NSM Loans
In December 2021, Navios Maritime Holdings Inc. (Navios Holdings or the Company) entered into amended and restated loan
agreements with N Shipmanagement Acquisition Corp. and related companies (NSM) for an aggregate principal amount of $262.6 million.
NSM Loan I: In December 2021, Navios Holdings entered into an amended and restated loan agreement to the existing loan with NSM dated
August 29, 2019 whereby NSM made available to the Company a secured term loan of up to $127.6 million (the NSM Loan I), in two tranches: (i) the first tranche of $48.6 million represents borrowings already made
available and (ii) the second tranche of $79.1 million represents new borrowings to be made available in exchange of the release by NSM of certain existing collateral. The NSM Loan I is repayable in quarterly installments of
$5.0 million with the first installment falling due in the third quarter of 2023. The NSM Loan I has a four-year term and bears interest at a rate of (i) 18% per annum until the Companys 11.25% Senior Secured Notes (the 2022 Senior
Secured Notes) are repaid and 16.5% per annum thereafter when paid in the form of Convertible Debenture (as defined below) for the first 18 months (PIK Interest) and (ii) 13.5% per annum when paid in the form of cash. The NSM Loan
I will be paid in PIK Interest for the first 18 months, due also in optional prepayment during that period and thereafter in either cash or PIK Interest at the election of the Borrower.
NSM Loan II: In December 2021, Navios Holdings entered into an amended and restated loan agreement to the existing $115.0 million NSM loan
dated June 29, 2021 whereby NSM made available to the Company a secured term loan of up to $135.0 million (the NSM Loan II) in two tranches (i) the first tranche of $64.1 million represents outstanding borrowings
already made available and (ii) the second tranche of $70.9 million represents new borrowings to be made available, in exchange of the release by NSM of certain existing collateral. The NSM Loan II is repayable in quarterly installments of
$5.0 million with the first installment falling due in the third quarter of 2023. The NSM Loan II has a four year term and bears interest at a rate of (i) 18% per annum until the 2022 Senior Secured Notes are repaid and 16.5% per annum
thereafter when paid in PIK Interest and (ii) 13.5% per annum when paid in the form of cash. The NSM Loan II will be paid in PIK Interest for the first 18 months, due also in optional prepayment during that period and thereafter in either cash or
PIK Interest at the election of the Borrower.
NSM will receive an upfront fee in respect of the NSM Loan I and the NSM Loan II of $24.0 million in
the form of a Convertible Debenture. The agreements also provide for prepayment premiums ranging from 5%-10% during the first 36 months of the term which is payable in the form of Convertible
Debenture.
Convertible Debenture: In December 2021, Navios Holdings entered into a convertible debenture with NSM covering certain payments
under the NSM Loan I and II including the upfront fee of $24.0 million, the accrued interest, and the prepayment fees (Convertible Debenture). The lender has the option to convert any portion of the outstanding balance under the
Convertible Debenture into shares of common stock of Navios Holdings under an agreed mechanism. The Convertible Debenture has a term of five years and bears interest of 4% PIK payable at maturity, if not earlier converted.
Other Financing Agreements
In December
2021, Navios Holdings entered into two commercial bank facilities and four sale and leaseback agreements for an aggregate principal amount of $287.0 million.
HCOB Loan: In connection with the refinancing of the 2022 Notes, in December 2021, Navios Holdings entered into a loan agreement with Hamburg
Commercial Bank AG (HCOB) for an amount of up to $105.0 million, for the financing of seven drybulk vessels. The loan bears interest at a rate of LIBOR plus margin ranging from 3.25% per annum to 4.50% per annum. The loan is
repayable in eight quarterly installments of $4.5 million, beginning three months from the date of the initial drawdown, with a final balloon payment of $69.0 million on the last repayment date.