Edgar Filing: ULTRAPETROL BAHAMAS LTD - Form 6-K

Unassociated Document

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

For the month of May 2008

Commission File Number: 001-33068

ULTRAPETROL (BAHAMAS) LIMITED

(Translation of registrant’s name into English)

Ocean Centre, Montagu Foreshore

Nassau, Bahamas

P.O. Box SS-19084

(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 [X] 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): ___

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

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: ___

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes [_] No [X]

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Set forth herein is a copy of a presentation given by the Company at its Earnings Conference Call held on May 13, 2008 to discuss its financial results for the First Quarter 2008.

First Quarter 2008 Earnings Call

Forward - looking statements & EBITDA

• Our disclosure and analysis in this presentation concerning our operations, cash flows and financial position, including, in particular,
the likelihood of our success in developing and expanding our business, include forward-looking statements. Statements that are
predictive in nature, that depend upon or refer to future events or conditions, or that include words such as ‘‘expects,’’ ‘‘anticipates,’’
‘‘intends,’’ ‘‘plans,’’ ‘‘believes,’’ ‘‘estimates,’’ ‘‘projects,’’ ‘‘forecasts,’’ ‘‘will,’’ ‘‘may,’’ ‘‘should,’’ and similar expressions are forward-looking
statements. Although these statements are based upon assumptions we believe to be reasonable based upon available information,
including projections of revenues, operating margins, earnings, cash flow, working capital, and capital expenditures, they are subject to
risks and uncertainties. These forward-looking statements represent our estimates and assumptions only as of the date of this
presentation and are not intended to give any assurance as to future results. As a result, you should not place undue reliance on any
forward-looking statements. We assume no obligation to update any forward-looking statements to reflect actual results, changes in
assumptions or changes in other factors, except as required by applicable securities laws.

• Factors that might cause future results to differ include, but are not limited to, the following:

– unexpected future operating or financial results

– delays or increased costs in pending or recent acquisitions, deviations from our business strategy or unexpected increases in capital
spending or operating expenses, including drydocking and insurance costs

– changes in general market conditions and trends, including charter rates, vessel values, and factors affecting vessel supply and
demand

– our ability to obtain additional financing

– changes in our financial condition and liquidity, including our ability to obtain financing in the future to fund capital expenditures,
acquisitions and other general corporate activities

– deviations from our expectations about the availability of vessels to purchase, the time that it may take to construct new vessels, or
vessels’ useful lives

– delays or defaults by our contract counter-parties in performing their obligations to us

– loss of one or more key members of our management team

– changes in governmental rules and regulations or actions taken by regulatory authorities

– adverse weather conditions that can affect production of the goods we transport and navigability of the river system

– the highly competitive nature of the oceangoing transportation industry

– the loss of one or more key customers

– unexpected fluctuations in foreign exchange rates and devaluations

– liabilities from future litigation

– other factors discussed in the section titled ‘‘Risk factors” in our annual report on form 20-F for the year ended December 31, 2007

• Management considers EBITDA to be a meaningful indicator of operating performance and uses it as a measure to assess the
operating performance of the Company’s business. EBITDA provides us with an understanding of one aspect of earnings before the
impact of investing and financing transactions and income taxes. EBITDA should not be construed as a substitute for net income or as a
better measure of liquidity than cash flow from operating activities, which is determined in accordance with generally accepted
accounting principles (“GAAP”). EBITDA excludes components that are significant in understanding and assessing our results of
operations and cash flows. In addition, EBITDA is not a term defined by GAAP and as a result our measure of EBITDA might not be
comparable to similarly titled measures used by other companies. The Company believes that EBITDA is relevant and useful
information, which is often reported and widely used by analysts, investors and other interested parties in our industry. Accordingly, the
Company has included references to EBITDA in this presentation. A reconciliation of EBITDA, Adjusted EBITDA and Segment EBITDA
to US GAAP measures is available on the Appendix of this presentation

Ø Board of Directors approved a share buy-back program of up to $50.0 million

• 638,971 shares bought to date

Ø Signed a Mandate Letter with International Finance Corporation (IFC) to process a possible
financing of up to $50.0 million to cover part of our CAPEX Program in the River Business

(1) A reconciliation of EBITDA and Adjusted EBITDA to US GAAP measures is available on the
Appendix in this presentation

Non-Cash Gains on FFAs

for in our Dec 31, 07 Financial Results

Non-Cash Gains on FFAs

Cash Settlements on FFAs

Provision for Income Tax on Unrealized Foreign

Currency Gains on USD-denominated Debt

1Q 2008 Ultrapetrol’s Highlights

Ø 14% increase in volumes loaded as compared to 1Q 2007

Ø Thirty barges and one pushboat purchased in the US already arrived in the Hidrovia,
and are fully operational as from 2Q 2008

Ø Further load-out of 27 barges and two pushboats currently taking place

Ø Received first six heavy fuel engines out of the 24 included in our re-engining
project

Ø Contracted with a shipyard in Argentina to construct the hull of an 8,325 HP
pushboat

Ø Barge enlargement program continues à 44 barges processed out of a total of 130
targeted by the end of 2010

Ø Ongoing construction of new barge building yard àcurrently receiving equipments
for installation and construction progressing as planned

Ø The Upper Paraguay River recovered normal water levels early in 1Q 2008

Ø Unaffected by conflict in Argentina between Government and farmers

1Q 2008 & Year to Date
River Business Developments

Voyage Expenses Year-on-Year Increase

Increase in Fuel Expense(2) = $4,013

Increase in Other Voyage Expenses(2) = $900

Ø $3,342 due to fuel price

Ø $671 due to quantity
consumed

	1Q 08	1Q 07	Difference
Other Voyage Expenses (Excludes Fuel) - ($ / Ton)	$3.18	$2.80	14%
Running Costs ($ / Ton)	$6.97	$5.53	26%

Cost Increase per metric ton loaded(2)

(2) Source: Company calculations / data

(1) A reconciliation of Segment EBITDA and Pro Forma Segment EBITDA excluding Barge Positioning to US
GAAP measures is available on the Appendix in this presentation

Volumes (In Metric Tons)

excluding Barge Positioning

Year-on-Year River Business Highlights

	1Q 08	1Q 07	Difference
Average Freight Rate ($ / Ton)	$25.88	$21.03	23%
Difference	$4.85
Of which
Fuel explains	$3.20, or 15%
Average price increases and cargo mix explains	$1.65 or 8%

(1) Source: Company calculations / data

Incidence of average price and cargo mix change in freight

Incidence of fuel in freight increase

2007 Average freight rate

Freight Rates Increase Breakdown(1)

Source: FAS - USDA

Paraguayan Soybean Crop

Corumbá Mine Iron Ore Exports(1)

(1) Industry sources

Hidrovia Market Overview

Ø Construction in Brazil of our sixth vessel continues as planned à delivery expected
by the end of 2008

Ø Steel cutting of vessels under construction in India has commenced and
corresponding payment has been made

Ø Building contracts in China have been completed and down payments have been
made on first two hulls

Ø Total of five vessels operated during 1Q 2008:

Ø Brazilian Market

• Two vessels committed long term until 2Q 2009

Ø North Sea Market

• One vessel committed long term until 2Q 2009

• One vessel committed until August 2008

• One vessel in the spot market

1Q 2008 & Year to Date Offshore
Supply Business Developments

UP North Sea Fleet Daily Average Time Charter(2)

2006 - To date North Sea Spot Rates(1)

1Q 08 Fleet Employment Distribution(2)

UP Brazil Fleet Daily Average Time Charter(2)

Current Spot Rate(1)

(1) Source: Seabrokers; Current Spot Rate: company estimates on brokers’ figures

(2) Source: Company calculations / data

Offshore Supply Market Overview

(1) Includes recoveries from our delay and loss of hire insurance.

(2) A reconciliation of Segment EBITDA to US GAAP measures is available on the Appendix in this
presentation

Year-on-Year Offshore Supply
Business Highlights

Fleet in Operation

Fleet under Construction

Offshore Supply Fleet Overview

Ø During 1Q 2008 two of our three OBO vessels completed their old commitments at
comparatively lower time charter rates and entered into new time charters tied to
the 4TC Capesize Routes Index

Ø The third OBO vessel completed her previous charter on April 8, 2008, and entered
into a similar Index-linked new time charter

Ø Our Capesize vessel, Princess Marisol, has been employed on the spot market at
attractive rates

Ø During 1Q 2008 we bought 61 days, partially offsetting the 120 days previously
sold in FFAs for February and March 2008 positions.

Ø As from 2Q 2008 (provided our future FFA positions continue to qualify as cash
flow hedges) we no longer expect to register in our Income Statement non cash
losses resulting from the mark-to-market of our FFA transactions

Ø We have added in 2Q 2008 a fourth 11,299 dwt, 2006-built product tanker, MT
Austral, to our South American operation under a 3-year bareboat charter

1Q 2008 & Year to Date
Ocean Business Developments

Ø Additional vessels operating on the 1Q 08:

- Princess Marisol, Amadeo and partially Alejandrina represent $3.5
million of the difference in Running Costs

(1) A reconciliation of Segment EBITDA and Adjusted Segment EBITDA to US GAAP measures is
available on the Appendix in this presentation

Cash Losses / Settlements on FFAs

already accounted for in our Dec 31,

2007 Financial Results

Year-on-Year Ocean Business Highlights

Avg. ‘07
TC(2)

Avg. 1Q
08 TC(3)

Avg. FY
‘08 TC(4)

OBO Fleet Average Daily Time Charter Rates(1)

OBO Fleet Gross Profit Contribution(1), (3), (5), (6),(7)

(1) The values in these graphs are based on estimates and assumptions and consequently may change

(2) Excludes Non Cash Losses on FFAs

(3) Excludes Non Cash Gains on FFAs

(4) Gross Profit Contribution = Revenues - Voyage Expenses - Running Costs

(5) Assumes a 25% discount for our vessels from the futures market index’s typical vessel and uses the future
settlement values as of May 8, 2008 to value all “Non-Covered” (days on calendar year multiplied by three OBO
vessels less number of FFAs contracted days discounted by 25%) available days in 2008

(6) Assumes no off hire or time loss under repairs

(7) Assumes Running Costs of 1Q 08 remain constant for the balance of the year

Source: Company
calculations and estimates

2008 Contribution of days not covered by FFAs

2008 Contribution of days covered by FFAs

2007 Gross Profit Contribution

OBO Fleet Average TC and
Gross Profit Contribution

Avg. FY ‘08
TC(2), (3)

FY 08(3), (5), (6)

Princess Marisol Average Time
Charter Rates(1)

Princess Marisol Gross
Profit Contribution(1), (4)

(1) The values in these graphs are based on estimates and assumptions and consequently may change

(2) Uses known COAs and charters until April 08 inclusive and future settlement values as of May 8, 2008 to value
all “non-chartered” available days between May and December 2008

(3) Includes 15 days off hire of scheduled repairs in May 2008, and 45 days of special survey during 4Q 08

(4) Gross Profit Contribution = Revenues - Voyage Expenses - Running Costs

(5) Assumes Running Costs of 1Q 08 remain constant for the balance of the year

(6) Running Costs include expenses of the May and the 4Q 08 scheduled repairs

Princess Marisol TC and
Gross Profit Contribution

Ø We sold 547.5 days of the 4TC Capesize Routes Index at USD 91,833 per day.

Ø When added to the 180 days previously sold at USD 51,000, we have covered a total of 727.5 days
in 2009 at an average of USD 81,730 of the index vessel.

Ø Assuming a 25% discount, the FFAs sold for 2009 provide cover for 933 days of our fleet at an
average time charter rate of USD 61,297 per day.

Ø Assuming each of our OBO vessels will have to undergo drydocks / special surveys in 2009, the
total number of available OBO vessels days in 2009 is estimated at 1,005.

Ø The FFAs we have sold for 2009 represent 93% of the available capacity of the OBO fleet under the
assumptions described above.

OBO Fleet Gross Profit Contribution(1), (2), (3), (4), (5)

(1) The values in this graph is based on estimates
and assumptions and consequently may change

(2) Gross Profit Contribution = Revenues - Voyage
Expenses - Running Costs

(3) Assumes a 25% discount for our vessels from the
futures market index’s typical vessel and uses the
future settlement values as of May 8, 2008 to
value all “non-covered” available days in 2008
and 2009

(4) Assumes Running Costs of 1Q 08 remain
constant for the balance of the year

(5) Includes corresponding off hire days due to
scheduled dry docks for all our three OBO
vessels

Source: Company calculations and estimates

Contribution of days not covered by FFAs

Contribution of days covered by FFAs

2007 Gross Profit Contribution

BCI 4TC Related Time Charter

Princess Susana

BCI 4TC Related Time Charter

Princess Katherine

BCI 4TC Related Time Charter

Princess Marisol

BCI 4TC Related Time Charter

Under repairs in Argentina

Capesize Vessels

Product Tankers

Ocean Fleet Overview

Capesize Orderbook - Dec 2007

Baltic Forward Assessment - May 8, 2008

Period	Route Average
May/June 2008	165,000
3Q 2008	144,813
4Q 2008	141,500
1Q 2009	122,000
2Q 2009	113,313
Cal 2009	101,922
Cal 2010	69,375

Source: Baltic Exchange

4TC Capesize Routes

Source: Baltic
Exchange

Source: Howe Robinson dry cargo market annual review 2007

Drybulk Industry Overview

Ø One vessel, Blue Monarch, in operation

Ø Remained in lay up during 1Q 2008; dry docked and repaired for European season

Ø Started cruising on 7-day and 14-day cruises in the Aegean Sea on April 23, 2008

Ø Second quarter seasonally slower in the Aegean; expected to improve in peak
months of European summer (July - September, 2008)

Ø Overall 2008 performance expected to improve with respect to last year

1Q 2008 Passenger Business Highlights

(1) Includes a 7,500 BHP ocean-going tug, the Alianza Campana

Pushboats Under Construction

Transfer Station

OFFSHORE SUPPLY FLEET

PSVs in Operation

PSVs Under Construction

TOTAL OFFSHORE SUPPLY FLEET

Capesize / OBOs

Handysize / ProductTankers

Semi-Integrated Tug / Barge Unit

TOTAL OCEAN FLEET

PASSENGER FLEET

ULTRAPETROL OWNED FLEET AS OF APRIL 30, 2008

Current Fleet List

This table is provided as a general guide of expected Capital Expenditure under the assumption that certain long
term strategies are implemented and all assets / ships can be purchased / built at desired prices and delivered
within expected timeframes. This program may change in the future according to the view the Company may
have of any particular part of our business at a given point in time.

Per Segment (In USD Million)

Barge enlargement

Barge building yard

Re-engining project

Barges / tugs acquisitions &

bottom replacement program

Total River Business

Offshore Supply Business

Brazilian PSV (UP Rubi)

Indian PSVs (x4)

Chinese PSVs (x2)

Total Offshore Supply Business

Product tanker 1

Product tanker 2

Total Ocean Business

Expected Expansion CAPEX Program

Ø Offshore Supply

§ We expect Offshore Supply
Business revenues to grow
substantially as from 2009
consistent with scheduled
deliveries of new PSVs

§ Current market rate scenario
strong with one vessel on the spot
market and other becoming
available for re-chartering in 3Q 08

§ Vessels fixed physically / through
FFAs for the rest of 2008 at time
charter revenues level which we
expect to be substantially higher
than year ended December 31, 2007

§ Added to our fleet a 166,013 dwt
Capesize vessel, Princess Marisol

§ Currently employed on 7-day and
14-day cruises in the Aegean Sea;
non core business, now only
reduced to one smaller vessel

Business Outlook

§ Volumes on the River Business are
currently growing; freight rate
scenario has been stable / strong

§ Our total transported cargo is
expected to grow as we expand
capacity

§ Significant growth in fleet expected
as from second half 2009 onwards

(1) A reconciliation of EBITDA and Adjusted EBITDA to US GAAP measures is available on
the Appendix in this presentation

Provision for Income Tax on Unrealized Foreign

Currency Gains on USD-denominated Debt

Year-on-Year Ultrapetrol’s Income Statement

Attributable to River Business

Attributable to Passenger Business

Attributable to Ocean Business

Year-on-Year Ultrapetrol’s
Income Statement on a Per Segment Basis

(1) A reconciliation of EBITDA per Segment, Total EBITDA and Adjusted EBITDA to US GAAP
measures is available on the Appendix in this presentation

Financial Expenses

accounted for in our Dec 31, 2007 Financial Results

Provision for Income Tax on Unrealized Foreign

Currency Gains on USD-denominated Debt

Year-on-Year Ultrapetrol’s
Income Statement on a Per Segment Basis (cont’d)

Long-term Financial Debt

Deferred Income Tax Liability

Ultrapetrol’s Balance Sheet

(1) EBITDA consists of net income (loss) prior to deductions for interest expense and other financial gains
and losses, income taxes, depreciation and amortization of dry dock expense and financial gain (loss) on
extinguishment of debt. We believe that EBITDA is intended to exclude all items that affect results relating to
financing activities. The gains and losses associated with extinguishment of debt are a direct financing item
that affects our results, and therefore should not be included in EBITDA. We do not intend for EBITDA to
represent cash flows from operations, as defined by GAAP (on the date of calculation), and should not be
considered as an alternative to net income (loss) as an indicator of our operating performance or to cash
flows from operations as a measure of liquidity. This definition of EBITDA may not be comparable to similarly
titled measures disclosed by other companies. We have provided EBITDA in this filing because we believe it
provides useful information to investors to measure our performance and evaluate our ability to incur and
service indebtedness.

Appendix (cont’d)

Investment in affiliates / Minority

Net income on FFAs

Appendix (cont’d)

River Business Segment EBITDA Reconciliation (in $000)

Three Months Ended March

Investment in affiliates / Minority interest

Appendix (cont’d)

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.

ULTRAPETROL (BAHAMAS) LIMITED

Dated: May 13, 2008	By:	/s/ Felipe Menendez R.
		Felipe Menendez R.
		Chief Executive Officer