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[6-K] Capital Clean Energy Carriers Corp. Current Report (Foreign Issuer)

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Rhea-AI Filing Summary

Capital Clean Energy Carriers Corp. reported solid Q4 2025 results as it completes its shift toward gas shipping. Net income from continuing operations reached $28.4 million, up from $20.8 million a year earlier, on revenues of $98.3 million versus $97.6 million. The main driver was higher LNG charter activity and sharply lower interest expense and finance cost of $23.9 million, down from $33.4 million.

For the year ended December 31, 2025, net income from operations was $170.8 million. As of that date, total shareholders’ equity was $1,499.4 million, with total debt including discontinued operations of $2,454.3 million and cash, including discontinued operations, of $295.6 million.

The company is executing a major fleet transition: it has sold 14 container vessels since December 2023, including the M/V Buenaventura Express, which generated a $4.2 million gain and helped repay $84.4 million of debt. Its under-construction fleet requires scheduled capex of $2,386.8 million as of December 31, 2025, covering nine latest-generation LNG carriers and the Gas Fleet.

Growth is being financed partly through a new €250.0 million unsecured bond maturing in 2033 with a 3.75% coupon, earmarked to refinance a prior €150.0 million bond and support capex and working capital. Shareholder returns continue via a quarterly cash dividend of $0.15 per share for Q4 2025 and ongoing use of a Dividend Reinvestment Plan and a $75.0 million at-the-market equity program.

Operationally, the company took delivery of the Active, its first LCO2/multi-gas carrier, financed with $29.4 million of cash and a $48.9 million 12-year ECA-backed loan, and placed it on a six-month LPG time charter with an extension option. It also ordered three additional latest-technology LNG carriers with an en bloc price of $769.5 million, reinforcing its status as the largest U.S.-listed LNG shipping company with 12 LNG carriers in the water and nine on order.

In governance, CCEC announced that Martin Houston has been appointed Chairman of the company, with Keith Forman moving to Vice-Chairman. Management highlights strong contracted cash flows, disciplined capital allocation and substantial liquidity as key supports for funding its large orderbook and pursuing energy-transition shipping opportunities.

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Insights

CCEC posts stronger earnings while leveraging up for a large LNG-focused growth program.

Capital Clean Energy Carriers delivered higher Q4 2025 profitability, with net income from continuing operations rising to $28.4 million as interest expense fell to $23.9 million. Full-year net income from operations reached $170.8 million, reflecting the shift toward modern LNG assets and away from containers.

The balance sheet shows sizeable leverage: total debt including discontinued operations was $2,454.3 million as of December 31, 2025, against shareholders’ equity of $1,499.4 million. A new €250.0 million unsecured bond due 2033 at a 3.75% coupon refinances earlier euro debt and funds part of the under-construction fleet.

Growth commitments are substantial. Scheduled capex for under-construction vessels totals $2,386.8 million, including nine latest-generation LNG carriers and the Gas Fleet. Execution will rely on contracted cash flows, continued access to debt markets, and disciplined equity issuance through the DRIP and the $75.0 million ATM program as disclosed.

 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of March 2026

COMMISSION FILE NUMBER: 001-33373

 

 

CAPITAL CLEAN ENERGY CARRIERS CORP.

(Translation of registrant’s name into English)

 

 

3 Iassonos Street

Piraeus, 18537 Greece

(Address of principal executive offices)

 

 

Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒   Form 40-F ☐

 

 
 


Attached as Exhibit I hereto is a copy of the press release of Capital Clean Energy Carriers Corp. (the “Company”) announcing the financial results for the fourth quarter ended December 31, 2025.

Attached as Exhibit II hereto is a copy of the press release of the Company announcing that Martin Houston has been appointed Chairman of the Company with Keith Forman moving to a new role as Vice-Chairman.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Dated: March 13, 2026     CAPITAL CLEAN ENERGY CARRIERS CORP.
    By:  

/s/ Gerasimos (Jerry) Kalogiratos

    Name: Gerasimos (Jerry) Kalogiratos
    Title: Chief Executive Officer

Exhibit I

 

LOGO

CAPITAL CLEAN ENERGY CARRIERS CORP. ANNOUNCES FOURTH QUARTER 2025 FINANCIAL

RESULTS

ATHENS, Greece, March 5, 2026 (GLOBE NEWSWIRE) – Capital Clean Energy Carriers Corp. (the “Company”, “CCEC”, “we” or “us”) (NASDAQ: CCEC), an international owner of ocean-going vessels, today released its financial results for the fourth quarter ended December 31, 2025.

Key Quarterly Highlights

 

   

Ordered three latest-technology LNG carriers with deliveries in 2028 and 2029

 

   

Concluded the sale of a 13,696 TEU container vessel, the M/V Buenaventura Express

 

   

Took delivery of our first LCO2/multi-gas carrier, the Active

 

   

Announced dividend of $0.15 per share for the fourth quarter of 2025

Key Financial Highlights (continuing operations)

 

     Three-month period ended December 31,  
     2025      2024      Increase/
(Decrease)
 

Revenues

   $ 98.3 million      $ 97.6 million        0.7

Expenses

   $ 44.8 million      $ 44.5 million        0.7

Interest expense and finance cost

   $ 23.9 million      $ 33.4 million        (28.4 %) 

Net Income

   $ 28.4 million      $ 20.8 million        36.5

Average number of vessels1

     13.0        13.0        0.0
 
1 

Average number of vessels is measured by aggregating the number of days each vessel was part of our fleet during the period and dividing such aggregate number by the number of calendar days in the period.


Management Commentary

Mr. Jerry Kalogiratos, Chief Executive Officer of CCEC, commented:

“During the fourth quarter, we continued to execute on our strategy to build a leading gas transportation platform, delivering resilient earnings and strong cash generation from our modern LNG fleet. We expanded our long-term growth profile by ordering three latest-technology LNG carriers for delivery in 2028 and 2029, further reinforcing our position as the largest U.S.-listed LNG shipping company.

We also advanced our transition away from container shipping, agreeing to the sale of an additional Neo-Panamax container vessel in the fourth quarter, with the proceeds from the sale received in the first quarter of 2026 used to further strengthen our balance sheet. In early January, we took delivery of the Active, our first LCO2/multi-gas carrier, marking an important milestone as we enter emerging energy-transition markets, in parallel with our presence in commercially competitive conventional gas trades. Supported by our contracted cash flows, disciplined capital allocation, and substantial liquidity, we remain focused on funding our orderbook and creating long-term value for our shareholders.”

In November 2023, the Company announced its decision to shift its strategic focus towards the transportation of various forms of gas to industrial customers, including LNG and emerging new commodities in connection with the energy transition. As part of this strategy, we agreed to acquire 11 newbuild LNG Carriers (“LNG/Cs”) and in June 2024, we further expanded the Company’s gas-focused portfolio with the acquisition of 10 gas carriers, including four liquid CO2 (“LCO2”) / multi-gas and six dual-fuel multi-gas carriers (the “Gas Fleet”). In December 2025, we ordered an additional three latest-technology LNG/Cs.

Since December 2023, the Company has also completed the sale of 14 container vessels. In view of this strategic shift, we present our financial results on a continuing operations basis, except for where reference is made to discontinued operations. Financial results from continuing operations include revenues, expenses and cash flows arising from 13 vessels in-the-water during Q4 2025, including 12 latest generation LNG/Cs and a 13,312 twenty-foot equivalent unit (“TEU”) Neo-Panamax container vessel.

Financial results from discontinued operations include revenues, expenses and cash flows arising from the 14 container vessels we have sold, following the announcement of our strategic shift in November 2023. Please refer to Appendix A Discontinued Operations.

Fleet Update

The first of our LCO2/multi-gas carriers, the Active (28,629 DWT, 22,000 CBM, low-pressure LCO2 carrier, Hyundai Mipo Dockyard Co., Ltd., South Korea) was delivered to the Company on January 5, 2026, and commenced a six-month time charter transporting LPG, with an option for a further six-month extension with an energy trading company. The acquisition of the Active was financed with $29.4 million cash on hand and a 12-year ECA-backed loan of $48.9 million. The loan is repayable in 48 quarterly instalments of $0.6 million, with a balloon payment of $18.0 million payable with the final instalment in December 2037. The Company may borrow an additional amount of up to $7.5 million if the vessel secures long-term employment.

 

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Container Divestment Update

On October 29, 2025, the Company signed a memorandum of agreement (“MOA”) for the sale of the M/V Buenaventura Express (142,411 DWT / 13,696 TEU, eco container vessel, built 2023, Hyundai Samho Industries Co. Ltd, South Korea). The vessel was delivered to its new owners on January 19, 2026, and we recognized a total gain from the sale of $4.2 million. Cash proceeds were used to pay down outstanding debt of $84.4 million, with the remaining balance allocated to general corporate purposes. The divestment of this additional container vessel is consistent with the Company’s stated strategy to shift our strategic focus towards the transportation of various forms of gas to industrial customers, including LNG and emerging new commodities in connection with the energy transition. Since December 2023, CCEC has sold 14 container vessels generating gross proceeds of approximately $814.3 million. After this latest sale, the Company retains only a 13,312 TEU container vessel in its fleet, currently employed on a long-term time-charter through 2033, with options to extend through 2039.

Contracting of three latest-technology LNG/Cs

On December 29, 2025, CCEC announced that it had secured three LNG/C berths at HD Hyundai Samho Co., Ltd., with one vessel scheduled for delivery in the third quarter of 2028 and two further deliveries in the first quarter of 2029. The en bloc ship building price of these vessels is $769.5 million. The vessels have been designed to incorporate a number of upgrades in their specifications and are expected to rank amongst the most efficient LNG/Cs in the global fleet in terms of fuel consumption and boil-off rates.

With its latest order for three additional LNG/Cs, the Company reaffirms its strategic position as the largest US-listed LNG shipping company, with 12 LNG/Cs currently in the water and nine LNG/Cs on order (“Newbuild LNG/Cs”).

Under-Construction Fleet Update

The Company’s under-construction fleet includes nine latest generation LNG/Cs (comprising the remaining Newbuild LNG/Cs that have not yet been delivered to the Company) and the Gas Fleet. The following table sets out the Company’s schedule of expected capex payments for its under-construction fleet as of December 31, 2025.

 

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Capex Schedule of CCEC in USD million, as of December 31, 2025:

 

     Q1      Q2      Q3      Q4      Q1      Q2      Q3      Q4      Q1      Q2      Q3      Q4      Q1         
     26      26      26      26      27      27      27      27      28      28      28      28      29      Total  

Newbuild LNG/Cs

     62.0        51.2        393.7        0.0        702.2        24.7        0.0        74.0        0.0        49.4        186.4        0.0        372.8        1,916.4  

Gas Fleet

     29.8        105.4        115.4        47.7        89.3        46.9        35.9        0.0        0.0        0.0        0.0        0.0        0.0        470.4  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

     91.8        156.6        509.1        47.7        791.5        71.6        35.9        74.0        0.0        49.4        186.4        0.0        372.8        2,386.8  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

The Company has paid by the end of the fourth quarter of 2025, $704.9 million in advances towards the acquisition of its under-construction fleet. The delivery instalment of the Active was paid in December 2025.

Overview of Fourth Quarter 2025 Results

Net income for the quarter ended December 31, 2025, was $28.4 million, compared with net income of $20.8 million for the fourth quarter of 2024.

Total revenue for the quarter ended December 31, 2025, was $98.3 million, compared to $97.6 million during the fourth quarter of 2024. The increase in revenue was attributable to the commencement of the long-term bareboat charter of LNG/C Axios II in the first quarter of 2025, partly offset by the scheduled hire rate step down of LNG/C Attalos.

Total expenses for the quarter ended December 31, 2025, were $44.8 million, compared to $44.5 million in the fourth quarter of 2024. Total vessel operating expenses during the fourth quarter of 2025 amounted to $16.5 million, compared to $16.1 million during the fourth quarter of 2024.

Total expenses for the fourth quarter of 2025 also include vessel depreciation and amortization of $21.9 million, in line with the fourth quarter of 2024. General and administrative expenses for the fourth quarter of 2025 amounted to $4.0 million, compared to $4.3 million in the fourth quarter of 2024, on the back of lower costs incurred in connection with our equity compensation incentive plan.

Total other expenses, net for the quarter ended December 31, 2025, were $25.2 million compared to $32.3 million incurred in the fourth quarter of 2024. Total other expenses, net include interest expense and finance cost of $23.9 million for the fourth quarter of 2025, compared to $33.4 million for the fourth quarter of 2024. The decrease in interest expense and finance cost was mainly attributable to the decrease in our average indebtedness and the weighted average interest rate charged on our debt compared to the fourth quarter of last year.

 

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Company Capitalization

As of December 31, 2025, total cash, including discontinued operations, amounted to $295.6 million. Total cash includes restricted cash of $21.0 million, which represents the minimum liquidity requirement under our financing arrangements.

As of December 31, 2025, the Company’s total shareholders’ equity amounted to $1,499.4 million, an increase of $156.4 million compared to $1,343.0 million as of December 31, 2024. The increase for the year ended December 31, 2025 reflects net income (including net income from discontinued operations) of $170.8 million, amortization associated with the equity incentive plan of $5.8 million, net proceeds of $0.2 million under the Company’s ATM Program (as defined below) and $16.4 million of common shares issued under our Dividend Reinvestment Plan net of expenses, partly offset by dividends declared during the period for a total amount of $35.5 million and other comprehensive loss of $1.3 million relating to the net effect of the cross-currency swap agreement we designated as an accounting hedge.

As of December 31, 2025, the Company’s total debt including discontinued operations was $2,454.3 million compared to $2,598.3 million as of December 31, 2024. As of December 31, 2025, the Company’s total debt from continuing operations was $2,369.9 million compared to $2,413.3 million as of December 31, 2024.

As of December 31, 2025, the weighted average margin on our floating debt, including discontinued operations amounting to $1,928.1 million, was 1.8% over SOFR and the weighted average interest rate on our fixed rate debt, amounting to $526.2 million, was 4.3%.

Issuance of €250.0 million unsecured bonds

On February 25, 2026, CCEC successfully completed the offering of €250.0 million of unsecured bonds to investors in Greece (the “Bonds”), which were admitted to trading in the category of fixed income securities of the Regulated Market of the Athens Exchange on February 26, 2026.

The Bonds will mature in 2033 and will bear a coupon of 3.75%, payable semi-annually.

The proceeds of the Bonds will be used to refinance the outstanding €150.0 million unsecured bond issued in 2021, as well as to partially fund CCEC’s capital expenditures and support the Company’s working capital needs. CCEC estimates the expenses related to the offering to be approximately €7.5 million.

ATM Program

On January 27, 2025, we entered into an Open Market Sale AgreementSM with Jefferies LLC, under which we may sell, from time to time through Jefferies LLC, acting as our sales agent, new common shares having an aggregate offering amount of up to $75.0 million (the “ATM Program”). During the quarter ended December 31, 2025, the Company issued and sold 556 shares pursuant to the ATM Program at an average price of $21.14 per share gross of sale expenses.

 

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Dividend Reinvestment Plan (“DRIP”)

The Company has implemented a Dividend Reinvestment Plan to provide our shareholders with a convenient and economical way to reinvest cash dividends to purchase our common shares. The DRIP is available to our existing shareholders and investors who may become our shareholders in the future outside of the DRIP. In November 2025, the Company issued 404,975 common shares under the DRIP at the price of $20.50 per share, gross of issuance costs.

Quarterly Dividend Distribution

On January 22, 2026, the Board of Directors of the Company declared a cash dividend per share of $0.15 for the fourth quarter of 2025 which was paid on February 12, 2026, to shareholders of record on February 3, 2026.

LNG Market Update

The fourth quarter of 2025 saw the strongest spot LNG shipping market of the past two years. Spot charter rates for two-stroke vessels averaged approximately $76,000 per day during the quarter, peaking in November at around $150,000 per day—an impressive recovery from the depressed levels observed over the previous three quarters.

Unexpectedly higher production out of the U.S., pockets of floating storage opportunities, open arbitrage to the East, and logistical constraints at discharge ports collectively drove spot rates higher by more than 240% compared to their peak in the third quarter. This served as a stark reminder of the fragility of the LNG shipping supply–demand balance, where modest changes in cargo economics, production volumes, or port logistics can collectively have a disproportionate impact on freight markets.

Two-stroke vessels fully captured the benefits of the strengthening market, while rates for older, smaller, and less efficient tonnage improved only marginally. This divergence underscores the increasingly limited commercial relevance of older vessels going forward.

Mid- and long-term time charter rates softened slightly during the quarter, with multiple fixtures concluded in the low- to mid-$80,000 per day range, driven primarily by long-term fundamentals. Ordering activity increased materially in the fourth quarter following three comparatively quiet quarters by historical standards. A total of 23 LNG carriers were ordered during the quarter, 17 of which were placed in December alone. For context, only 21 vessels were ordered across the previous three quarters combined. This surge in ordering activity has resulted in upward pressure on newbuilding prices, with the latest contracts each concluded at slightly greater than $250.0 million per vessel.

As of quarter-end, 283 LNG carriers were on order, with 23 vessels delivered during the fourth quarter of 2025. Of the total orderbook, analysts estimate that only 35 vessels remain without committed employment, six of which are controlled by the Company.

 

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LPG Market Update

CCEC has an additional nine gas carriers on order as part of its Gas Fleet, consisting of three LCO₂ / multi-gas carriers and six dual-fuel medium gas carriers .The deliveries commenced with the handy LCO2/multi-gas carrier Active (22,000 CBM, Hyundai) in January 2026, which has been immediately deployed under a six-month time charter transporting LPG, with an option to extend the charter for an additional six months.

Market conditions across both handy-sized and mid-size gas segments remained positive, with employment reflecting a balanced mix of spot exposure and short-term time charters. The multi-gas carrier (“MGC”) fleet amounts to 138 vessels, of which approximately 68% is secured on time charter coverage, with around 32% of the time charter fleet employed in ammonia trading. The semi-refrigerated handy-sized segment comprises 57 vessels, of which 49 are fixed on short term time charters (less than two years), with approximately 16% of the time charter fleet engaged in ammonia trading during the fourth quarter of 2025.

Earnings were supported by stable rates and strong utilization, particularly in the handy-sized segment, driven by continued butadiene flows to the Far East and ambient Iraqi LPG exports. The MGC segment recorded its strongest fixing quarter in recent years, benefiting from robust US LPG export volumes that tightened VLGC availability. Elevated VLGC rates encouraged charterers to seek alternative tonnage, supporting strong earnings throughout the reporting period.

Looking ahead, supply growth in the semi-refrigerated handy-sized segment remains limited. Looking into 2026, there are only seven vessels scheduled for delivery until year end, representing approximately 12% of the existing fleet. The MGC segment saw two newbuildings delivered during the fourth quarter of 2025, with a further 22 vessels expected over the next 12 months, equating to approximately 16% of the current fleet.

Time charter rates remained firm during the fourth quarter, with semi-refrigerated handy-sized vessels assessed at $31,000 per day for one year, while fully refrigerated MGCs (40,000 cbm conventional) rates were assessed at $32,000 per day.

Corporate Governance Update

The Climate Disclosure Project (CDP) is a global environmental disclosure system used by companies, capital markets and other stakeholders to assess and compare reported environmental information. Operating in more than 90 countries, the CDP is spearheading a global push to integrate climate risk and social responsibility into strategic planning for businesses, municipalities, and beyond. CCEC is pleased to announce that, following its first CDP disclosure, the Company has scored a “B” rating.

 

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Conference Call and Webcast

Today, March 5th, 2026, the Company will host an interactive conference call at 8:30 a.m. Eastern Time to discuss the financial results.

Conference Call Details

Participants should dial into the call 10 minutes before the scheduled time using the following numbers: 877 405 1226 (US Toll-Free Dial In) or +1 201 689 7823 (US and Standard International Dial In). Please quote “Capital Clean Energy” to the operator and/or conference ID 13759104. Click here for participant International Toll-Free access numbers. Alternatively, participants can register for the call using the “Call Me” option for a faster connection to join the conference call. You can enter your phone number and let the system call you right away.

Slides and Audio Webcast

There will also be a live, and then archived, webcast of the conference call and accompanying slides, available through the Company’s website. To listen to the archived audio file, visit our website http://ir.capitalcleanenergycarriers.com/ and click on Webcasts & Presentations under our Investor Relations page. Participants in the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.

About Capital Clean Energy Carriers Corp.

Capital Clean Energy Carriers Corp. (NASDAQ: CCEC), an international shipping company, is a leading platform of gas carriage solutions with a focus on energy transition. CCEC’s in-the-water fleet includes 14 high specification vessels, including 12 latest generation LNG/Cs, one legacy Neo-Panamax container vessel, and one handy LCO2/multi-gas carrier. In addition, CCEC’s under-construction fleet includes nine additional latest generation LNG/Cs, six dual-fuel medium gas carriers and three handy LCO2/multi-gas carriers, to be delivered between the second quarter of 2026 and the first quarter of 2029.

For more information about the Company, please visit: www.capitalcleanenergycarriers.com

Forward-Looking Statements

The statements in this press release that are not historical facts, including, among other things, statements related to CCEC’s ability to pursue growth opportunities and CCEC’s expectations or objectives regarding future vessel deliveries and charter rate expectations, are forward-looking statements (as such term is defined in Section 21E of the Securities Exchange Act of 1934, as amended). These forward-looking statements involve risks and uncertainties that could cause the stated or forecasted results to be materially different from those anticipated. For a discussion of factors that could materially affect the outcome of forward-looking statements and other risks and uncertainties, see “Risk Factors” in our annual report filed with the SEC on Form 20-F for the year ended December 31, 2024, filed on April 17, 2025. Unless required by law, CCEC expressly disclaims

 

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any obligation to update or revise any of these forward-looking statements, whether because of future events, new information, a change in its views or expectations, to conform them to actual results or otherwise. CCEC does not assume any responsibility for the accuracy and completeness of the forward-looking statements. You are cautioned not to place undue reliance on forward-looking statements.

Contact Details:

Investor Relations / Media

Brian Gallagher

EVP Investor Relations

Tel. +44 (770) 368 4996

E-mail: b.gallagher@capitalmaritime.com

Nicolas Bornozis/Markella Kara

Capital Link, Inc. (New York)

Tel. +1-212-661-7566

E-mail: ccec@capitallink.com

 

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Capital Clean Energy Carriers Corp.

Unaudited Condensed Consolidated Statements of Comprehensive Income

(In thousands of United States Dollars, except for number of shares and earnings per share)

 

    

For the three-month periods

ended December 31,

    For the years
ended December 31,
 
     2025     2024     2025     2024  

Revenues

     98,348       97,610       392,706       339,549  
  

 

 

   

 

 

   

 

 

   

 

 

 

Expenses:

        

Voyage expenses

     2,476       2,417       7,733       9,833  

Vessel operating expenses

     14,201       13,650       59,083       50,170  

Vessel operating expenses - related parties

     2,312       2,412       9,144       8,722  

General and administrative expenses

     3,955       4,272       15,598       16,682  

Vessel depreciation and amortization

     21,886       21,766       87,213       76,454  
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating income, net

     53,518       53,093       213,935       177,688  
  

 

 

   

 

 

   

 

 

   

 

 

 

Other (expense) / income, net:

        

Interest expense and finance cost

     (23,907     (33,409     (103,128     (125,760

Other (expense) / income, net

     (1,258     1,106       2,587       3,262  

Total other expense, net

     (25,165     (32,303     (100,541     (122,498
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income from continuing operations

     28,353       20,790       113,394       55,190  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income from discontinued operations

     8,165       81,466       57,365       138,444  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income from operations

     36,518       102,256       170,759       193,634  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income attributable to General Partner

     —        —        —        743  

Deemed dividend to General Partner

     —        —        —        46,184  

Net income attributable to unvested shares

     —        391       —        808  

Net income attributable to common shareholders

     36,518       101,865       170,759       145,899  

Net income from continuing operations per:

        

Common shares, basic and diluted

     0.48       0.35       1.92       0.15  

Weighted average shares outstanding:

        

Common shares, basic

     59,302,122       58,390,900       58,919,848       56,094,666  

Common shares, diluted

     59,703,282       58,390,900       59,191,879       56,094,666  

Net income from discontinued operations per:

        

Common shares, basic and diluted

     0.14       1.39       0.97       2.45  

Weighted average shares outstanding:

        

Common shares, basic

     59,302,122       58,390,900       58,919,848       56,094,666  

Common shares, diluted

     59,703,282       58,390,900       59,191,879       56,094,666  

Net income from operations per:

        

Common shares, basic

     0.62       1.74       2.90       2.60  

Common shares, diluted

     0.61       —        2.88       —   

Weighted average shares outstanding:

        

Common shares, basic

     59,302,122       58,390,900       58,919,848       56,094,666  

Common shares, diluted

     59,703,282       58,390,900       59,191,879       56,094,666  

 

10


Capital Clean Energy Carriers Corp.

Unaudited Condensed Consolidated Balance Sheets

(In thousands of United States Dollars)

 

     As of December 31, 2025      As of December 31, 2024  

Assets

     

Current assets

     

Cash and cash equivalents

   $ 273,843      $ 312,654  

Trade accounts receivable

     8,437        3,689  

Prepayments and other assets

     7,437        7,194  

Due from related party

     —         1,131  

Inventories

     3,982        4,427  

Claims

     1,044        865  

Current assets of discontinued operations

     124,238        75,583  
  

 

 

    

 

 

 

Total current assets

     418,981        405,543  
  

 

 

    

 

 

 

Fixed assets

     

Advances for vessels under construction – related party

     54,000        54,000  

Vessels, net and vessels under construction

     3,516,778        3,289,660  
  

 

 

    

 

 

 

Total fixed assets

     3,570,778        3,343,660  
  

 

 

    

 

 

 

Other non-current assets

     

Above market acquired charters

     66,597        101,574  

Deferred charges, net

     3,483        361  

Restricted cash

     21,047        22,521  

Derivative asset

     13,682        1,574  

Prepayments and other assets

     546        4  

Non-current assets of discontinued operation

     —         237,645  
  

 

 

    

 

 

 

Total non-current assets

     3,676,133        3,707,339  
  

 

 

    

 

 

 

Total assets

   $ 4,095,114      $ 4,112,882  
  

 

 

    

 

 

 

Liabilities and Shareholders’ Equity

     

Current liabilities

     

Current portion of long-term debt, net

   $ 297,043      $ 117,126  

Trade accounts payable

     11,129        14,615  

Due to related parties

     5,607        3,542  

Accrued liabilities

     37,717        31,160  

Deferred revenue

     29,413        29,804  

Derivative liabilities

     —         18,114  

Current liabilities of discontinued operations

     103,514        29,130  
  

 

 

    

 

 

 

Total current liabilities

     484,423        243,491  
  

 

 

    

 

 

 

Long-term liabilities

     

Long-term debt, net

     2,057,294        2,277,957  

Below market acquired charters

     53,531        65,923  

Deferred revenue

     499        634  

Non-current liabilities of discontinued operations

     —         181,908  
  

 

 

    

 

 

 

Total long-term liabilities

     2,111,324        2,526,422  
  

 

 

    

 

 

 

Total liabilities

     2,595,747        2,769,913  
  

 

 

    

 

 

 

Commitments and contingencies

     
  

 

 

    

 

 

 

Total shareholders’ equity

     1,499,367        1,342,969  
  

 

 

    

 

 

 

Total liabilities and shareholders’ equity

   $ 4,095,114      $ 4,112,882  
  

 

 

    

 

 

 

 

11


Capital Clean Energy Carriers Corp.

Unaudited Condensed Consolidated Statements of Cash Flows

(In thousands of United States Dollars)

 

     For the years ended December 31,  
     2025     2024  

Cash flows from operating activities of continuing operations:

    

Net income from operations

   $ 170,759     $ 193,634  

Less: Net income from discontinued operations

     57,365       138,444  

Net income from continuing operations

     113,394       55,190  

Adjustments to reconcile net income to net cash provided by operating activities:

    

Vessel depreciation and amortization

     87,213       76,454  

Amortization and write-off of deferred financing costs

     3,738       3,028  

Amortization / accretion of above / below market acquired charters

     22,586       17,052  

Amortization of ineffective portion of derivatives

     (210     (209

Equity compensation expense

     6,395       6,918  

Change in fair value of derivatives

     (18,114     10,934  

Unrealized bonds exchange differences

     19,775       (9,848

Changes in operating assets and liabilities:

    

Trade accounts receivable

     (4,748     (1,799

Prepayments and other assets

     (785     525  

Due from related party

     1,131       716  

Inventories

     445       (1,904

Claims

     (752     —   

Trade accounts payable

     (2,566     5,634  

Due to related parties

     2,065       1,386  

Accrued liabilities

     5,264       13,403  

Deferred revenue

     (526     7,337  

Dry Docking - paid

     (1,488     —   
  

 

 

   

 

 

 

Net cash provided by operating activities of continuing operations

   $ 232,817     $ 184,817  
  

 

 

   

 

 

 

Cash flows from investing activities of continuing operations:

    

Vessel acquisitions, vessels under construction and improvements including time and bareboat charter agreements

     (315,121     (1,200,978

Proceeds from insurance claims

     573       —   

Expenses paid for sale of vessels

     (220     (219
  

 

 

   

 

 

 

Net cash used in investing activities of continuing operations

   $ (314,768   $ (1,201,197
  

 

 

   

 

 

 

Cash flows from financing activities of continuing operations:

    

Proceeds from long-term debt

     44,454       1,582,000  

Deferred financing costs paid

     (1,462     (12,911

Payments of long-term debt

     (120,868     (780,910

Proceeds from offering, net of commissions paid

     207       —   

 

12


Rights offering costs paid

     (498     (476

Dividends paid

     (18,997     (33,813
  

 

 

   

 

 

 

Net cash (used in) / provided by financing activities of continuing operations

   $ (97,164   $ 753,890  
  

 

 

   

 

 

 

Net decrease in cash, cash equivalents and restricted cash from continuing operations

   $ (179,115   $ (262,490
  

 

 

   

 

 

 

Cash flows from discontinued operations

    

Operating activities

     9,245       55,030  

Investing activities

     230,195       448,059  

Financing activities

     (100,610     (108,902
  

 

 

   

 

 

 

Net increase in cash, cash equivalents and restricted cash from discontinued operations

     138,830       394,187  
  

 

 

   

 

 

 

Net (decrease) / increase in cash, cash equivalents and restricted cash

     (40,285     131,697  
  

 

 

   

 

 

 

Cash, cash equivalents and restricted cash at the beginning of the year

   $ 335,175     $ 203,478  
  

 

 

   

 

 

 

Cash, cash equivalents and restricted cash at the end of the year

   $ 294,890     $ 335,175  
  

 

 

   

 

 

 

Supplemental cash flow information

    

Cash paid for interest

   $ 107,022     $ 131,870  

Non-Cash Investing and Financing Activities

    

Capital expenditures included in liabilities

     2,929       4,140  

Capitalized dry-docking costs included in liabilities

     4,021       4,149  

Deferred financing and offering costs included in liabilities

     60       86  

Expenses for sale of vessels included in liabilities

     1,870       5,396  

Dividends reinvestment plan issuance of new shares

     16,475       —   

Seller’s credit agreements in connection with the acquisition of vessel owning companies

     —        134,764  

Reconciliation of cash, cash equivalents and restricted cash

    

Cash and cash equivalents

     273,843       312,654  

Restricted cash - non-current assets

     21,047       22,521  
  

 

 

   

 

 

 

Total cash, cash equivalents and restricted cash shown in the statements of cash flows

   $ 294,890     $ 335,175  
  

 

 

   

 

 

 

Appendix A

 

I.

Discontinued Operations - Vessels

 

Name of Vessel

  

Type

   TEU   

Memorandum of
Agreement Date

  

Delivery

M/V Akadimos

   Neo Panamax Container Vessel    9,288    January 31, 2024    March 8, 2024

M/V Long Beach Express

   Panamax Container Vessel    5,089    December 15, 2023    February 26, 2024

M/V Seattle Express

   Panamax Container Vessel    5,089    February 14, 2024    April 26, 2024

M/V Fos Express

   Panamax Container Vessel    5,089    February 14, 2024    May 3, 2024

M/V Athenian

   Neo Panamax Container Vessel    9,954    March 1, 2024    April 22, 2024

M/V Athos

   Neo Panamax Container Vessel    9,954    March 1, 2024    April 22, 2024

M/V Aristomenis

   Neo Panamax Container Vessel    9,954    March 1, 2024    May 3, 2024

M/V Hyundai Premium

   Neo Panamax Container Vessel    5,023    September 12, 2024    November 22, 2024

M/V Hyundai Paramount

   Neo Panamax Container Vessel    5,023    September 12, 2024    December 20, 2024

M/V Hyundai Prestige

   Neo Panamax Container Vessel    5,023    September 12, 2024    December 5, 2024

M/V Hyundai Privilege

   Neo Panamax Container Vessel    5,023    September 12, 2024    January 10, 2025

M/V Hyundai Platinum

   Neo Panamax Container Vessel    5,023    September 12, 2024    March 10, 2025

M/V Manzanillo Express

   Neo Panamax Container Vessel    13,312    August 7, 2025    October 6, 2025

M/V Buenaventura Express

   Neo Panamax Container Vessel    13,696    October 29, 2025    January 19, 2026

 

13


II.

Discontinued Operations - Unaudited Condensed Consolidated Statements of Comprehensive Income (In thousands of United States Dollars)

 

     For the three-month
periods ended December 31,
    For the years ended
December 31,
 
     2025     2024     2025     2024  

Revenues

     4,113       20,299       28,886       100,439  
  

 

 

   

 

 

   

 

 

   

 

 

 

Expenses / (income), net:

        

Voyage expenses

     95       387       662       2,114  

Vessel operating expenses

     1,056       4,382       6,390       22,536  

Vessel operating expenses - related party

     115       655       836       3,443  

Vessel depreciation and amortization

     397       2,426       6,983       20,720  

Gain on sale of vessels

     (7,492     (72,205     (53,705     (103,807
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating income, net

     9,942       84,654       67,720       155,433  
  

 

 

   

 

 

   

 

 

   

 

 

 

Other (expense) / income, net:

        

Interest expense and finance cost

     (1,776     (3,321     (10,572     (17,203

Other (expense) / income, net

     (1     133       217       214  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total other expense, net

     (1,777     (3,188     (10,355     (16,989
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income from discontinued operations

     8,165       81,466       57,365       138,444  
  

 

 

   

 

 

   

 

 

   

 

 

 

During the year ended December 31, 2025, the Company disposed of the following vessels recognizing, a gain on sale of vessels of $53,705.

 

Vessel

  

MOA Date

  

Delivery date

M/V Hyundai Privilege

  

September 12, 2024

  

January 10, 2025

M/V Hyundai Platinum

  

September 12, 2024

  

March 10, 2025

M/V Manzanillo Express

  

August 7, 2025

  

October 6, 2025

 

III.

Discontinued Operations - Unaudited Condensed selected balance sheets information (In thousands of United States Dollars)

 

     As of December 31,      As of December 31,  
     2025      2024  

Cash and cash equivalents

   $ 680      $ 1,371  

Trade accounts receivable

     92        800  

Inventories

     —         417  

Prepayments and other assets

     1,205        1,226  

Claims

     49        49  

Assets held for sale

     122,212        71,720  
  

 

 

    

 

 

 

Current assets of discontinued operations

     124,238        75,583  
  

 

 

    

 

 

 

Vessels, net

     —         237,645  
  

 

 

    

 

 

 

Non-current assets of discontinued operations

     —         237,645  
  

 

 

    

 

 

 

Current portion of long-term debt, net

     —         11,257  

Trade accounts payable

     2,446        3,530  

Accrued liabilities

     9,017        13,440  

Deferred revenue

     —         903  

Liabilities associated with vessel held for sale

     92,051        —   
  

 

 

    

 

 

 

Current liabilities of discontinued operations

     103,514        29,130  
  

 

 

    

 

 

 

Long-term liabilities

     —         172,172  

Below market acquired charters

     —         9,736  
  

 

 

    

 

 

 

Non-current liabilities of discontinued operations

     —         181,908  
  

 

 

    

 

 

 

 

14


On August 7, 2025, the Company entered into a MOA, to sell the M/V Manzanillo Express to an unaffiliated party for total consideration of $118,500. At that date, the Company considered that the M/V Manzanillo Express met the criteria to be classified as held for sale and is included in “Non-current assets of discontinued operations” in the summarized unaudited condensed selected balance sheet information from discontinued operations as of December 31, 2024. As of the MOA date the M/V Manzanillo Express fair value less estimated costs to sell exceeded its carrying amount, so no impairment charge was recognized. The vessel was delivered to its new owner on October 6, 2025.

On October 29, 2025, the Company entered into a MOA, to sell the M/V Buenaventura Express to an unaffiliated party for total consideration of $120,100. At that date, the Company considered that the M/V Buenaventura Express met the criteria to be classified as held for sale and is included in “Current assets from discontinued operations” in the summarized unaudited condensed selected balance sheet information from discontinued operations as of December 31, 2025, and 2024. As of the MOA date the M/V Buenaventura Express fair value less estimated costs to sell exceeded its carrying amount, so no impairment charge was recognized. The vessel was delivered to its new owner in January 2026.

 

15

Exhibit II

 

LOGO

CAPITAL CLEAN ENERGY CARRIERS CORP. ANNOUNCES CHANGES TO OUR BOARD OF

DIRECTORS

ATHENS, Greece, March 9, 2026 (GLOBE NEWSWIRE) – Capital Clean Energy Carriers Corp. (the “Company”, “CCEC,” “we” or “us”) (NASDAQ: CCEC), an international owner of ocean-going vessels, today announces that Martin Houston has been appointed Chairman of the company with Keith Forman moving to a new role as Vice-Chairman.

Martin Houston said: “I am immensely proud and privileged to take on the role of Chairman at Capital Clean Energy Carriers as we enter a dynamic period of growth, with the global LNG and LNG shipping markets projected to expand by 50% over next five years. Under Keith’s stewardship as Chairman, the company and its management have successfully navigated a repositioning, now focusing on gas transportation with a focus on LNG shipping. I am delighted that Keith will continue to play an active role in the company’s evolution as Vice-Chairman, providing invaluable support and guidance.”

Keith Forman commented: “It has been a true honor to lead Capital Clean Energy Carriers Corp., and previously

Capital Product Partners L.P., as Chairman over the past eight years. During this time, the Company has achieved significant milestones, including its conversion from a partnership to a corporation, as well as its pivot and expansion into gas shipping. Martin’s vast experience and expertise across all aspects of the LNG market make him exceptionally well-qualified to guide CCEC forward. I look forward to supporting Martin, the board, and the management team in my new capacity as Vice-Chairman.”

Martin Houston Biography

Mr. Houston began his career as petroleum geologist in 1979 and since then has worked worldwide for 46 years, managing all forms of enterprise in the energy industry. He is currently the Chairman of Omega Oil and Gas Ltd. and a Non-Executive Director of Energean plc, BUPA Arabia SA, CC Energy and Singapore GasCo. He is also a Senior Advisor at Moelis and Company. In October 2024, he stepped down as co-founder and Executive Chairman of Tellurian Inc., following the sale of the company. He retired from BG Group in 2014 as Chief Operating Officer and Executive Director after 32 years. Mr. Houston is a Merryck mentor and a Fellow of the Geological Society of London. He is on the Advisory Board of the Center on Global Energy Policy at Columbia University’s School of International and Public Affairs in New York and the Chairman of the Philanthropic Board of Newcastle University. He was an invited member of the National Petroleum Council of the United States for over 15 years. Mr. Houston earned a BSc in geology from Newcastle University and an MSc in petroleum geology from Imperial College, London.


About Capital Clean Energy Carriers Corp.

Capital Clean Energy Carriers Corp. (NASDAQ: CCEC), an international shipping company, is a leading platform of gas carriage solutions with a focus on energy transition. CCEC’s in-the-water fleet includes 14 high specification vessels, including 12 latest generation LNG carriers (“LNG/C”), one handy LCO2/multi-gas carrier and one legacy Neo-Panamax container vessel. In addition, CCEC’s under-construction fleet includes nine additional latest generation LNG/Cs, six dual-fuel medium gas carriers and three handy LCO2/multi-gas carriers, to be delivered between the second quarter of 2026 and the first quarter of 2029.

For more information about the Company, please visit: www.capitalcleanenergycarriers.com

Contact Details

Investor Relations / Media

Brian Gallagher

EVP Investor Relations

Tel. +44 (770) 368 4996

E-mail: b.gallagher@capitalmaritime.com

Nicolas Bornozis / Markella Kara

Capital Link, Inc. (New York)

Tel. +1-212-661-7566

E-mail: ccec@capitallink.com

Source: Capital Clean Energy Carriers Corp.

 

2

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