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
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2022
Commission File Number 001-39237
ATLAS CORP.
(Exact name of Registrant as specified in its Charter)
23 Berkeley Square
London, United Kingdom
W1J 6HE
(Address of principal executive office)
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 ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)(1). Yes ☐ No ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)(7). Yes ☐ No ☒



Item A — Information Contained in this Form 6-K Report
This report on Form 6-K of Atlas Corp., or this Report, is hereby incorporated by reference into: the Registration Statement of Atlas Corp. filed with the Securities and Exchange Commission, (the “SEC”), on May 30, 2008 on Form F-3D (Registration No. 333-151329), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on March 31, 2011 on Form S-8 (Registration No. 333-173207), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on June 20, 2013 on Form S-8 (Registration No. 333-189493), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on April 24, 2012 on Form F-3 (Registration No. 333-180895), as amended on March 22, 2013 and February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on April 29, 2014 on Form F-3 (Registration No. 333-195571), as amended on March 6, 2017, April 19, 2017 and February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on November 28, 2014 on Form F-3 (Registration No. 333-200639), as amended on March 6, 2017, April 19, 2017 and February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on November 28, 2014 on Form S-8 (Registration No. 333-200640), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on March 12, 2015 on Form F-3D (Registration No. 333-202698), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on June 24, 2016 on Form S-8 (Registration No. 333-212230), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on August 25, 2017 on Form F-3 (Registration No. 333-220176), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on December 21, 2017 on Form S-8 (Registration No. 333-222216), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on April 13, 2018 on Form F-3D (Registration No. 333-224291), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on April 13, 2018 on Form F-3 (Registration No. 333-224288), as amended on May 3, 2018, May 7, 2018 and February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on September 28, 2018 on Form F-3 (Registration No. 333-227597), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on January 18, 2019 on Form F-3 (Registration No. 333-229312), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on March 27, 2019 on Form F-3 (Registration No. 333-230524), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on May 11, 2020 on Form F-3 (Registration No. 333-238178), as supplemented on December 7, 2020, the Registration Statement of Atlas Corp. filed with the SEC on June 30, 2020 on Form S-8 (Registration No. 333-239578), the Registration Statement of Atlas Corp filed with the SEC on March 19, 2021 on Form F-3 (Registration No. 333-254536), the Registration Statement of Atlas Corp filed with the SEC on July 16, 2021 on Form F-3 (Registration No. 333-257967), and the Registration Statement of Atlas Corp filed with the SEC on March 25, 2022 on Form S-8 (Registration No. 333-263872).

Seaspan Corporation Financial Information
Part I to this Report contains certain financial information of Seaspan Corporation, a wholly owned subsidiary of Atlas Corp., as of and for the three months ended March 31, 2022.

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.

ATLAS CORP.
Date: May 19, 2022
By: /s/ Graham Talbot
Graham Talbot
Chief Financial Officer
(Principal Financial and Accounting Officer)



INDEX

Unless we otherwise specify, when used in this Report, the terms “Seaspan”, the “Company”, “we”, “our” and “us” refer to Seaspan Corporation and its subsidiaries.



ITEM 1 - INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
SEASPAN CORPORATION
Interim Consolidated Balance Sheets
(Unaudited)
(Expressed in millions of United States dollars)
March 31, 2022 December 31, 2021
Assets
Current assets:
Cash and cash equivalents $ 151.0  $ 169.0 
Accounts receivable 32.8  28.8 
Due from related party (note 3) 42.1  38.3 
Prepaid expenses and other 43.8  36.6 
Net investment in lease (note 4) 17.1  16.8 
Assets held for sale (note 5) 48.2  — 
335.0  289.5 
Vessels (note 5) 7,654.4  7,676.1 
Right-of-use asset (note 6) 724.1  720.4 
Net investment in lease (note 4) 736.8  741.5 
Goodwill 75.3  75.3 
Derivative instruments (note 16(c)) 86.4  49.0 
Other assets (note 7) 262.1  270.6 
$ 9,874.1  $ 9,822.4 
Liabilities and shareholder's equity
Current liabilities:
Accounts payable and accrued liabilities $ 130.4  $ 136.7 
Deferred revenue 28.2  44.7 
Long-term debt - current (note 8) 543.4  542.1 
Operating lease liabilities - current (note 9) 144.1  153.8 
Finance lease liabilities - current (note 10) 59.3  — 
Other financing arrangements - current (note 11) 100.8  100.5 
Other liabilities - current 23.6  7.6 
1,029.8  985.4 
Long-term debt (note 8) 3,441.8  3,480.9 
Operating lease liabilities (note 9) 512.2  558.6 
Other financing arrangements (note 11) 1,212.2  1,239.3 
Derivative instruments (note 16(c)) 60.3  66.5 
Other liabilities 9.0  10.4 
Total liabilities 6,265.3  6,341.1 
Shareholder's equity:
Share capital 2.5  2.5 
Additional paid in capital 3,568.5  3,565.1 
Retained earnings (deficit) 56.7  (67.2)
Accumulated other comprehensive loss (18.9) (19.1)
3,608.8  3,481.3 
$ 9,874.1  $ 9,822.4 
Commitments and contingencies (note 14)
Subsequent events (note 17)

See accompanying notes to consolidated financial statements.
1


SEASPAN CORPORATION
Interim Consolidated Statements of Operations
(Unaudited)
(Expressed in millions of United States dollars)

For the Three Months Ended March 31,
2022 2021
Revenue (note 13) $ 387.2  $ 333.8 
Operating expenses:
Ship operating 75.0  68.2 
Depreciation and amortization 78.4  75.2 
General and administrative 12.2  9.5 
Operating leases (note 9) 32.9  35.4 
Loss on disposal of vessels 2.0  — 
200.5  188.3 
Operating earnings 186.7  145.5 
Other expenses (income):
Interest expense 40.9  42.7 
Interest income (0.1) (0.1)
(Gain)/loss on derivative instruments (note 16 (c)) (37.4) 5.9 
Other expenses 6.8  0.9 
10.2  49.4 
Net earnings $ 176.5  $ 96.1 
See accompanying notes to consolidated financial statements.
2


SEASPAN CORPORATION
Interim Consolidated Statements of Comprehensive Income
(Unaudited)
(Expressed in millions of United States dollars)

For the Three Months Ended March 31,
2022 2021
Net earnings $ 176.5  $ 96.1 
Other comprehensive income:
Amounts reclassified to net earnings during the period relating to cash flow hedging instruments (note 16(c)) 0.2  0.3 
Comprehensive income $ 176.7  $ 96.4 

See accompanying notes to consolidated financial statements.
3


SEASPAN CORPORATION
Interim Consolidated Statements of Shareholder’s Equity
(Unaudited)
(Expressed in millions of United States dollars, except number of shares)
Three Months Ended March 31, 2022
Number of Additional Accumulated other Total
common Common paid-in comprehensive shareholder's
shares shares capital Deficit loss equity
Balance, December 31, 2021 249,219,800  $ 2.5  $ 3,565.1  $ (67.2) $ (19.1) $ 3,481.3 
Impact of accounting policy change (note 2(b)) —  —  —  (5.1) —  (5.1)
Adjusted balance, December 31, 2021 249,219,800  2.5  3,565.1  (72.3) (19.1) 3,476.2 
Net earnings —  —  —  176.5  —  176.5 
Other comprehensive income —  —  —  —  0.2  0.2 
Dividends on common shares —  —  —  (47.5) —  (47.5)
Share-based compensation expense —  —  3.4  —  —  3.4 
Balance, March 31, 2022 249,219,800  $ 2.5  $ 3,568.5  $ 56.7  $ (18.9) $ 3,608.8 
See accompanying notes to consolidated financial statements.
4


SEASPAN CORPORATION
Interim Consolidated Statements of Shareholder’s Equity
(Unaudited)
(Expressed in millions of United States dollars, except number of shares)

Three Months Ended March 31, 2021
  Number of Additional Accumulated other Total
common Common paid-in comprehensive shareholder's
  shares shares capital Deficit loss equity
Balance, December 31, 2020, carried forward   249,219,800  $ 2.5  $ 3,557.8  $ (292.7) $ (20.3) $ 3,247.3 
Net earnings   —  —  —  96.1  —  96.1 
Other comprehensive income   —  —  0.3  0.3 
Dividends on common shares   —  —  —  (48.0) —  (48.0)
Share-based compensation expense 2.4  —  —  2.4 
Balance, March 31, 2021 249,219,800 $ 2.5  $ 3,560.2  $ (244.6) $ (20.0) $ 3,298.1 
See accompanying notes to consolidated financial statements.
5


SEASPAN CORPORATION
Interim Consolidated Statements of Cash Flows
(Unaudited)
(Expressed in millions of United States dollars)

Three Months Ended March 21,
2022 2021
Cash from (used in):
Operating activities:
Net earnings $ 176.5  $ 96.1 
Items not involving cash:
Depreciation and amortization 78.4  75.2 
Change in right-of-use asset 29.2  30.3 
Non-cash interest expense and accretion 4.8  11.0 
Unrealized change in derivative instruments (43.5) (0.9)
Amortization of acquired revenue contracts 4.7  4.2 
Loss on vessel disposal 2.0  — 
Other 2.3  3.1 
Changes in assets and liabilities:
Accounts receivable (8.3) (10.5)
Net investment in lease 4.3  3.2 
Prepaid expenses and other (7.2) (0.6)
Deferred dry-dock (2.1) (5.6)
Other assets (2.2) (3.4)
Accounts payable and accrued liabilities (7.8) (7.7)
Deferred revenue (16.6) 0.7 
Operating lease liabilities (26.8) (30.0)
Finance lease liabilities (3.0) — 
Derivative instruments 6.1  6.8 
Cash from operating activities 190.8  171.9 
Investing activities:
Acquisition of /additions to vessels, including vessels under construction (118.4) (185.6)
Prepayment on vessel purchase —  (12.7)
Payment on settlement of interest swap agreements (5.0) (5.3)
Other assets and liabilities 2.3  0.7 
Proceeds from vessel sales 43.8  — 
Capitalized interest (9.3) (0.8)
Cash used in investing activities (86.6) (203.7)
Financing activities:
Repayments of long-term debt and other financing arrangements (69.6) (415.5)
Issuance of long-term debt and other financing arrangements —  530.2 
Financing fees (5.1) (2.5)
Dividends on common shares (47.5) (48.0)
Cash (used in) from financing activities (122.2) 64.2 
(Decrease) increase in cash and cash equivalents (18.0) 32.4 
Cash and cash equivalents and restricted cash, beginning of period 169.0  243.5 
Cash and cash equivalents and restricted cash, end of period $ 151.0  $ 275.9 

Supplemental cash flow information (note 12)

See accompanying notes to consolidated financial statements.

6

SEASPAN CORPORATION
Notes to Interim Consolidated Financial Statements
(Unaudited)
(Tabular amounts in millions of United States dollars)

1.General:
Seaspan Corporation (“Seaspan” or the “Company”) was incorporated on May 3, 2005 in the Marshall Islands and owns and operates containerships pursuant to primarily long-term, fixed-rate time charters to major container liner companies. Seaspan is a wholly owned subsidiary of Atlas Corp. ("Atlas").
2.Significant accounting policies:
(a)Basis of presentation:
Except for the changes described in note 2(b), the accompanying interim financial information of Seaspan Corporation has been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), on a basis consistent with those followed in the December 31, 2021 audited annual consolidated financial statements of Atlas. The accompanying interim financial information is unaudited and reflects all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for a fair presentation of results for the interim periods presented.
(b)     Recent accounting pronouncements:
Discontinuation of LIBOR
In 2021, the Company adopted ASU 2020-04, “Reference Rate Reform (Topic 848)”, prospectively to contract modifications. The guidance provides optional relief for the discontinuation of LIBOR resulting from rate reform. Contract terms that are modified due to the replacement of a reference rate are not required to be remeasured or reassessed under FASB’s relevant U.S. GAAP Topic. The election is available by Topic. The Company has elected to apply the optional relief for contracts under ASC 470, “Debt”, ASC 840 and 842, “Leases”, and ASC 815, “Derivatives and Hedging”. There was no impact to the Company's financial statements upon initial adoption. The LIBOR replacement modifications for Debt contracts will be accounted for by prospectively adjusting the effective interest rate in the agreements. Existing lease and derivative contracts will require no reassessments. Transition activities are focused on the conversion of existing LIBOR based contracts to the Secured Overnight Financing Rate.
Debt with conversion and other options
Effective January 1, 2022, the Company adopted ASU 2020-06, “Debt – Debt with Conversion and Other Options (Subtopic 470-20)” (“ASU 2020-06”), using the modified retrospective method, whereby the cumulative effect adjustment was made as of the date of the initial application. Accordingly, financial information and disclosures in the comparative period were not restated. The impact of the adoption of ASU 2020-06 resulted in an adjustment of $5,073,000 to opening retained earnings at January 1, 2022 related to the unamortized debt discount that was initially recorded when the convertible notes were issued. Under ASU 2020-06, the accounting for convertible debt instruments is simplified by reducing the number of accounting models and circumstances when embedded conversion features are separately recognized. This update also revises the method in which diluted earnings per share is calculated related to certain instruments with conversion features, among other clarifications. As a result of the adoption, the Company recognizes the maximum potential dilutive effect of its exchangeable notes in diluted EPS using the if-converted method effective January 1, 2022.
3.Related party transactions:
The income or expenses with related parties relate to amounts paid to or received from individuals or entities that are associated with the Company or with the Company’s directors or officers and these transactions are governed by pre-arranged contracts.
Over the course of 2018, 2019 and 2020, the Company issued to Fairfax Financial Holdings Limited and certain of its affiliates (“Fairfax”) an aggregate $600,000,000 of 5.50% senior notes due in 2025, 2026 and 2027 (the “Fairfax Notes”) and warrants to purchase an aggregate 101,923,078 common shares of the Company. Two tranches of warrants, each for 38,461,539 common shares, were exercisable at a price of $6.50 per share. One tranche of warrants, for 25,000,000 common shares, was exercisable at a price of $8.05 per share. As of April 7, 2022, all such warrants have been exercised.


7

SEASPAN CORPORATION
Notes to Interim Consolidated Financial Statements
(Unaudited)
(Tabular amounts in millions of United States dollars)

3.Related party transactions (continued):
In June 2021, Atlas and the Company exchanged and amended $300,000,000 of the Fairfax Notes for (i) 12,000,000 Series J 7.00% Cumulative Redeemable Perpetual Preferred Shares of Atlas, representing a total liquidation value of $300,000,000, and (ii) warrants to purchase 1,000,000 common shares of Atlas. The exchanged Fairfax Notes were subsequently cancelled and, in August 2021, the Company redeemed for cash the remaining Fairfax Notes at a redemption price equal to 100% of the principal amount plus any accrued and unpaid interest.
Transactions with Atlas Corp.
The Company makes dividend payments to Atlas on a quarterly basis to service Atlas’s payment of dividends to holders of its common and preferred shares. During the three months ended March 31, 2022, the Company declared dividends of $47,500,000 (2021 - $48,000,000)
The Company routinely makes payments to cover expenses on behalf of Atlas. As of March 31, 2022, amounts due from Atlas are non-interest bearing, unsecured and have no fixed repayment terms.
The Company provides certain management services to Atlas in exchange for a management fee. For the three months ended March 31, 2022, the management service revenue recognized from this arrangement was $2,585,000 (2021 - $2,239,000).
During the three months ended March 31, 2022, Atlas granted 306,230 restricted stock units to certain members of senior management of Seaspan, under the Atlas Stock Incentive Plan.
As at March 31, 2022, the Company’s 3.75% exchangeable senior unsecured notes due in 2025 (“Exchangeable Notes”), of which there was $201,250,000 aggregate principal amount outstanding (December 31, 2021 – $201,250,000) are exchangeable into common shares of Atlas.
4.Net investment in lease:
March 31, 2022 December 31, 2021
Undiscounted lease receivable $ 1,428.6  $ 1,448.2 
Unearned interest income (674.7) (689.9)
Net investment in lease $ 753.9  $ 758.3 
March 31, 2022 December 31, 2021
Lease receivables $ 753.9  $ 751.4 
Unguaranteed residual value —  6.9 
Net investment in lease 753.9  758.3 
Current portion of net investment in lease (17.1) (16.8)
Long-term portion of net investment in lease $ 736.8  $ 741.5 
At March 31, 2022, the undiscounted minimum cash flows related to lease receivable on direct financing leases are as follows:
Remainder of 2022 $ 59.7 
2023 79.3 
2024 79.5 
2025 79.3 
2026 79.3 
Thereafter 1,051.5 
  $ 1,428.6 
8

SEASPAN CORPORATION
Notes to Interim Consolidated Financial Statements
(Unaudited)
(Tabular amounts in millions of United States dollars)

5.Vessels:
March 31, 2022 Cost Accumulated
depreciation
Net book
value
Vessels $ 9,295.7  $ (2,855.0) $ 6,440.7 
Vessels under construction 1,213.7  —  1,213.7 
Total $ 10,509.4  $ (2,855.0) $ 7,654.4 
December 31, 2021 Cost Accumulated
depreciation
Net book
value
Vessels $ 9,410.9  $ (2,830.4) $ 6,580.5 
Vessels under construction 1,095.6  —  1,095.6 
Total $ 10,506.5  $ (2,830.4) $ 7,676.1 
During the three months ended March 31, 2022, depreciation and amortization expense relating to vessels was $78,162,000 (2021 - $74,945,000).
Vessel sales
In February 2022, the Company completed the sale of one 4,250 TEU vessel to a liner company for gross proceeds of $32,750,000 and recognized a gain on sale of $6,597,000.
Assets held for sale
In December 2021, the Company entered into memoranda of agreement with a liner company for the sale of three 4,250 TEU vessels. As at December 31, 2021, these vessels were classified as held for use. In February 2022, one of these vessels was delivered to the purchaser as described above and the remaining two vessels were reclassified as assets held for sale as at March 31, 2022.
An additional 4,250 TEU vessel was classified as held for sale at March 31, 2022 and a loss on classification as asset held for sale of $8,562,000 was recognized for this vessel (note 17).
Vessels under construction:
As at March 31, 2022, the Company has 67 vessels under construction (December 31, 2021 – 67 vessels).
During the three months ended March 31, 2022, vessels under construction includes $9,347,000 of capitalized interest and $103,307,000 of installment payments (March 31, 2021 – $776,000 and $179,220,000, respectively).

6.Right-of-use assets:
March 31, 2022 Cost Accumulated amortization Net book value
Vessel operating leases $ 1,012.6  $ (353.4) $ 659.2 
Other operating leases 9.4  (6.1) 3.3 
Vessel finance leases 62.3  (0.7) 61.6 
Right-of-use assets $ 1,084.3  $ (360.2) $ 724.1 
9

SEASPAN CORPORATION
Notes to Interim Consolidated Financial Statements
(Unaudited)
(Tabular amounts in millions of United States dollars)

6.Right-of-use assets (continued):
December 31, 2021 Cost Accumulated amortization Net book value
Vessel operating leases $ 1,066.6  $ (350.0) $ 716.6 
Other operating leases 9.4  (5.6) 3.8 
Right-of-use assets $ 1,076.0  $ (355.6) $ 720.4 
In January 2022, the Company exercised its option under an existing lease financing arrangement to purchase one 10,000 TEU vessel. The purchase is expected to complete in January 2023 at the predetermined purchase price of $52,690,000.
During the three months ended March 31, 2022, the change in right-of-use assets was $29,186,000 (2021 - $30,300,000).

7.Other assets:
March 31, 2022 December 31, 2021
Intangible assets (a)
$ 61.7  $ 65.2 
Deferred dry-dock (b)
75.8  79.4 
Deferred financing fees on undrawn financings (c)
75.3  77.0 
Other 49.3  49.0 
Other assets $ 262.1  $ 270.6 
(a)Intangible assets
March 31, 2022 Cost Accumulated amortization Net book value
Customer contracts $ 129.9  $ (80.2) $ 49.7 
Other 17.2  (5.2) 12.0 
$ 147.1  $ (85.4) $ 61.7 
December 31, 2021 Cost Accumulated amortization Net book value
Customer contracts $ 129.9  $ (76.2) $ 53.7 
Other 16.5  (5.0) 11.5 
$ 146.4  $ (81.2) $ 65.2 
Intangible assets are primarily comprised of the acquisition date fair value of time charter contracts acquired. During the quarter ended March 31, 2022, the Company recorded $4,249,000 (2021 - $4,657,000) of amortization expense related to intangible assets.
Acquired customer contracts are amortized on a straight-line basis over their remaining useful lives. As of March 31, 2022, the weighted average useful lives of acquired customer contracts was 3.6 years (2021 - 4.6 years).
10

SEASPAN CORPORATION
Notes to Interim Consolidated Financial Statements
(Unaudited)
(Tabular amounts in millions of United States dollars)

7.Other assets (continued):
(a)Intangible assets (continued)
Future amortization expense of intangible assets is as follows:
Remainder of 2022 $ 12.7 
2023 13.3 
2024 10.5 
2025 6.4 
2026 2.8 
Thereafter 16.0 
  $ 61.7 
(b)Deferred dry-dock
During the three months ended March 31, 2022, changes in deferred dry-dock were as follows:
December 31, 2021 $ 79.4 
Costs incurred 3.7 
Amortization expensed (1)
(7.3)
March 31, 2022 $ 75.8 
(1)Amortization of dry-docking costs is included in depreciation and amortization.
(c)Deferred financing fees on undrawn financings:
The Company has entered into financing arrangements for certain of its vessels under construction. As the financing arrangements are undrawn as at March 31, 2022, the amounts incurred have been capitalized and recorded as long-term asset. As the financing is drawn, the amounts will be reclassified and presented as a direct deduction from the related debt liability.
11

SEASPAN CORPORATION
Notes to Interim Consolidated Financial Statements
(Unaudited)
(Tabular amounts in millions of United States dollars)

8.Long-term debt:
March 31, 2022 December 31, 2021
Revolving credit facilities (a) (c)
$ —  $ — 
Term loan credit facilities (b) (c)
2,084.1  2,128.6 
Senior unsecured notes 1,250.0  1,250.0 
Senior Unsecured Exchangeable Notes 201.3  201.3 
Senior Secured Notes 500.0  500.0 
4,035.4  4,079.9 
Debt discount on Senior Unsecured Exchangeable Notes —  (5.1)
Deferred financing fees (50.2) (51.8)
Long-term debt 3,985.2  4,023.0 
Current portion of long-term debt (543.4) (542.1)
Long-term debt $ 3,441.8  $ 3,480.9 
(a)Revolving credit facilities:
In February 2022, the Company closed a new $250,000,000, 3-year unsecured revolving credit facility which replaces a $150,000,000 2-year unsecured revolving credit facility.
As at March 31, 2022 and December 31, 2021, the Company had three revolving credit facilities available, which provided for aggregate borrowings of up to $650,000,000 (December 31, 2021 – $550,000,000), of which $650,000,000 (December 31, 2021 - $550,000,000) was undrawn.
The Company is subject to commitment fees ranging between 0.45% and 0.5% (December 31, 2021 – 0.5% and 0.6%) calculated on the undrawn amounts under the various facilities.
(b)Term loan credit facilities:
As at March 31, 2022, the Company has entered into $3,794,348,000 (December 31, 2021 - $3,838,853,000) of term loan credit facilities available, of which $1,710,224,000 (December 31, 2021 - $1,710,224,000) was undrawn.
Term loan credit facilities mature between December 31, 2022 and January 21, 2030.
For the Company’s term loan credit facilities, except for three, interest is calculated on three month or six month LIBOR plus a margin per annum. The three month and six month average LIBOR was 0.7% and 0.6%, respectively (December 31, 2021 – 0.2% and 0.2%, respectively) and the margins ranged between 0.4% and 2.3% as at March 31, 2022 (December 31, 2021 – 0.4% and 2.3%).
For one of our term loan credit facilities with a total principal outstanding of $24,005,000 (December 31, 2021 - $27,198,000), interest is calculated based on the Export-Import Bank of Korea (KEXIM) rate plus 0.7% per annum.
For two of the term loan credit facilities with a total principal amount outstanding of $9,877,000 (December 31, 2021 – $10,923,000), interest is calculated based on a contractual rate of 3.8% per annum for both.
The Company is subject to commitment fees ranging between 0.2% and 0.6% (December 31, 2021 – 0.2% and 0.6%) calculated on the undrawn amounts under the various facilities.
The weighted average rate of interest, including the applicable margin, was 2.1% at March 31, 2022 (December 31, 2021 – 1.8%) for term loan credit facilities. Interest payments are made in monthly, quarterly or semi-annual payments.
12

SEASPAN CORPORATION
Notes to Interim Consolidated Financial Statements
(Unaudited)
(Tabular amounts in millions of United States dollars)

8.Long-term debt (continued):
(b)Term loan credit facilities (continued):
The following is a schedule of future minimum repayments under our term loans credit facilities as of March 31, 2022:
Remainder of 2022 $ 499.0 
2023 268.2 
2024 138.9 
2025 136.1 
2026 778.7 
Thereafter 263.2 
$ 2,084.1 
(c)Credit facilities – other:
As of March 31, 2022, the Company’s credit facilities were secured by first-priority mortgages granted on 62 of its vessels, together with other related security. The security for each of the Company’s current secured credit facilities may include:
A first priority mortgage on the collateral vessels funded by the related credit facility;
An assignment of the Company’s time charters and earnings related to the related collateral vessels;
An assignment of the insurance on each of the vessels that are subject to a related mortgage;
An assignment of the Company’s related shipbuilding contracts and the corresponding refund guarantees;
A pledge over shares of various subsidiaries; and
A pledge over the related retention accounts.
As at March 31, 2022, $1,479,550,000 principal amount of indebtedness under one of the Company’s term loan and revolving credit facilities, together with $500,000,000 of sustainability-linked fixed rate notes with maturities from June 2031 to June 2036, was secured by a portfolio of 49 vessels, the composition of which can be changed and is subject to a borrowing base and portfolio concentration requirements, as well as compliance with financial covenants and certain negative covenants.
The Company may prepay certain amounts outstanding without penalty, other than breakage costs in certain circumstances. A prepayment may be required as a result of certain events, including without limitation the sale or loss of a vessel, a termination or expiration of a charter (and the inability to enter into a replacement charter acceptable to lenders within a prescribed period of time). The amount that must be prepaid may be calculated based on the loan to market value. In these circumstances, valuations of the Company’s vessels are conducted on a “without charter” basis as required under the credit facility agreement.
Each credit facility contains a mix of financial covenants requiring the Company to maintain minimum liquidity, tangible net worth, interest and principal coverage ratios and/or debt to assets ratios, as defined.
Certain facilities are guaranteed by an intermediate parent entity, in which case the parent entity must meet certain consolidated financial covenants under those term loan facilities including maintaining certain minimum tangible net worth, cash requirements and debt-to-asset
Some of the facilities also have an interest and principal coverage ratio, debt service coverage and vessel value requirement for the subsidiary borrower. The Company was in compliance with these covenants as at March 31, 2022.

13

SEASPAN CORPORATION
Notes to Interim Consolidated Financial Statements
(Unaudited)
(Tabular amounts in millions of United States dollars)

9.Operating lease liabilities:
March 31, 2022 December 31, 2021
Operating lease commitments $ 729.6  $ 785.1 
Impact of discounting (91.8) (103.5)
Impact of changes in variable rates 18.5  30.8 
Operating lease liabilities 656.3  712.4 
Current portion of operating lease liabilities (144.1) (153.8)
Operating lease liabilities $ 512.2  $ 558.6 
Operating lease costs related to vessel sale-leaseback transactions and other leases are summarized as follows:
Three Months Ended March 31,
2022 2021
Lease costs:
  Operating lease costs $ 36.6  $ 40.1 
  Variable lease adjustments (2.7) (3.8)
Other information:
  Operating cash outflow used for operating leases 33.0  35.5 
  Weighted average discount rate(1)
4.8  % 4.8  %
  Weighted average remaining lease term 5 years 6 years
(1)The weighted average discount rate is based on a fixed rate at the time the lease was entered into and is adjusted quarterly as each lease payment is made.
10.Finance lease liabilities:
March 31, 2022 December 31, 2021
Finance lease liabilities $ 59.3  $ — 
Current portion of finance lease liabilities (59.3) — 
Long-term finance lease liabilities $ —  $ — 
In January 2022, the Company exercised its option under an existing lease financing arrangement to purchase one 10,000 TEU vessel. The purchase is expected to complete in January 2023 at the pre-determined purchase price of $52,690,000.
As at March 31, 2022, the total remaining commitments related to financial liabilities of this vessel were approximately $60,383,000 (December 31, 2021 – nil), including imputed interest of $1,118,000 (December 31, 2021 – nil), repayable from 2022 through 2023.
The weighted average interest rate on obligations related to finance leases as at March 31, 2022 was 3.2%.

14

SEASPAN CORPORATION
Notes to Interim Consolidated Financial Statements
(Unaudited)
(Tabular amounts in millions of United States dollars)

11.Other financing arrangements:
March 31, 2022 December 31, 2021
Other financing arrangements $ 1,338.0  $ 1,363.1 
Deferred financing fees (25.0) (23.3)
Other financing arrangements 1,313.0  1,339.8 
Current portion of other financing arrangements (100.8) (100.5)
Other financing arrangements $ 1,212.2  $ 1,239.3 
The weighted average rate of interest, including the margin, was 3.4% at March 31, 2022 (December 31, 2021 – 3.1%).
Based on amounts funded, payments due to the counterparties are as follows:
Remainder of 2022 $ 75.9 
2023 101.4 
2024 102.6 
2025 97.4 
2026 94.2 
Thereafter 866.5 
  $ 1,338.0 

12.Supplemental cash flow information
Three Months Ended March 31,
2022 2021
Interest paid $ 54.2  $ 29.2 
Interest received 0.1  0.1 
Undrawn credit facility fee paid 6.3  0.2 
Non-cash investing and financing transactions:
Commencement of sales-type lease —  88.1 
Change in right-of-use assets and operating lease liabilities 28.5  30.3 
Interest capitalized on vessels under construction 9.3  0.8 
The Company did not have any restricted cash in either reporting period presented.
13.Revenue:
For the three months ended March 31, 2022 and 2021 revenue consists of:
Three months ended March 31,
2022 2021
Time charter revenue $ 367.4  $ 320.5 
Interest income from leasing 16.1  10.0 
Other 3.7  3.3 
$ 387.2  $ 333.8 
15

SEASPAN CORPORATION
Notes to Interim Consolidated Financial Statements
(Unaudited)
(Tabular amounts in millions of United States dollars)

13.Revenue (continued):
At March 31, 2022, the minimum future revenues to be received on committed operating leases and interest income to be earned from direct financing leases are as follows:
Operating lease (1)
Finance lease (2)
Total committed revenue
Remainder of 2022 $ 1,107.6  $ 47.8  $ 1,155.4 
2023 1,456.3  60.9  1,517.2 
2024 1,291.4  58.2  1,349.6 
2025 841.7  55.2  896.9 
2026 469.9  53.1  523.0 
Thereafter 345.1  393.1  738.2 
$ 5,512.0  $ 668.3  $ 6,180.3 
(1)Minimum future operating lease revenue includes payments from signed charter agreements that have not yet commenced and includes $53,965,000 of lease payments from three vessels that are classified as "Assets held for sale".
(2)Minimum future interest income includes direct financing leases currently in effect.
Minimum future revenues assume 100% utilization, extensions only at the Company’s unilateral option and no renewals. It does not include signed charter agreements on undelivered vessels.
14.Commitments and contingencies:
(a)Operating leases:
At March 31, 2022, the commitment under operating leases for vessels is $727,016,000 for the years from 2022 to 2029 and for other operating leases is $2,547,000 for the years from 2022 to 2024. Total commitments under these leases are as follows:
Remainder of 2022 $ 102.8 
2023 138.0 
2024 140.9 
2025 127.4 
2026 112.7 
Thereafter 107.8 
  $ 729.6 
For operating leases indexed to three month LIBOR, commitment under these leases are calculated using the LIBOR in place as at March 31, 2022 for the Company.
(b)Vessel commitment:
As of March 31, 2022, the Company had entered into agreements to acquire 67 vessels (December 31, 2021– 67 vessels).
The Company has outstanding commitments for installment payments as follows:
Remainder of 2022 965.1 
2023 2,747.4 
2024 2,457.8 
Total $ 6,170.3 
16

SEASPAN CORPORATION
Notes to Interim Consolidated Financial Statements
(Unaudited)
(Tabular amounts in millions of United States dollars)

15.Concentrations:
The Company’s revenue is derived from the following customers:
Three months ended March 31,
2022 2021
COSCO $ 121.1  $ 106.8 
Yang Ming Marine 60.4  63.4 
ONE 58.6  64.3 
Other 147.1  99.3 
$ 387.2  $ 333.8 
16.Financial Instruments
(a)Fair value:
The carrying values of cash and cash equivalents, short-term investments, restricted cash, accounts receivable, accounts payable and accrued liabilities approximate their fair values because of their short term to maturity.
As of March 31, 2022, the fair value of the Company’s revolving credit facilities and term loans excluding deferred financing fees was $2,061,734,316 (December 31, 2021 - $2,113,823,949) and the carrying value was $2,084,123,688 (December 31, 2021 - $2,128,628,523). As of March 31, 2022, the fair value of the Company’s other financing arrangements, excluding deferred financing fees, was $1,394,100,000 (December 31, 2021 - $1,419,508,000) and the carrying value was $1,337,977,138 (December 31, 2021 - $1,363,098,000). The fair value of the revolving and term loan credit facilities and other financing arrangements, excluding deferred financing fees, are estimated based on expected principal repayments and interest, discounted by relevant forward rates plus a margin appropriate to the credit risk of the Company. Therefore, the Company has categorized the fair value of these financial instruments as Level 2 in the fair value hierarchy.
As of March 31, 2022, the fair value of the Company’s senior unsecured notes was $1,283,431,000 (December 31, 2021 – $1,291,476,000) and the carrying value was $1,250,000,000 (December 31, 2021 – $1,250,000,000). The fair value of the Company’s Exchangeable Notes was $198,724,000 (December 31, 2021 - $209,566,000) and the carrying value was $201,250,000 (December 31, 2021 - $201,250,000) or $201,250,000 (December 31, 2021 - $196,177,000 net of debt discount). The fair value of the Company’s Senior Secured Notes was $453,873,000 and the carrying value was $500,000,000. The fair value is calculated using the present value of expected principal repayments and interest discounted by relevant forward rates plus a margin appropriate to the credit risk of the Company. As a result, these amounts are categorized as Level 2 in the fair value hierarchy.
The Company’s interest rate derivative financial instruments are re-measured to fair value at the end of each reporting period. The fair values of the interest rate derivative financial instruments have been calculated by discounting the future cash flow of both the fixed rate and variable rate interest rate payments. The discount rate was derived from a yield curve created by nationally recognized financial institutions adjusted for the associated credit risk. The fair values of the interest rate derivative financial instruments are determined based on inputs that are readily available in public markets or can be derived from information available in publicly quoted markets. Therefore, the Company has categorized the fair value of these derivative financial instruments as Level 2 in the fair value hierarchy.
The exchange feature embedded in the Exchangeable Notes and capped calls entered into in connection with the Exchangeable Notes are derivatives measured at fair value at the end of each reporting period. The embedded exchange feature derivative is measured at fair value using a partial differential equation, with a Monte Carlo model for certain features. The capped call derivative is measured at fair value using a binomial tree. These models utilize observable and unobservable market data, including stock price, expected volatility, risk-free interest rate and expected dividend yield, as applicable. The embedded exchange feature and capped call derivatives are classified as Level 3 as the Company uses expected volatility that is unobservable and significant to the valuation. In general, an increase in Atlas’s stock price or stock price volatility will increase the fair value of the embedded exchange feature and capped call derivatives which will result in an increase in loss and gain, respectively. As time to the expiration of the derivatives decreases, the fair value of the derivatives will decrease. The volatilities used as of March 31, 2022, for the embedded exchange feature were 43.05%% and 30.24% for the capped call.
17

SEASPAN CORPORATION
Notes to Interim Consolidated Financial Statements
(Unaudited)
(Tabular amounts in millions of United States dollars)


16.Financial Instruments (continued):
(a)Fair value (continued):
The fair value of the embedded exchange feature and capped calls resulting from a change in volatility are included below.
10% increase in volatility 10% decrease in volatility
Embedded exchange feature $ 52.2  $ 38.4 
Capped calls 50.8  39.7 
Unobservable inputs for recurring and non-recurring Level 3 disclosures are obtained from third parties whenever possible and reviewed by the Company for reasonableness.
(b)Interest rate swap derivatives:
As of March 31, 2022, the Company had the following outstanding interest rate derivatives:
Fixed per annum rate
swapped for LIBOR
Notional
amount as of
March 31, 2022
Maximum notional
amount(1)
Effective date Ending date
0.1925% $ 500.0  $ 500.0  January 31, 2022 January 31, 2032
5.4200% 269.6  269.6  September 6, 2007 May 31, 2024
1.6490% 160.0  160.0  September 27, 2019 May 14, 2024
0.7270% 125.0  125.0  March 26, 2020 March 26, 2025
1.6850% 110.0  110.0  November 14, 2019 May 15, 2024
0.6300% 94.0  94.0  January 21, 2021 October 14, 2026
0.6600% 94.0  94.0  February 4, 2021 October 14, 2026
1.4900% 25.6  25.6  February 4, 2020 December 30, 2025
(1)Over the term of the interest rate swaps, the notional amounts increase and decrease. These amounts represent the peak notional amount over the remaining term of the swap.
If interest rates remain at their current levels, the Company expects that $8,998,000 would be settled in cash in the next 12 months on instruments maturing after March 31, 2022. The amount of the actual settlement may be different depending on the interest rate in effect at the time settlements are made.
(c)Financial instruments measured at fair value:
The following provides information about the Company’s derivatives:
March 31, 2022 December 31, 2021
Derivative assets
  Interest rate swaps $ 39.0  $ 6.1 
  Capped call derivative asset 47.4  42.9 
Derivative liabilities
  Interest rate swaps 14.6  28.5 
  Derivative embedded exchange feature 45.7  38.0 
There are no amounts subject to the master netting arrangements in 2022 or 2021.

18

SEASPAN CORPORATION
Notes to Interim Consolidated Financial Statements
(Unaudited)
(Tabular amounts in millions of United States dollars)


16.Financial Instruments (continued):
(c)Financial instruments measured at fair value (continued):
The following table provides information about gains and losses included in net earnings and reclassified from accumulated other comprehensive loss (“AOCL”) into earnings:
Three months ended March 31,
2022 2021
(Gain) loss recognized in net earnings:
Gain on interest rate swaps(1)
$ (40.7) $ (9.4)
Loss on derivative put instrument —  0.7 
Gain on capped call derivative asset (4.5) (20.8)
Loss on derivative embedded exchange feature 7.7  35.4 
Loss reclassified from AOCL to net earnings(2)
Depreciation and amortization 0.2  0.3 
(1)For the three months ended March 31, 2022 and 2021 , cash flows related to actual settlement of interest rate swaps were $5,025,000 and $5,305,000. These are included in investing activities on the consolidated statements of cash flows.
(2)The effective portion of changes in unrealized loss on interest rate swaps was recorded in accumulated other comprehensive loss until September 30, 2008 when these contracts were voluntarily de-designated as accounting hedges. The amounts in accumulated other comprehensive loss are recognized in earnings when and where the previously hedged interest is recognized in earnings.
The estimated amount of AOCL expected to be reclassified to net earnings within the next 12 months is approximately $1,019,000.
17.Subsequent events:
(a)On April 1, 2022, the Company declared dividends of $51,000,000 on its commons shares to Atlas, which were paid on April 25, 2022. In May 2022, Atlas made a capital contribution of $100,000,000 to the Company.
(b)On April 14, 2022, the Company accepted delivery of one 12,200 TEU containership, which immediately began an 18-year charter with a major liner customer.
(c)In April 2022, the Company completed the sale of one 4,250 TEU vessel that was classified as “Assets held for Sale”. The Company continues to manage the ship operations of the vessel pursuant to a ship management agreement.
(d)In April 2022, the Company entered into memoranda of agreement to sell four 4,250 TEU vessels. One of the vessels was classified as “Assets held of Sale” and the sale completed in May 2022. The sale of the remaining three vessels are expected to be completed in the second and third quarters of 2022, subject to closing conditions.
(e)In April 2022, the Company exercised purchase options under two of its operating lease financing arrangements. The purchases are expected to complete in April and May 2023, respectively, at a predetermined purchase price of $52,690,000 per vessel.
(f)On May 16, 2022, the Company sold three 4,250 TEU vessels to a wholly owned subsidiary of Zhejiang Energy Atlas Marine Technology Co., Ltd, which is 50% owned by Atlas. The Company continues to manage the ship operations of the vessels. The agreements for the sale of these vessels were executed in December 2021.
(g)On May 17, 2022, the Company entered into a note purchase agreement to issue, in a private placement, $500,000,000 aggregate principal amount of fixed-rate, sustainability-linked senior secured notes. The notes are expected to be issued in August 2022 and will comprise three series, with interest rates ranging from 5.18% to 5.53% and maturities ranging from September 2032 to September 2037.

19


ITEM 2 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following should be read in conjunction with the unaudited consolidated financial statements and related notes included in this Report and the audited consolidated financial statements and related notes for the quarter ended March 31, 2022 filed with the U.S. Securities and Exchange Commission on an Atlas Corp. Form 6-K. Unless otherwise indicated, all amounts are presented in U.S. dollars, or USD. We prepare our consolidated financial statements in accordance with U.S. GAAP.
Overview
General
Seaspan was incorporated on May 3, 2005, in the Republic of the Marshall Islands. Seaspan is a leading independent charter owner and manager of containerships, which we charter primarily pursuant to long-term, fixed-rate time charters with major container liner companies. We primarily deploy our vessels on long-term, fixed-rate time charters to take advantage of the stable cash flow and high utilization rates that are typically associated with long-term time charters. As of March 31, 2022, we operated a fleet of 132 vessels that have an average age of approximately eight years, on a TEU weighted basis.
Customers for our operating fleet as at March 31, 2022 were as follows:
Customer for Current Fleet Number of vessels under charter TEUs under charter
CMA CGM 17 160,950
COSCO 28 243,750
Hapag-Lloyd(1)
16 124,550
Maersk 20 90,500
MSC 9 103,600
ONE 21 184,030
Yang Ming Marine 15 210,000
ZIM 6 30,600
Total 132 1,147,980
(1)As at March 31, 2022, two vessels were off charter and commenced charters with Hapag-Lloyd in April and May 2022.
Our primary objective for Seaspan is to continue to grow our containership leasing business through accretive vessel acquisitions as market conditions allow. Most of our customers’ containership business revenues are derived from the shipment of goods from the Asia Pacific region to various overseas export markets in the United States and in Europe.
We use the term “twenty-foot equivalent unit”, or TEU, the international standard measure of containers, in describing the capacity of our containerships, which are also referred to as our “vessels”.

20


The following table summarizes key facts regarding Seaspan’s fleet as of March 31, 2022:
Vessel Class
(TEU)
# Vessels (Total Fleet) # Vessels (of which are unencumbered)
Average Age (Years)(1)
Average Remaining Charter Period (Years)(1)(2)
Average Daily Charter Rate (in thousands of USD)
Days Off-Hire(3)
Total Ownership Days(4)
2500-3500 14 6 13.8 2.9 24.3 56 1,260
4250-5100 31 22 14.9 2.8 20.9 93 2,834
8500-9600(5)
18 4 12.1 3.9 40.1 11 1,620
10000-11000(6)
33 4 6.5 4.2 31.7 15 2,970
12000-13100(7)
19 0 7.0 6.8 42.4 2 1,710
14000+ 17 2 6.2 3.9 48.0 4 1,530
Total/Average 132 38 8.5 4.0 33.4 181 11,924
(1)Averages shown are weighted by TEU.
(2)Excludes options to extend charter.
(3)Days Off-Hire includes scheduled and unscheduled days related to vessels being off-charter during the quarter ended March 31, 2022.
(4)Total Ownership Days for the quarter ended March 31, 2022 includes time charters and bareboat charters and excludes days prior to the initial charter hire date.
(5)Includes 3 vessel on bareboat charter.
(6)Includes 8 vessels on bareboat charter.
(7)Includes 4 vessels on bareboat charter.

Significant Developments During the Quarter Ended March 31, 2022 and Subsequent
Shipbuilding Contracts for Newbuild Containerships
As of March 31, 2022, Seaspan had entered into agreements with shipyards to build 67 newbuild containerships, as summarized in the following table:
Newbuilds Total TEU Month Ordered
12200 TEU 2 24,400 December 2020
24000 TEU 2 48,000 February 2021
15000 TEU LNG 10 150,000 February 2021
12000 TEU 4 48,000 February 2021
15000 TEU 4 60,000 February 2021
16000 TEU 9 144,000 March 2021
15500 TEU 6 93,000 March 2021
12000 TEU 2 24,000 June 2021
15000 TEU 3 45,000 June 2021
7000 TEU LNG 15 105,000 July and September 2021
7000 TEU 10 70,000 August 2021
Total 67 811,400
In April 2022, the Company accepted delivery of one 12,200 TEU containership, which immediately commenced an 18-year charter with a major liner customer.
In May 2022, the Company announced that it entered into shipbuilding contracts for the construction of four 7,700 TEU dual-fuel liquified natural gas newbuild containerships. The vessels are anticipated to be delivered in the third and fourth quarters of 2024. The transaction remains subject to certain closing conditions.
Upon delivery, each newbuild containership will commence a long-term charter with a leading global liner company.


21


Containership Sale Developments
In February 2022, the Company completed the sale of one 4,250 TEU vessel for gross proceeds of $32.8 million. Seaspan continues to manage the ship operations of this vessel pursuant to a management agreement entered into in connection with the sale. As of March 31, 2022, Seaspan had also entered into agreements for five more vessel sales, one of which closed in April and three of which closed in May 2022. The remaining vessel sale is expected to complete in the second quarter of 2022, subject to closing conditions.
In April 2022, the Company entered into agreements for the sale of an additional four 4,250 TEU vessels, one of which completed in May 2022 and the remaining three sales are expected to be completed in the second and third quarters of 2022, subject to closing conditions.
Financing Developments
On February 16, 2022, the Company closed a new $250.0 million 3-year unsecured revolving credit facility (the “New Seaspan RCF”), which replaces a $150.0 million 2-year unsecured revolving credit facility. The New Seaspan RCF includes several new lenders and improvements driven by the Company’s improving credit quality, including greater liquidity, tenor and pricing.
In April 2022, the Company exercised purchase options under two of its operating lease financing arrangements. The purchases are expected to complete in April and May 2023, respectively, at a predetermined purchase price of $52.7 million per vessel.
On May 17, 2022, the Company entered into a note purchase agreement to issue, in a private placement, $500 million aggregate principal amount of fixed-rate, sustainability-linked senior secured notes as part of the Company’s portfolio financing program (the “Program”). The notes are expected to be issued in August 2022 and will comprise three series, with interest rates ranging from 5.18% to 5.53% and maturities ranging from September 2032 to September 2037. The senior secured notes contain certain sustainability features, and are subject to adjustment based on the Company’s achievements relative to certain key performance indicators. The proceeds from the notes are intended to be used to pay down existing debt in the Program, to fund capital expenditures and for other general corporate purposes.
Dividends
On January 3, 2022, the Company declared dividends of $47.5 million on its common shares to Atlas, which was paid on January 24, 2022.
On April 1, 2022, the Company declared dividends of $51.0 million on its common shares to Atlas, which was paid on April 25, 2022.
Changes to Senior Management
In February 2022, Karen Lawrie resigned as General Counsel of the Company.
Impact of Recent Developments in Ukraine
Since February 2022, as a result of the invasion of Ukraine by Russia, economic sanctions have been imposed by the U.S., the EU, the UK and a number of other countries on Russian financial institutions, businesses and individuals, as well as certain regions within the Donbas region of Ukraine. The nature and extent of such sanctions continue to evolve. While it is difficult to estimate the impact of current or future sanctions on the Company’s business and financial position, these sanctions could adversely impact the Company’s operations and/or financial results. Due to volatility in the region caused by the invasion, with the support of our customers, our vessels have ceased trading to Russia for the time being. Given that Ukrainians constitute a significant number of our seafarers, we also anticipate we may face challenges to recruit seafarers in sufficient numbers to replace Ukrainians seafarers who are not able to or permitted to leave their country, as well as Ukrainians seafarers currently onboard our vessels who request to disembark to return home. Finally, we expect that the Russia-Ukraine conflict may exacerbate market volatility, and may impact access to and pricing of capital.
Effects of COVID-19
The impacts of COVID-19 on our business continue unchanged since the date of Atlas Corp.'s Annual Report on Form 20-F for year ended December 31, 2021 filed with the U.S. Securities and Exchange Commission on March 24, 2022 (the “2021 Annual Report”), with the most significant impacts being on our ability to conduct crew changes on our vessels and the costs associated therewith. Please read “Item 5. Operating and Financial Review and Prospects—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Effects of COVID-19” in Atlas’ 2021 Annual Report for more information.

22


Results of Operations
Three Months Ended March 31, 2022, Compared with Three Months Ended March 31, 2021
The following tables summarize Seaspan’s consolidated financial results for the quarter ended March 31, 2022.
Consolidated Financial Summary
(in millions of US dollars, except earnings per share amount)
Quarter Ended March 31,
2022 2021
Revenue $ 387.2  $ 333.8 
Ship operating expense 75.0  68.2 
Depreciation and amortization expense 78.4  75.2 
General and administrative expense 12.2  9.5 
Operating lease expense 32.9  35.4 
Loss on sale 2.0  — 
Operating earnings 186.7  145.5 
Interest expense 40.9  42.7 
Net earnings 176.5  96.1 
Cash from operating activities 190.8  171.9 
Operating Results
Ownership Days are the number of days a vessel is owned and available for charter. Ownership Days On-Hire are the number of days a vessel is available to the charterer for use. The primary driver of Ownership Days is the increase or decrease in the number of vessels in our fleet.
Total Ownership Days increased by 495 days for the quarter ended March 31, 2022, compared with the same period in 2021. The increase was due to the delivery of seven vessels after March 31, 2021 which contributed 630 days. This increase was partially offset by 135 fewer ownership days from the sale of two vessels.
Vessel Utilization represents the number of Ownership Days On-Hire as a percentage of Total Ownership Days. The following table summarizes Seaspan’s Vessel Utilization for the last eight consecutive quarters:
2020 2021 2022
Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1
Vessel Utilization:
Time Charter Ownership Days(1)
10,047 10,284 10,520 10,318 10,609 10,946 10,885 10,575
Bareboat Ownership Days(1)
1,092 1,104 1,104 1,112 1,092 1,105 1,265 1,350
Total Ownership Days 11,139 11,388 11,624 11,430 11,701 12,051 12,150 11,925
Less Off-Hire Days:
Scheduled Dry-Docking (195) (89) (20) (63) (111) (123) (95) (63)
Unscheduled Off-Hire(2)
(90) (68) (29) (25) (60) (44) (93) (119)
Ownership Days On-Hire 10,854 11,231 11,575 11,342 11,530 11,884 11,962 11,743
Vessel Utilization 97.4  % 98.6  % 99.6  % 99.2  % 98.5  % 98.6  % 98.5  % 98.5  %
(1)Ownership Days for time charters and bareboat charters exclude days prior to the initial charter hire date
(2)Unscheduled off-hire includes days related to vessels being off-charter.
Vessel utilization remained constant and decreased for the quarter ended March 31, 2022, compared with the same period in 2021 respectively. The decrease was primarily due to a increase in the number of unscheduled off-hire days.


23


List of Newbuild Vessels
The following table summarizes key facts regarding our 67 newbuild vessels totaling 811,400 TEU as of March 31, 2022:
Hull Number Vessel Class
(TEU)
Expected Delivery Date Charterer
Length of
Charter(1)
Charter Type
2338 24000 Aug-23 MSC 18 years Bareboat Charter
2339 24000 Sep-23 MSC 18 years Bareboat Charter
H1845A 15500 Aug-23 Maersk Minimum 84 months and up to 96 months Time Charter
H2760 15500 Oct-23 Maersk Minimum 84 months and up to 96 months Time Charter
H2761 15500 Dec-23 Maersk Minimum 84 months and up to 96 months Time Charter
H1846A 15500 Dec-23 ONE 5 years Time Charter
H1847A 15500 May-24 ONE 5 years Time Charter
H2762 15500 Mar-24 ONE 5 years Time Charter
1384(2)
16000 Aug-24 MSC 18 years Bareboat Charter
1385(2)
16000 Sep-24 MSC 18 years Bareboat Charter
1344(2)
16000 Jul-24 MSC 18 years Bareboat Charter
1345 15000 Apr-24 ONE 5 years Time Charter
1346 15000 May-24 ONE 5 years Time Charter
1347 15000 Jun-24 ONE 5 years Time Charter
1340 15000 Jan-23 ONE Minimum 60 months and up to 64 months Time Charter
1341 15000 Apr-23 ONE Minimum 60 months and up to 64 months Time Charter
1342 15000 May-23 ONE Minimum 60 months and up to 64 months Time Charter
1343 15000 Jul-23 ONE Minimum 60 months and up to 64 months Time Charter
2434 15000 Feb-23 ZIM 12 years Time Charter
2435 15000 Mar-23 ZIM 12 years Time Charter
2436 15000 Apr-23 ZIM 12 years Time Charter
2437 15000 May-23 ZIM 12 years Time Charter
2438 15000 Jul-23 ZIM 12 years Time Charter
2444 15000 Sep-23 ZIM 12 years Time Charter
2445 15000 Nov-23 ZIM 12 years Time Charter
2446 15000 Nov-23 ZIM 12 years Time Charter
2447 15000 Dec-23 ZIM 12 years Time Charter
2448 15000 Jan-24 ZIM 12 years Time Charter
1360(2)
16000 Dec-23 MSC 18 years Bareboat Charter
1361(2)
16000 Feb-24 MSC 18 years Bareboat Charter
1362(2)
16000 Mar-24 MSC 18 years Bareboat Charter
1363(2)
16000 Apr-24 MSC 18 years Bareboat Charter
1364(2)
16000 Apr-24 MSC 18 years Bareboat Charter
1365(2)
16000 Jun-24 MSC 18 years Bareboat Charter
J0264 12200 Apr-22 MSC 18 years Bareboat Charter
J0265 12200 Jun-22 MSC 18 years Bareboat Charter
2270(3)
12000 Aug-22 ONE Minimum 60 months and up to 64 months Time Charter
2271(3)
12000 Sep-22 ONE Minimum 60 months and up to 64 months Time Charter
2822(3)
12000 Jun-22 ONE Minimum 60 months and up to 64 months Time Charter
2823(3)
12000 Jun-22 ONE Minimum 60 months and up to 64 months Time Charter
2049 12000 Oct-22 ZIM 5 years Time Charter
2050 12000 Nov-22 ZIM 5 years Time Charter
1369 7000 Oct-23 ZIM 12 years Time Charter
1370 7000 Nov-23 ZIM 12 years Time Charter
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1371 7000 Dec-23 ZIM 12 years Time Charter
1372 7000 Jan-24 ZIM 12 years Time Charter
1373 7000 Feb-24 ZIM 12 years Time Charter
1386 7000 Apr-24 ZIM 12 years Time Charter
1387 7000 May-24 ZIM 12 years Time Charter
1388 7000 Jun-24 ZIM 12 years Time Charter
1389 7000 Jun-24 ZIM 12 years Time Charter
1390 7000 Aug-24 ZIM 12 years Time Charter
1394 7000 Oct-24 ZIM 12 years Time Charter
1395 7000 Nov-24 ZIM 12 years Time Charter
1396 7000 Nov-24 ZIM 12 years Time Charter
1397 7000 Dec-24 ZIM 12 years Time Charter
1398 7000 Dec-24 ZIM 12 years Time Charter
H1562 7000 Apr-24 ONE 10 years Time Charter
H1563 7000 May-24 ONE 10 years Time Charter
H1564 7000 Jun-24 ONE 10 years Time Charter
H1565 7000 Jul-24 ONE 10 years Time Charter
H1566 7000 Jul-24 ONE 10 years Time Charter
H1567 7000 Aug-24 ONE 10 years Time Charter
H1568 7000 Sep-24 ONE 10 years Time Charter
H1569 7000 Sep-24 ONE 10 years Time Charter
H1570 7000 Oct-24 ONE 10 years Time Charter
H1571 7000 Nov-24 ONE 10 years Time Charter
(1)Excludes all option periods in the charterer’s option.
(2)In February 2022, nine of the 16000 TEU vessels had delivery dates extended by 45 days.
(3)In February 2022, four of the 12000 TEU vessels had delivery dates advanced by 30 days.
Gross Contracted Cash Flows – Undelivered Vessels
As of March 31, 2022, the gross contracted cash flows for 67 undelivered vessels is summarized below:
(in millions of USD)
Remainder of 2022 $ 66.2 
2023 430.6 
2024 967.7 
2025 967.8 
2026 967.8 
Thereafter 7,429.0 
$ 10,829.1 

Financial Results Summary
Revenue
Revenue increased by 16.0% to $387.2 million for the three months ended March 31, 2022 compared with the same period in 2021. The increase in revenue was primarily due to an increase in average charter rates for its existing vessels and contribution from the delivery of seven vessels after March 31, 2021.
Ship Operating Expense
Operating expense increased by 10.0% to $75.0 million for the three months ended March 31, 2022 compared to 2021. The increase was primarily due to a growth of our operating fleet from delivery of seven vessels after March 31, 2021.
Depreciation and Amortization Expense
Depreciation and amortization expense increased by 4.3% to $78.4 million for the three months ended March 31, 2022 compared to 2021. The increase was primarily due to the delivery of seven vessels after March 31, 2021.
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General and Administrative Expense
General and administrative expense increased by 28.4% to $12.2 million for the three months ended March 31, 2022 compared to 2021. The increase was primarily due to an increase in general corporate expenses including non-cash share-based compensation.
Operating Lease Expense
Operating lease expense decreased by 7.1% to $32.9 million for the three months ended March 31, 2022 compared to 2021. The decrease was primarily due to a lease reclassification from operating to financing as a result of a purchase option being exercised in January 2022.
Interest Expense and Amortization of Deferred Financing Fees
The following table summarizes our borrowings:
(in millions of US dollars) March 31, Change
2022 2021 $ %
Long-term debt:
Term loan credit facilities $ 2,084.1  2,557.2  $ (473.1) (18.5) %
Senior unsecured notes 1,250.0  280.0  970.0  346.4  %
Fairfax notes —  600.0  (600.0) (100.0) %
Senior unsecured exchangeable notes 201.3  201.3  —  0.0  %
Senior secured notes 500.0  —  500.0  100.0  %
Debt discount and fair value adjustment —  (131.4) 131.4  (100.0) %
Deferred financing fees on long term debt (50.2) (36.8) (13.4) 36.4  %
Long term debt 3,985.2  3,470.3  514.9  14.8  %
Other financing arrangements 1,338.0  879.1  458.9  52.2  %
Deferred financing fees on other financing arrangements (25.0) (13.6) (11.4) 83.7  %
Other financing arrangement 1,313.0  865.5  447.5  51.7  %
Total deferred financing fees 75.2  50.4  24.8  49.2  %
Total borrowings 5,373.4  4,386.2  987.2  22.5  %
Vessels under construction (1,213.7) (222.0) (991.7) 446.8  %
Operating borrowings(1)
$ 4,159.7  $ 4,164.2  $ (4.5) (0.1) %
(1)Total borrowings is a non-GAAP financial measure which comprises of long-term debt and other financing arrangements, excluding deferred financing fees. The Company’s total borrowings include amounts related to vessels under construction, consisting primarily of amounts borrowed to pay installments to shipyards. The interest incurred on borrowings related to the vessels under construction are capitalized during the construction period. Total borrowings and operating borrowings are non-GAAP financial measures that are not defined under or prepared in accordance with U.S. GAAP. Disclosure of total borrowings and operating borrowings is intended to provide additional information and should not be considered a substitute for financial measures prepared in accordance with U.S. GAAP.
Interest expense decreased by $41.2 million to $186.7 million for the three months ended March 31, 2022 compared with the same period in 2021. The decrease is primarily due higher capitalized interest related to an increase in vessels under construction.
Gain on Derivative Instruments
The change in fair value of financial instruments resulted in a gain of $37.4 million for the three months ended March 31, 2022 compared to a loss of $5.9 million for the three months ended March 31, 2021. The gain for this period was primarily due to an increase in the LIBOR forward curve and offset by swap settlements.
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The fair value of our interest rate swaps are subject to change based on our company specific credit risk included in the discount factor and current swap curve, including its relative steepness. In determining the fair value, these factors are based on current information available to us. These factors are expected to change through the life of the instruments, causing the fair value to fluctuate significantly due to the large notional amounts and long-term nature of our derivative instruments. As these factors may change, the fair value of the instruments is an estimate and may deviate significantly from the actual cash settlements realized during the term of the instruments. Our valuation techniques have not changed, and we believe that such techniques are consistent with those followed by other valuation practitioners.
The fair value of our interest rate swaps is most significantly impacted by changes in the yield curve. Based on the current notional amount and tenor of our interest rate swap portfolio, a one percent parallel shift in the overall yield curve is expected to result in a change in the fair value of our interest rate swaps of approximately $54.3 million. Actual changes in the yield curve are not expected to occur equally at all points and changes to the curve may be isolated to periods of time. This steepening or flattening of the yield curve may result in greater or lesser changes to the fair value of our financial instruments in a particular period than would occur had the entire yield curve changed equally at all points.
The fair value of our interest rate swaps is also impacted by changes in the company-specific credit risk included in the discount factor. We discount our derivative instruments in a liability position with reference to the corporate Bloomberg industry yield curves and the fair value of our interest rate swaps in an asset position is discounted by the counterparty credit risk.
Our fair value instruments, including interest rate swaps and put instruments were marked to market with all changes in the fair value of these instruments recorded in “Change in fair value of financial instruments” in our Interim Consolidated Statement of Operations.
Please read “Item 11. Quantitative and Qualitative Disclosures About Market Risk” in Atlas’ 2021 Annual Report for additional information.
Liquidity and Capital Resources
Liquidity
As of quarter ended March 31, 2022, we have total liquidity of $801.0 million, consisting of $151.0 million of cash and cash equivalents and $650.0 million of undrawn commitments under available revolving credit facilities. Our primary short-term liquidity needs are to fund our operating expenses, investments in assets including vessels under construction, debt repayments, lease payments, swap settlements, payment of quarterly dividends and payments on our other financing arrangements. Our medium-term liquidity needs primarily relate to debt repayments, vessel purchase commitments, lease payments and payments on our other financing arrangements. Our long-term liquidity needs primarily relate to potential future acquisitions, lease payments, debt repayments including repayment of our notes, the potential future redemption of our preferred shares and payments on our other financing arrangements. Please read note 8 “Long-term debt”, note 9 “Operating lease liabilities”, note 10 “Finance lease liabilities”, note 11 “Other financing arrangements” in our quarter ended interim Consolidated Financial Statements for additional information.
We anticipate that our primary sources of funds for our short-term liquidity needs will be cash from operations, and existing and new credit facilities and other financing arrangements. We anticipate our medium and long-term sources of funds will be from cash from operations, new credit facilities, lease facilities and capital markets financings to the extent available.
The following table summarizes our liquidity as of March 31, 2022 and 2021:
(in millions of US dollars) March 31, Change
2022 2021 $ %
Cash and cash equivalents $ 151.0  $ 275.9  $ (124.9) (45.3) %
Undrawn Seaspan revolving credit facilities(1)
650.0  450.0  200.0  44.4  %
Total liquidity 801.0  725.9  75.1  10.3  %
Total committed and undrawn newbuild financings 5,974.7  —  5,974.7  100.0  %
Total liquidity including newbuild financing $ 6,775.7  $ 725.9  $ 6,049.8  833.4  %
(1)Undrawn revolving credit facilities as of March 31, 2022 included $650.0 million (2021 - $450.0 million) available.
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As of March 31, 2022, the Company’s liquidity was sufficient to meet near-term requirements. As of March 31, 2022 the Company had consolidated liquidity of $801.0 million, excluding $5,974.7 million of committed but undrawn financings related to our newbuild vessels, which represents an increase from $725.9 million in the prior 2021 period. During the quarter we increased the size of one of our revolving credit facilities from $150.0 million to $250.0 million, as part of our ongoing focus on bolstering liquidity.
Unencumbered Assets
The Company’s growing base of unencumbered assets is a fundamental objective to achieving an investment grade credit rating, as well as a potential source of liquidity through secured financing or asset sales. Over the long-term, the Company expects its unencumbered asset base to grow as it enhances its presence in the unsecured credit markets, and also naturally as secured borrowings mature or are prepaid.
In the short-term, the Company expects that it’s unencumbered asset base may fluctuate as unencumbered assets may be sold or financed from time to time, as part of normal course management of assets and liquidity.

The following table provides a summary of our unencumbered fleet and net book value over time.
As at
December 31,
March 31,
(in millions of USD) 2017 2018 2019 2020 2021 2022
Number of Vessels 21 31 28 31 36 38
Net Book Value 828 912 859 1,109 1,369 1,359 
Contracted Cash Flows
The Company’s focus on long-term contracted cash flows provides predictability and reduces liquidity risk through economic cycles. As of March 31, 2022, the Company had total gross contracted cash flows of $18.1 billion, which includes components that are accounted for differently, including i) minimum future revenues relating to operating leases with customers, ii) minimum cash flows to be received relating to financing leases with certain customers, and iii) contracted cash flows underlying leases for newbuild vessels which have not yet been delivered to customers. The gross contracted cash flow at March 31, 2022, excludes $54.0 million of lease payments from three vessels that are classified as “Assets held for sale”. The following tables provide a summary of gross contracted cash flows.
As of March 31, 2022, minimum future revenues on committed operating leases were as follows:
(in millions of USD)
Operating lease revenue(1)
Remainder of 2022 $ 1,107.6 
2023 1,456.3 
2024 1,291.4 
2025 841.7 
2026 469.9 
Thereafter 345.1 
$ 5,512.0 
(1)Minimum future operating lease revenue includes payments from signed charter agreements on operating vessels that have not yet commenced and includes $54.0 million of lease payments from three vessels that are classified as “Assets held for sale”.
Minimum future revenues assume that, during the term of the lease , (i) there will be no unpaid days, (ii) extensions are included where exercise is at our unilateral option, and (iii) extensions are excluded where exercise is at the charterers' option. Minimum future revenues do not reflect signed charter agreements for undelivered vessels.


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As of March 31, 2022, the undiscounted minimum cash flows related to lease receivable on financing leases are as follows:
(in millions of USD)
Lease receivable on financing leases
Remainder of 2022 $ 59.7 
2023 79.3 
2024 79.5 
2025 79.3 
2026 79.3 
Thereafter 1,051.5 
$ 1,428.6 

As of March 31, 2022, the gross contracted cash flows for its 67 undelivered vessels were as follows:
(in millions of USD) Gross contracted cash flows
Remainder of 2022 $ 66.2 
2023 430.6
2024 967.7
2025 967.8
2026 967.8
Thereafter 7,429.0
$ 10,829.1 
The Company is focused on continuing to allocate capital selectively into opportunities that enhance the long-term value of the business and provide attractive risk-adjusted returns on capital, including evaluating synergistic opportunities in adjacent businesses to diversify cash flow drivers.
The Company intends to continue its growth trajectory in 2022, further growing its liquidity through capital recycling and expansion of its revolving credit facilities, diversifying sources of capital to enhance financial flexibility, managing leverage in alignment with its long-term targets, and growing the value of its unencumbered asset base.
The Company’s primary liquidity needs include funding our investments in assets including our newbuild vessels under construction, scheduled debt and lease payments, vessel purchase commitments, potential future exercises of vessel purchase options, and dividends on our common and preferred shares.

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Borrowings
The following table summarizes our borrowings:
(in millions of US dollars) March 31, Change
2022 2021 $ %
Long-term debt:
Term loan credit facilities $ 2,084.1  2,557.2  $ (473.1) (18.5) %
Senior unsecured notes 1,250.0  280.0  970.0  346.4  %
Fairfax notes —  600.0  (600.0) (100.0) %
Senior unsecured exchangeable notes 201.3  201.3  —  0.0  %
Senior secured notes 500.0  —  500.0  100.0  %
Debt discount and fair value adjustment —  (131.4) 131.4  (100.0) %
Deferred financing fees on long term debt (50.2) (36.8) (13.4) 36.4  %
Long term debt 3,985.2  3,470.3  514.9  14.8  %
Other financing arrangements 1,338.0  879.1  458.9  52.2  %
Deferred financing fees on other financing arrangements (25.0) (13.6) (11.4) 83.7  %
Other financing arrangement 1,313.0  865.5  447.5  51.7  %
Total deferred financing fees 75.2  50.4  24.8  49.2  %
Total borrowings 5,373.4  4,386.2  987.2  22.5  %
Vessels under construction (1,213.7) (222.0) (991.7) 446.8  %
Operating borrowings $ 4,159.7  $ 4,164.2  $ (4.5) (0.1) %
The Company’s approach is to target a long-term debt-to-asset ratio of 50-60%, and to mitigate credit risk by diversifying its maturity profile over as long a term as economically feasible, while maintaining or reducing its cost of capital. The Company’s debt-to-asset ratio was 54.4% as of March 31, 2022 compared to 44.7% at March 31, 2021, the increase was primarily due to financing of newbuild vessels under construction.
The weighted average interest rate for March 31, 2022 was 3.6% compared to 3.0% at March 31, 2021.
Our Credit Facilities
We primarily use our credit facilities to finance the construction and acquisition of assets. As at March 31, 2022, our credit facilities are secured by first-priority mortgages granted on 62 of our vessels, together with other related security, such as assignments of lease contracts, earnings for our assets, assignments of insurances and management agreements for vessels.
As of March 31, 2022, we had $2.1 billion outstanding under our revolving credit facilities and term loan credit facilities excluding deferred financing fees. In addition, there is $650.0 million available to be drawn under our revolving credit facilities.
Interest payments on our term loan credit facilities are based on LIBOR plus margins, which ranged between 0.4% and 2.3% as of March 31, 2022. For a portion of one of our term loans, interest is calculated based on the reference rate of KEXIM plus a margin, which was 0.7% as of March 31, 2022. One of our term loan credit facilities bears interest at a fixed rate of 7.7%. Two of our term loans bear interest at a fixed rate of 3.8%.
The Company may prepay certain amounts outstanding without penalty, other than breakage costs in certain circumstances. A prepayment may be required as a result of certain events, including without limitation the sale or loss of a vessel, a termination or expiration of a charter (and the inability to enter into a replacement charter acceptable to lenders within a prescribed period of time). The amount that must be prepaid may be calculated based on the loan to market value. In these circumstances, valuations of the Company’s vessels are conducted on a “without charter” basis as required under the credit facility agreement.
Each credit facility contains a mix of financial covenants requiring the Company to maintain minimum liquidity, tangible net worth, interest and principal coverage ratios, and debt-to-assets ratios, as defined. Certain facilities are guaranteed by an intermediate parent entity, in which case the parent entity must meet certain consolidated financial
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covenants under those term loan facilities including maintaining certain minimum tangible net worth, cash requirements and debt-to-asset ratios.
Some of the facilities also have an interest and principal coverage ratio, debt service coverage and vessel value requirement for the subsidiary borrower. We were in compliance with these covenants at March 31, 2022.
The following is a schedule of key facts relating to the Company’s credit facilities as of March 31, 2022:
(in millions of USD) Scheduled Amortization Bullet Due on Maturity Total Future Minimum Repayments Additional Vessels Unencumbered Upon Maturity
Net Book Value of Vessels Unencumbered(1)
Remainder of 2022 $ 172.5  $ 326.5  $ 499.0  $ 672.1 
2023 156.8  111.4  268.2  358.2 
2024 138.9  —  138.9  —  — 
2025 136.1  —  136.1  —  — 
2026 74.7  704.0  778.7  —  — 
2027 16.8  224.4  241.2  —  — 
2028 8.8  —  8.8  —  — 
2029 8.8  —  8.8  —  — 
2030 4.4  —  4.4  170.3 
2031 —  —  —  —  — 
Thereafter —  —  —  49  3,106.7 
Total $ 717.8  $ 1,366.3  $ 2,084.1  62  $ 4,307.3 
Notes
As of March 31, 2022, we had $2.0 billion outstanding under notes, $1.5 billion of which was unsecured, with the remaining $0.5 billion secured by assets held by the Company. We expect to continue to access the debt capital markets and issue additional series of notes similar to those described below, the proceeds of which may be used to repay other indebtedness, for capital expenditures, or for other general corporate purposes. The Company's outstanding notes are summarized below.
3.75% 2025 Exchangeable Notes
As of March 31, 2022, we had $201.3 million outstanding under our 3.75% exchangeable senior notes due 2025 (the “Exchangeable Notes”). The Exchangeable Notes were issued in December 2020, and are exchangeable at the holders’ option into an aggregate 15,474,817 Atlas common shares at an initial exchange price of $13.005 per share, the cash equivalent or a combination thereof, as elected by us, at any time on or after September 15, 2025, or earlier upon the occurrence of certain market price triggers, significant corporate events, or in response to early redemption elected by us. The holders may require us to redeem the Exchangeable Notes upon the occurrence of certain corporate events qualifying as a fundamental change in the business. We may redeem the Exchangeable Notes in connection with certain tax-related events or on any business day on or after December 20, 2023 and prior to September 15, 2025, if the last reported sale price of Atlas shares is at least 130.0% of the exchange price during a specified measurement period. A redemption of the Exchangeable Notes is made at 100.0% of the principal amount, plus accrued and unpaid interest. In connection with the Exchangeable Notes, we entered into capped call transactions using $15.5 million in proceeds from the issuance of the Exchangeable Notes to reduce the potential dilution to Atlas shares and/or offset any cash payments that are required upon an exchange, up to a maximum share price.
Sustainability-Linked NOK Bonds
As of March 31, 2022, we had an aggregate $500.0 million outstanding under our NOK Bonds. The NOK Bonds were issued in the Nordic bond market in February 2021 ($200.0 million) and April 2021 ($300.0 million), bear interest at 6.5% per annum, and mature in February 2024 and April 2026, respectively. Upon maturity, 100.0% of the principal balance is due, or 100.5% if certain sustainability-linked targets are not achieved, except in the event of certain eligible changes in tax law. As of March 31, 2022, the sustainability-linked targets had been achieved, which targeted capital expenditure for projects which mitigate carbon emissions, including LNG vessel technology. Upon the occurrence of a change of control or a delisting event (each as defined in the NOK Bonds), each holder of NOK Bonds will have the right to require the Company to purchase all or a portion of such holder’s NOK Bonds at a purchase price equal to 101.0% of the principal amount thereof plus accrued and unpaid interest, if any.
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Blue Transition 5.50% 2029 Notes
As of March 31, 2022, we had $750.0 million outstanding under our blue transition 5.5% senior unsecured notes due 2029 (the “5.5% 2029 Notes”). The 5.5% 2029 Notes were issued in July 2021, bear interest at 5.5% per annum, payable semi-annually beginning on February 1, 2022, and mature in 2029. The blue transition structure includes designated uses of proceeds for carbon mitigating projects, and were developed to align with the Company’s sustainability efforts.
Sustainability-Linked Senior Secured Notes
As of March 31, 2022, we had $500.0 million outstanding under our senior secured notes. The notes were issued pursuant to a U.S. private placement with life insurance companies and comprise four series. The Series A, Series C and Series D senior secured notes, totaling $450.0 million, were issued in May 2021, with interest rates ranging from 3.91% to 4.26% and maturities from June 2031 to June 2036. The Series B senior secured notes, totaling $50.0 million, were issued in August 2021, with an interest rate of 3.91%, and mature in 2031. The senior secured notes contain certain sustainability features, and are subject to adjustment based on Seaspan’s achievements relative to certain key performance indicators.
In May 2022, the Company entered into a note purchase agreement to issue a further $500 million of senior secured notes. Please read “Significant Developments During the Quarter ended March 31, 2022 and Subsequent—Financing Developments” for additional information.
Operating Leases
As of March 31, 2022, we had 13 vessel operating lease arrangements. Under 12 of the operating lease arrangements, we may purchase the vessels for a predetermined fair value purchase price. For the remaining lease, we may purchase the vessel at the end of the lease term for the greater of the fair market value and a predetermined amount. As of March 31, 2022, we had total commitments, excluding purchase options, under vessel operating leases from 2022 to 2029 of approximately $727.0 million.
Under our operating lease arrangements, subject to payment of a specified termination sum, we may voluntarily terminate the arrangement in certain circumstances. We may also be required to terminate and pay a termination sum as specified in the agreements in certain circumstances, such as a termination or expiry of a charter (where we do not enter into a charter acceptable to the counterparties, acting reasonably, within a required period of time).
Based on current market conditions, the Company expects that it will exercise the purchase options under the 12 operating lease arrangements subject to purchase options. These purchase option prices are $668.7 million in aggregate for the 12 vessels, and if exercised, such purchases would be completed between April 2023 and November 2026. If exercised, the term of the operating leases would be shortened, and the amount paid by the Company under the operating leases (excluding the purchase option price) would be less than the total commitment outlined below. In January 2022, the Company exercised its option to purchase one 10,000 TEU vessel and the lease has been re-assessed as a financing lease for the remainder of its term until the purchase is completed in January 2023 at the predetermined purchase price of $52.7 million. In April 2022, the Company exercised its options to purchase an additional two 10,000 TEU vessels as described in “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Significant Developments During the Quarter ended March 31, 2022 and Subsequent” above.
As of March 31, 2022, the commitment under operating leases relating to vessels was $727.0 million for 2022 to 2029, and for other leases it was $2.5 million for the remainder of 2022 to 2024. Total commitments under these leases are as follows:
(in millions of USD) Operating leases commitment
Remainder of 2022 $ 102.8 
2023 138.0 
2024 140.9 
2025 127.4 
2026 112.7 
Thereafter 107.8 
Total $ 729.6 

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Capital Commitments
As of March 31, 2022, the Company had 67 newbuild vessels under construction. The Company had outstanding commitments for the remaining installment payments as follows:
(in millions of USD) Capital Commitment
Remainder of 2022 $ 965.1 
2023 2,747.4 
2024 2,457.8 
Total $ 6,170.3 
Recently we have seen increasing consensus around expectations for a long-term period of heightened inflation. These expectations align with expectations for our business, as the cost of transport is a major component of inflation, and the underlying demand for our business is closely linked to both global GDP growth and inflation. While we expect these factors to continue to be a net positive for our business, we anticipate that expectations of quantitative tightening and rising interest rates intended to combat inflation may continue to cause volatility in the equity and credit markets near-term, impacting the pricing of our publicly traded securities, notwithstanding strong and stable underlying performance and asset values.
For additional information about our credit and lease facilities and other financing arrangements, including, among other things, a description of certain related covenants, please read “Item 5. Operating and Financial Review and Prospects—B. Liquidity and Capital Resources” in the 2021 Annual Report.
Other Financing Arrangements
We enter into financing arrangements consisting of financing sale-leaseback and failed sales arrangements with special purpose entities, which are consolidated by us as primary beneficiaries. These leases are provided by bank financial leasing owners who legally own our vessels through special purpose entities and are also granted other related security, such as assignments of time charters, earnings for the vessels, insurances for the vessels and management agreements for the vessels. We use these arrangements to finance the construction and acquisition of vessels, as well as certain of our operating vessels.
As of March 31, 2022, we have 26 vessels under these financing arrangements, which provided for borrowings of approximately $1.3 billion excluding deferred financing fees. Under these agreements, we may voluntarily terminate a lease agreement, subject to payment of a termination fee in certain circumstances. We are also required to prepay rental amounts, broken funding costs and other costs to the lessor in certain circumstances, such as a termination or expiry of a charter (where we do not enter into a charter acceptable to the lessors within a required period of time). If we default under these financing arrangements, our lessors could declare all outstanding amounts to be immediately due and payable and realize on the security granted under these arrangements.
For additional information about our credit and lease facilities and other financing arrangements, including, among other things, a description of certain related covenants, please read “Item 5. Operating and Financial Review and Prospects—B. Liquidity and Capital Resources” in Atlas’ 2021 Annual Report.

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The following is a schedule of key facts under our other financing arrangements as of March 31, 2022:

(in millions of USD) Scheduled Amortization Bullet Due on Maturity Total Future Minimum Repayments Additional Vessels Unencumbered Upon Maturity
Net Book Value of Vessels Unencumbered(1)(2)
Remainder of 2022 $ 75.9  $ —  $ 75.9