trading Corp. (“Capital Maritime”), our sponsor, and the General Partner, under which we agreed to acquire 11 newbuild LNG/C vessels (the “Newbuild LNG/C Vessels”), of which five vessels are already on the water and the remaining six vessels are expected to be delivered between the first quarter of 2026 and the first quarter of 2027.
