Transactions with related parties |
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| Transactions with related parties | 3. Transactions with related parties During the six-month periods ended June 30, 2026 and 2025, the Partnership incurred the following charges in connection with related party transactions, which are included in the accompanying unaudited interim condensed consolidated statements of comprehensive income:
As of June 30, 2026 and December 31, 2025, balances with related parties consisted of the following:
3. Transactions with related parties (continued): (a) Master Management Agreement The Partnership has entered into a master management agreement (the “Master Agreement”) with Dynagas Ltd. (the “Manager”) for the provision of commercial, technical, crew, accounting and vessel administrative services to the Partnership’s owned or controlled vessels for a technical management fee of an absolute amount of $2.75 per day per vessel commencing on January 1, 2021. Beginning on the first calendar year after the commencement of the Master Agreement and each calendar year thereafter, these fees are adjusted upwards by 3%, subject to further annual increases to reflect material unforeseen costs of providing the management services. The amount of such further increase is to be agreed between the Partnership and the Manager and will be reviewed and approved by the Partnership’s Conflicts Committee. Under the terms of the Master Agreement, the Manager charges the Partnership for any additional capital expenditures, financial costs, operating expenses, and general and administrative expenses that are not covered by the management fees. The Master Agreement initially terminates on December 31, 2030, and upon expiration, automatically extends in additional five-year increments if notice of termination is not previously provided by the Partnership’s vessel-owning subsidiaries. In the event the Master Agreement is terminated for any reason other than default by the Manager, the applicable management fee under the Master Agreement shall continue to be payable for a further period of six months as from the effective date of such termination. The Manager may also terminate the Master Agreement in the event that the Partnership undergoes a change of control, in which case, subject to and pursuant to the terms of the Master Agreement, the Partnership would be required to pay to the Manager an amount equal to the net present value calculated at a discount rate of 5% per annum of the total aggregate management fees payable from the date of such termination to June 30th in the tenth year following the date of termination based on the number of Vessels managed at the date of termination (as contemplated under the Master Agreement). During the six-month periods ended June 30, 2026 and 2025, each vessel was charged a daily management fee of $3.2 and $3.1, respectively. During the six-month periods ended June 30, 2026 and 2025, management fees under the vessel Master Agreement amounted to $3,462 and $3,361, respectively, and are separately reflected in the accompanying unaudited interim condensed consolidated statements of comprehensive income. The Master Agreement also provides for a commission of 1.25% over charter-hire agreements arranged by the Manager. During the six-month periods ended June 30, 2026 and 2025, charter hire commissions under the Master Agreement amounted to $957 and $970, respectively, and are included in Voyage expenses (including related party) in the accompanying unaudited interim condensed consolidated statements of comprehensive income. The Master Agreement also provides for an advance equal to three months daily management fee, which shall continue to be maintained during its’ term by the Manager. Such advances as of June 30, 2026 and December 31, 2025, amounted to $1,350, which are separately reflected in Non-Current Assets as Due from related party in the unaudited condensed consolidated balance sheets. In addition, the Manager makes payments for operating expenses with funds provided by the Partnership. As of June 30, 2026 the amount of $516 was due to the Manager in relation to these operating expenses, and as of December 31, 2025 the amount of $1,685 was due from the Manager. The Manager also makes payments for other expenses (e.g. extra war risk insurances) on behalf of the Partnership. As of December 31, 2025 the amount of $190 was due to the Manager in relation to payments for other expenses. 3. Transactions with related parties (continued): (b) Executive Services Agreement On March 21, 2014, the Partnership entered into an executive services agreement (the “Executive Services Agreement”) with its Manager with retroactive effect from the IPO closing date, pursuant to which the Manager provides the Partnership the certain services of its executive officers, who report directly to the Board of Directors. Under the Executive Services Agreement, the Manager is entitled to an executive services fee of €538 thousand per annum (or $631 on the basis of an average Euro/US Dollar exchange rate of €1.0000/$1.1734 in the six-month period ended June 30, 2026), payable in equal monthly installments. The Executive Services Agreement had an initial term of five years and, on November 18, 2018, was automatically renewed for successive five-year terms, unless terminated earlier. During the six-month periods ended June 30, 2026 and 2025, executive service fees amounted to $316 and $289 and are included in general and administrative expenses (including related party) in the accompanying unaudited interim condensed consolidated statements of comprehensive income. (c) Administrative Services Agreement On December 30, 2014, and with effect from the IPO closing date, the Partnership entered into an administrative services agreement (the “Administrative Services Agreement”) with its Manager, according to which the Partnership is provided with certain financial, accounting, reporting, secretarial and information technology services for a monthly fee of $10, plus expenses, payable in quarterly installments. The Administrative Services Agreement can be terminated upon 120 days’ notice granted either by the Partnership’s Board of Directors or by Dynagas. During the six-month periods ended June 30, 2026 and 2025, administrative service fees amounted to $60 and are included in general and administrative expenses (including related party) in the accompanying unaudited interim condensed consolidated statements of comprehensive income. As of June 30, 2026 the amount of $30 was due to its Manager. (d) FuelEU compliance surplus pooling agreement On April 20, 2026, the Partnership entered into an agreement with its Manager, pursuant to which the Manager was authorized to participate in a FuelEU compliance pool on behalf of the Partnership, with other vessel-owning companies who share common ultimate beneficial ownership with the Partnership’s Sponsor, in order to facilitate the pooling of the FuelEU compliance surplus generated by the Arctic Aurora for the 2025 reporting period with the FuelEU compliance deficit generated by other pool members for the same period. The FuelEU compliance surplus generated by the Arctic Aurora was transferred through the pooling arrangement on April 20, 2026, and settled for consideration of $573. Accordingly, management concluded that the monetization of the FuelEU compliance surplus constitutes a related-party transaction for purposes of ASC 850. |
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