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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 month of February 2015

Commission File Number: 001-36437

Dorian LPG Ltd.

(Translation of registrant's name into English)

Dorian LPG Ltd., c/o Dorian LPG (USA) LLC

27 Signal Road

Stamford, Connecticut 06902

(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):  ¨ .

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.

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INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Attached hereto as Exhibit 1 are the unaudited interim condensed consolidated financial statements and management's discussion and analysis of financial condition and results of operations of Dorian LPG Ltd. and its subsidiaries (the "Company"), as of and for the three and nine months ended December 31, 2014.

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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.

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FORWARD‑LOOKING STATEMENTS

This report contains forward looking statements that involve risks and uncertainties. Where any forward looking statement includes a statement about the assumptions or bases underlying the forward looking statement, we caution that, while we believe these assumptions or bases to be reasonable and made in good faith, assumed facts or bases almost always vary from the actual results, and the differences between assumed facts or bases and actual results can be material, depending upon the circumstances. Where, in any forward looking statement, our management expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and is believed to have a reasonable basis. We cannot assure you, however, that the statement of expectation or belief will result or be achieved or accomplished. These statements relate to analyses and other information that are based on forecasts of future results and estimates of amounts not yet determinable. These statements also relate to our future prospects, developments and business strategies. Forward looking statements are identified by their use of terms and phrases such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "predict," "project," "will" and similar terms and phrases, including references to assumptions. Forward looking statements involve risks and uncertainties that may cause actual future activities and results of operations to be materially different from those suggested or described in this report. These risks include the risks that are identified in the "Risk Factors" section of our Annual Report on Form 20-F, and also include, among others, risks associated with the following:

•

pending or recent acquisitions, business strategy and expected capital spending or operating expenses;

•

future supply and demand for oil and refined petroleum products and natural gas of which LPG is a byproduct;

•

shipping market trends, including charter rates, factors affecting supply and demand and world fleet composition;

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•

our ability to incur additional indebtedness under and compliance with restrictions and covenants in our debt agreements;

•

our need for cash to meet our debt service obligations and to pay installments in connection with our newbuilding vessels;

•

any non compliance with the U.S. Foreign Corrupt Practices Act of 1977 ("the FCPA"), the U.K. Bribery Act 2010, or other applicable regulations relating to bribery;

•

our incorporation under the laws of the Republic of the Marshall Islands and the limited rights to relief that may be available compared to other countries, including the United States;

•

our financial condition and liquidity, including our ability to obtain financing in the future to fund capital expenditures, acquisitions and other general corporate activities, the terms of such financing and our ability to comply with covenants set forth in our existing and future financing arrangements; and

Any forward looking statements contained in this report should not be relied upon as predictions of future events. No assurance can be given that the expectations expressed in these forward looking statements will prove to be correct. Actual results could differ materially from expectations expressed in the forward looking statements if one or more of the underlying assumptions or expectations proves to be inaccurate or is not realized. You should thoroughly read this report with the understanding that our actual future results may be materially different from and worse than what we expect. Other sections of this report include additional factors that could adversely impact our business and financial performance. Moreover, we operate in an evolving environment. Some important factors that could cause actual results to differ materially from those in the forward looking statements are, in certain instances, included with such forward looking statements and in "Risk Factors" in our Annual Report on 20-F. Additionally, new risk factors and uncertainties emerge from time to time and it is not possible for our management to predict all risk factors and uncertainties, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward looking statements. We qualify all of the forward looking statements by these cautionary statements.

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Readers are cautioned not to place undue reliance on the forward looking statements contained in this report, which represent the best judgment of our management. Such statements, estimates and projections reflect various assumptions made by us concerning anticipated results, which are subject to business, economic and competitive uncertainties and contingencies, many of which are beyond our control and which may or may not prove to be correct. We undertake no obligation to update or revise any forward looking statements, whether as a result of new information, future events or otherwise.

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Dorian LPG Ltd.

TABLE OF CONTENTS

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Dorian LPG Ltd.

Unaudited Condensed Consolidated Balance Sheets

 (Expressed in United States Dollars)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Dorian LPG Ltd.

Unaudited Condensed Consolidated Statements of Operations

 (Expressed in United States Dollars, except for share data)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Dorian LPG Ltd.

Unaudited Condensed Consolidated Statements of Shareholders' Equity

 (Expressed in United States Dollars, except for number of shares)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Dorian LPG Ltd.

Unaudited Condensed Consolidated Statements of Cash Flows

(Expressed in United States Dollars)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Dorian LPG Ltd.

Notes to Unaudited Condensed Consolidated Financial Statements

(Expressed in United States Dollars)

1. Basis of Presentation and General Information

Dorian LPG Ltd. ("Dorian") was incorporated on July 1, 2013, under the laws of the Republic of the Marshall Islands and is headquartered in the United States and is engaged in the transportation of liquefied petroleum gas ("LPG") worldwide through the ownership and operation of LPG tankers. Dorian LPG Ltd. and its subsidiaries (together "we", "our", "DLPG" or the "Company") is primarily focused on owning and operating very large gas carriers ("VLGCs"), each with a cargo carrying capacity of greater than 80,000 cbm. After the latest delivery of our VLGC on January 2, 2015, our fleet currently consists of seven LPG carriers, including three fuel-efficient 84,000 cbm ECO-design VLGCs, three 82,000 cbm VLGCs and one pressurized 5,000 cbm vessel. In addition, we have newbuilding contracts for the construction of sixteen new fuel-efficient 84,000 cbm ECO-design VLGCs at Hyundai Heavy Industries Co., Ltd. ("Hyundai" or "HHI"), and Daewoo  Shipping and Marine Engineering Ltd. ("Daewoo"), both of which are based in South Korea, with scheduled deliveries between April 2015 and January 2016. We refer to these contracts along with the VLGCs that were delivered in July 2014, September 2014 and January 2015 as our VLGC Newbuilding Program.

On May 13, 2014, Dorian completed its initial public offering (the "IPO") and its shares trade on the New York Stock Exchange under the ticker symbol "LPG".

The accompanying unaudited condensed consolidated financial statements and related notes (the "Financial Statements") have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, all adjustments, consisting of normal recurring items, necessary for a fair presentation of financial position, operating results and cash flows have been included in the Financial Statements. The Financial Statements should be read in conjunction with the audited consolidated financial statements and related notes for the period ended March 31, 2014 included in the Dorian LPG Ltd. Annual Report on Form 20-F filed with the Securities and Exchange Commission ("SEC") on July 30, 2014.

Our quarterly results are subject to seasonal and other fluctuations, and the operating results for any quarter are therefore not necessarily indicative of results that may be otherwise expected for the entire year.

Our subsidiaries as of December 31, 2014 which are all wholly-owned and are incorporated in Republic of the Marshall Islands (unless otherwise noted) are listed below.

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Vessel Owning Subsidiaries

Newbuild Vessel Owning Subsidiaries⁽³⁾

 

Management Subsidiaries
Subsidiary		Incorporation Date
Dorian LPG Management Corp		July 2, 2013
Dorian LPG (USA) LLC (incorporated in USA)		July 2, 2013
Dorian LPG (UK) Ltd (incorporated in UK)		November 18, 2013
Dormant Subsidiaries
Subsidiary		Incorporation Date
SeaCor LPG I LLC		April 26, 2013
SeaCor LPG II LLC		April 26, 2013
Capricorn LPG Transport LLC		November 15, 2013
Constitution LPG Transport LLC		February 17, 2014

 

 

(1)

CBM: Cubic meters, a standard measure for LPG tanker capacity

(2)

Very Large Gas Carrier ("VLGC"), Pressurized Gas Carrier ("PGC")

(3)

Represents newbuild vessels not yet delivered as of December 31, 2014

(4)

Represents calendar year quarters

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2. Significant Accounting Policies

The same accounting policies have been followed in these unaudited interim condensed consolidated financial statements as were applied in the preparation of our audited financial statements for the period ended March 31, 2014 (see Note 2 of the consolidated financial statements for the period ended March 31, 2014 included in our Annual Report on Form 20-F for the period ended March 31, 2014).

There are no recent accounting pronouncements, other than those disclosed in our audited financial statements for the period ended March 31, 2014, for which the adoption of would have a material effect on our unaudited interim condensed consolidated financial statements in the current period or expected to have an impact on future periods.

3. Transactions with Related Parties

 We outsourced the technical and commercial management of our vessels to Dorian (Hellas), S.A. ("Dorian Hellas" or the "Manager"), a related party, through June 30, 2014, pursuant to management agreements entered into by each vessel owning subsidiary on July 26, 2013, as amended. Management fees incurred related to these agreements are presented as Management fees‑related party in the statement of operations in the relevant period. There were no management fees related to these agreements subsequent to June 30, 2014. The amounts due to/from related parties represent amounts due to/from the Manager relating to payments made by the Manager on our behalf relating to vessels operations, fees due to the Manager for services rendered, net of amounts transferred to the Manager.

Additionally, a fixed monthly fee of $15,000 per hull was payable to the Manager for pre‑delivery services provided during the period from July 29, 2013 until June 30, 2014. Management fees related to the pre‑delivery services during the nine months ended December 31, 2014 and the period July 1, 2013 to March 31, 2014 amounted to $0.9 million and $1.1 million, respectively, which have been capitalized and presented in vessels under construction.

As of July 1, 2014, vessel management services and the associated agreements for our fleet were transferred from the Manager and are now provided through our wholly owned subsidiaries Dorian LPG (USA) LLC, Dorian LPG (UK) Ltd and Dorian LPG Management Corp.

4. Deferred Charges, Net

The analysis and movement of deferred charges is presented in the table below:

		Financing costs				Drydocking costs				Equity offering costs				Total deferred charges, net
Balance, March 31, 2014			716,040				535,291				1,304,343				2,555,674
Additions			—				323,623				760,680				1,084,303
Amortization			(693,733	)			(127,680	)			—				(821,413	)
Transferred to APIC			—				—				(2,065,023	)			(2,065,023	)
Balance, December 31, 2014			22,307				731,234				—				753,541

The drydocking costs incurred during the nine months ended December 31, 2014 relate to the drydocking for Grendon, which was drydocked during the period.

Offering costs related to our IPO were transferred to additional paid-in capital ("APIC") on completion of our IPO on May 13, 2014.

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5. Vessels, Net

The additions represent amounts transferred from Vessels under Construction relating to the cost of our newbuildings, the Comet and the Corsair, which were delivered to us on July 25, 2014 and September 26, 2014, respectively.

Vessels, with a total carrying value of $262.0 million as of December 31, 2014, are first‑priority mortgaged as collateral for our loan facility (refer Note 7). No impairment loss was recorded for the periods presented.

6. Vessels Under Construction

Other capitalized expenditures represent LPG coolant of $1.1 million, fees paid to our Manager of $0.9 million, to third party vendors of $6.1 million and $0.1 million of employee-related costs for supervision fees and other newbuilding pre‑delivery costs including engineering and technical support, liaising with the shipyard, and ensuring key suppliers are integrated into the production planning process.

7. Long-term Debt

The table below presents the loans outstanding as of December 31, 2014:

Secured bank debt
Royal Bank of Scotland plc. ("RBS")
Tranche A			42,500,000
Tranche B			30,684,000
Tranche C			49,450,000
Total			122,634,000
Presented as follows:
Current portion of long‑term debt			9,612,000
Long‑term debt—net of current portion			113,022,000
Total

The interest rate on the loan facility increased in accordance with the loan agreement from LIBOR plus a margin of 1.5% per annum to LIBOR plus a margin of 2.0% per annum on September 26, 2014, concurrent with the delivery of the Corsair. The margin will be increased to 2.5% on September 26, 2015 until maturity.

The loan facility is secured by first priority mortgages on the Captain John NP, Captain Markos NL, Captain Nicholas ML and Corsair and first assignments of all freights, earnings and insurances. In addition, we were obliged to maintain $66,538,170 in a restricted cash account, which was reduced on the date of the second, third and fourth pre‑delivery shipyard installments for the Corsair and on delivery of the Corsair was reduced to zero.

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8. Common Stock

On April 25, 2014, we completed a private placement of 1,412,698 common shares with a strategic investor at a price of NOK 110.00 or USD 18.40 based upon the exchange rate on April 24, 2014, which represents approximately $26.0 million in gross proceeds not including closing fees.

On May 13, 2014, we completed an initial public offering of 7,105,263 common shares on the New York Stock Exchange at a price of $19.00 per share, or $135.0 million in gross proceeds not including underwriting fees or closing costs. The shares began trading on the New York Stock Exchange on May 8, 2014 under the ticker symbol "LPG".

On May 22, 2014, we completed the issuance of 245,521 common shares related to the overallotment exercise by the underwriters of our initial public offering at a price of $19.00 per share, or $4.7 million in gross proceeds not including underwriting fees or closing costs.

On June 25, 2014, we completed the exchange offer of unregistered common shares that we previously issued in our prior equity private placements, other than the common shares owned by our affiliates, for 15,528,507 common shares that have been registered under the Securities Act of 1933, as amended, the complete terms and conditions of which were set forth in a prospectus dated May 8, 2014 and the related letter of transmittal.

On June 30, 2014, 655,000 shares of restricted stock were granted and issued to certain of our officers under the equity incentive plan (see Note 9 for further discussion regarding stock-based compensation).

9. Stock-Based Compensation Plans

In April 2014, we adopted an equity incentive plan, which we refer to as the Equity Incentive Plan, under which we expect that directors, officers, and employees (including any prospective officer or employee) of the Company and its subsidiaries and affiliates, and consultants and service providers to (including persons who are employed by or provide services to any entity that is itself a consultant or service provider to) the Company and its subsidiaries and affiliates, as well as entities wholly‑owned or generally exclusively controlled by such persons, may be eligible to receive non‑qualified stock options, stock appreciation rights, stock awards, restricted stock units and performance compensation awards that the plan administrator determines are consistent with the purposes of the plan and the interests of the Company. We have reserved 2,850,000 of our common shares for issuance under the Equity Incentive Plan, subject to adjustment for changes in capitalization as provided in the Equity Incentive Plan in April 2014. The plan is administered by our compensation committee. For more information relating to the terms of our Equity Incentive Plan, please see the section entitled Equity Incentive Plan in Item 6. Directors, Senior Management and Employees – B. Compensation included in our Annual Report on Form 20-F for the period ended March 31, 2014.

On June 30, 2014, we granted 655,000 shares of restricted stock under the Equity Incentive Plan to certain of our officers. One-third of these restricted shares vest three years after grant date, one-third vest four years after grant date, and one-third vest five years after grant date. The restricted shares were valued at their fair market value on their grant date and are expensed on a straight-line basis over five years. Our stock-based compensation expense was $0.8 million and $1.5 million for the three and nine months ended December 31, 2014, respectively. Unrecognized compensation cost as of December 31, 2014 is $13.5 million and will be recognized over the remaining weighted average life of 4.5 years.

A summary of the activity of our restricted shares as of December 31, 2014 and changes during the nine months then ended, is as follows:

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10. Revenues

Revenues comprise the following:

Time charter revenue included a profit‑sharing element of the time charter agreements of $2.4 million and $2.9 million for the three months ended December 31, 2014 and December 31, 2013, respectively, and $7.8 million for the nine months ended December 31, 2014. For the period July 1, 2013 (inception) to December 31, 2013, $3.8 million of the profit-sharing element of the time charter agreements is included in time charter revenue. Other revenue represents income from charterers relating to reimbursement of expenses such as costs for security guards and war risk insurance.

11. Derivatives and Financial Instruments

Our principal financial assets consist of cash and cash equivalents, amounts due from related parties and trade accounts receivable. Our principal financial liabilities consist of long‑term bank loan, interest rate swaps, accounts payable, amounts due to related parties and accrued liabilities.

We use interest rate swaps for the management of interest rate risk exposure. The interest rate swaps effectively convert our debt from a floating to a fixed rate. To hedge our exposure to changes in interest rates we are a party to five floating‑to‑fixed interest rate swaps with RBS. Interest rate swaps are stated at fair value, which is determined using a discounted cash flow approach based on market‑based LIBOR swap yield rates. LIBOR swap rates are observable at commonly quoted intervals for the full terms of the swaps and therefore are considered Level 2 items in accordance with the fair value hierarchy. The fair value of the interest rate swap agreements approximates the amount that we would have to pay for the early termination of the agreements.

Tabular disclosure of financial derivatives is as follows:

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The effect of derivative instruments on the consolidated statement of operations for the periods presented are as follows:

As of December 31, 2014 and March 31, 2014, no fair value measurements for assets or liabilities under Level 1 or Level 3 were recognized in our consolidated balance sheets. We did not have any other assets or liabilities measured at fair value on a nonrecurring basis during the three or nine months ended December 31, 2014.

12. Earnings Per Share ("EPS")

Basic EPS represents net income attributable to common shareholders divided by the weighted average number of common shares outstanding during the measurement period. Our restricted stock shares include rights to receive dividends that are subject to the risk of forfeiture if service requirements are not satisfied, thus these shares are not considered participating securities and are excluded from the basic weighted-average shares outstanding calculation. Diluted EPS represent net income attributable to common shareholders divided by the weighted average number of common shares outstanding during the measurement period while also giving effect to all potentially dilutive common shares that were outstanding during the period.

The calculations of basic and diluted EPS for the periods presented were as follows:

For the three and nine months ended December 31, 2014, there are 655,000 shares of unvested restricted stock excluded from the calculation of diluted EPS because the effect of their inclusion would be anti-dilutive.

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13. Commitments and Contingencies

Commitments under Newbuilding Contracts

As of December 31, 2014, we had commitments under shipbuilding contracts and supervision agreements for seventeen newbuildings. We expect to settle these commitments as follows:

Twelve months ended December 31, 2015			833,026,646
Twelve months ended December 31, 2016			53,143,120
Total			886,169,766

Other

From time to time we expect to be subject to legal proceedings and claims in the ordinary course of business, principally personal injury and property casualty claims. Such claims, even if lacking in merit, could result in the expenditure of significant financial and managerial resources. We are not aware of any claim, which is reasonably possible and should be disclosed or probable and for which a provision should be established in the accompanying interim condensed consolidated financial statements.

14. Subsequent Events

On January 2, 2015, we took delivery of our third vessel under the VLGC Newbuilding Program, the Corvette, from HHI.

On January 12, 2015, we announced that we received the final commitments for up to $761 million of debt financing from a number of financial institutions and two sovereign export credit agencies for our VLGC Newbuilding Program.  Pursuant to the commitments received by us, the debt financing structure will have four separate tranches and be secured by, among other things, 18 of our VLGC newbuildings, and will represent a loan-to-contract cost ratio of approximately 55%. Pursuant to the commitments, the blended margin over LIBOR across all tranches of the financing will be approximately 2.1% not including financing fees and the weighted average amortization profile will be approximately 14 years. Completion of the financing is subject to customary closing conditions and final documentation.

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

We are a Marshall Islands corporation headquartered in the United States and primarily focused on owning and operating VLGCs, each with a cargo‑carrying capacity of greater than 80,000 cbm. Our fleet consists of seven LPG carriers, including three 82,000 cbm VLGCs, one pressurized 5,000 cbm vessel and three new fuel-efficient 84,000 cbm ECO-design VLGCs constructed by Hyundai and delivered in July 2014, September 2014 and January 2015. We have newbuilding contracts for the construction of sixteen new fuel-efficient 84,000 cbm ECO-design VLGCs at Hyundai and Daewoo, both of which are based in South Korea, with scheduled deliveries between April 2015 and January 2016. We refer to these contracts along with the VLGCs that were delivered in July 2014, September 2014 and January 2015 as our VLGC Newbuilding Program.

Our principal shareholders include Scorpio Tankers (NYSE:STNG); SeaDor Holdings, an affiliate of SEACOR Holdings Inc. (NYSE:CKH); Kensico Capital Management and Dorian Holdings which own 16.3%, 16.1% 13.9% and 9.8%, respectively, of our total shares outstanding as of February 2, 2015. Each is represented on our board of directors or retains the right to appoint a director.

Our customers include global energy companies such as Statoil and Shell, commodity traders such as Vitol and Itochu and importers such as E1, SK Gas and Indian Oil Corporation. We intend to pursue a balanced chartering strategy by employing our vessels on a mix of multi‑year time charters, some of which may include a profit‑sharing component, and spot market voyages and shorter‑term time charters. Two of our vessels are currently on time charters. Our first newbuilding, the Comet, is on a five-year time charter to Shell that began on July 25, 2014 and the Captain Markos NL is currently on a five-year time charter to Shell that began on December 14, 2014.

Recent Developments

On January 2, 2015, we took delivery of our third vessel under the VLGC Newbuilding Program, the Corvette, from Hyundai.

Selected Financial Data

The following table presents selected financial data and other data of Dorian LPG Ltd. as of and for the three and nine month periods ended December 31, 2014, the three months ended December 31, 2013 and the period July 1, 2013 (inception) to December 31, 2013, and should be read in conjunction with our interim condensed consolidated financial statements and other financial information appearing and referred to elsewhere in this report.

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Our Fleet

Our operating fleet currently consists of seven LPG carriers, including three fuel-efficient 84,000 cbm ECO-design VLGCs, three modern 82,000 cbm VLGCs and one pressurized 5,000 cbm vessel. In addition, we have newbuilding contracts for the construction of sixteen new fuel‑efficient 84,000 cbm ECO-design VLGCs at Hyundai and Daewoo, both of which are based in South Korea, with scheduled deliveries between April 2015 and January 2016.

Each of our newbuildings will be an ECO‑design vessel incorporating advanced fuel efficiency and emission‑reducing technologies. Upon completion of our VLGC Newbuilding Program in January 2016, 100% of our VLGC fleet will be operated as sister ships and the average age of our VLGC fleet will be approximately 1.6 years, while the average age of the current worldwide VLGC fleet is approximately 10.8 years.

The following table sets forth certain information regarding our vessels as of February 2, 2015:

 

 

 

 

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Results of Operations – For the three months ended December 31, 2014 and December 31, 2013

Revenues

The following table compares our Revenues for the three months ended December 31:

 

Revenues of $32.6 million for the three months ended December 31, 2014, which represent time charter and voyage charters earned for our five VLGC vessels and our pressurized 5,000 cbm vessel, increased $18.9 million, or 137.7%, from $13.7 million for the three months ended December 31, 2013. The increase is primarily attributed to the delivery and operation of two newbuilding VLGCs in 2014. Additionally, revenues for one of our VLGCs increased by $5.7 million due to a transition from time charter during the three months ended December 31, 2013 to the spot market in the current quarter. Three of our VLGCs operated in the spot market and earned $25.3 million in voyage charter revenues. The Grendon, which ended its time charter at the end of May 2014, earned $0.2 million of voyage charter revenues and had 19 operating days for the three months ended December 31, 2014. Two of our VLGCs earned time charter revenues amounting to $7.0 million. Time charter revenues included $2.4 million of profit sharing.

Voyage Expenses

Voyage expenses were approximately $7.8 million during the three months ended December 31, 2014, an increase of $5.0 million, from $2.8 million for the three months ended December 31, 2013. This increase is mainly attributable to an increase in the number of vessels operating in the spot market, which resulted in increased bunkers of $3.5 million, as well as an increase in the number of vessels in the operating fleet, which resulted in an increase in port charges, canal dues and other related expenses of $1.0 million and brokers' commissions of $0.4 million.

Vessel Operating Expenses

Vessel operating expenses are influenced by the number of vessels, the age and size of the vessel, the condition of the vessel and other factors. Vessel operating expenses were approximately $5.7 million during the three months ended December 31, 2014, or $10,401 per vessel per calendar day, which is calculated by dividing vessel operating expenses by calendar days for the relevant time period. This was an increase of $2.4 million, or $1,528 per vessel per calendar day, from $3.3 million for to the three months ended December 31, 2013 and is primarily the result of approximately $0.8 million relating to training of additional crew on our operating VLGC fleet in anticipation of newbuilding deliveries as well as a general increase in vessel operating expenses due to additional vessels being delivered and operating in 2014.

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Management Fees—related party

There were no management fees for the three months ended December 31, 2014 compared to $1.1 million for the three months ended December 31, 2013. Management fees represented fees charged by Dorian (Hellas) in accordance with the management agreement entered into with Dorian (Hellas). As of July 1, 2014, vessel management services and the associated agreements for our fleet were transferred from the Manager and are now provided through our wholly owned subsidiaries Dorian LPG (USA) LLC, Dorian LPG (UK) Ltd and Dorian LPG Management Corp.

Depreciation and Amortization

Depreciation and amortization was approximately $4.0 million for the three months ended December 31, 2014, an increase of $1.5 million from $2.5 million for to the three months ended December 31, 2013, and mainly relates to depreciation expense for our additional operating vessels.

General and Administrative Expenses

General and administrative expenses were approximately $4.3 million for the three months ended December 31, 2014, an increase of $4.2 million from $0.1 million for the three months ended December 31, 2013, mainly due to vessel management services being transferred from the Manager to our wholly owned subsidiaries Dorian LPG (USA) LLC, Dorian LPG (UK) Ltd and Dorian LPG Management Corp., increased costs of being a public company and additional costs to service the new operating vessels. There was a decline in management fees from $1.1 million for the three months ended December 31, 2013 to no management fees for the three months ended December 31, 2014. General and administrative expenses for the three months ended December 31, 2014 were comprised of $1.9 million of salaries and benefits, $0.8 million of stock-based compensation, $0.7 million for professional, legal, audit and accounting fees, and $0.9 million of other general and administrative expenses.

Interest and Finance Costs

Interest and finance costs amounted to less than $0.1 million for the three months ended December 31, 2014, a decrease of $0.5 million from $0.6 million for the three months ended December 31, 2013. The interest and finance costs consisted of interest incurred on our long-term debt of $0.7 million and amortization of financing costs of $0.2 million, less capitalized interest of $0.9 million. The average indebtedness during the three months ended December 31, 2014 was $123.3 million and the outstanding balance of our long‑term debt as of December 31, 2014 was $122.6 million.

Interest Income

Interest income amounted to approximately $0.1 million for the three months ended December 31, 2014, a decrease of $0.1 million from $0.2 million for the three months ended December 31, 2013, resulting from a decrease in short term bank deposits.

Gain/(loss) on Derivatives, net

Gain/(loss) on derivatives, net, amounted to a net loss of approximately $1.3 million for three months ended December 31, 2014, compared to a net gain of $0.3 million for the three months ended December 31, 2013. The net loss on derivatives for the three months ended December 31, 2014 was primarily comprised of a realized loss of $1.3 million and an unrealized loss of less than $0.1 million from the changes in the fair value of the interest rate swaps. For the three months ended December 31, 2013, the net gain on derivatives was comprised of an unrealized gain of $1.7 million from the changes in the fair value of the interest rate swaps partially offset by a realized loss of $1.4 million

Foreign Currency Gain/(loss), net

Foreign currency gain/(loss), net amounted to a net loss of approximately $0.6 million for the three months ended December 31, 2014, compared to a net gain of $1.7 million compared to the three months ended December 31, 2013. The net loss for the three months ended December 31, 2014 comprised mainly of unrealized losses from cash held in Norwegian Krone.

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Results of Operations – For the nine months ended December 31, 2014

Revenues

Revenues of $68.8 million for the nine months ended December 31, 2014 represent time charter and voyage charters earned for our five VLGC vessels and our pressurized 5,000 cbm vessel. Three of our VLGCs operated in the spot market and earned $47.2 million in voyage charter revenues. Three of our VLGCs earned time charter revenues amounting to $20.1 million, including a VLGC that ended its time charter on July 27, 2014. Time charter revenues included $7.8 million of profit sharing. For the nine months ended December 31, 2014, the Grendon, which ended its time charter at the end of May 2014, earned $1.0 million of revenues, had 92 operating days and was in drydock for 10 days.

Voyage Expenses

Voyage expenses were approximately $14.9 million during the nine months ended December 31, 2014. Voyage expenses mainly related to bunkers of $11.1 million, port charges and canal dues of $1.9 million, brokers' commissions of $1.0 million, security costs of $0.6 million and other voyage expenses of $0.3 million.

Vessel Operating Expenses

Vessel operating expenses are influenced by the number of vessels, the age and size of the vessel, the condition of the vessel and other factors. Vessel operating expenses were approximately $14.4 million during the nine months ended December 31, 2014, or $10,621 per vessel per calendar day, which is calculated by dividing vessel operating expenses by calendar days for the relevant time period. This included approximately $1.9 million relating to training of additional crew on our operating VLGC fleet in anticipation of newbuilding deliveries. The Grendon, which ended its time charter at the end of May 2014, had 92 operating days and was in drydock for 10 days for the nine months ended December 31, 2014. The Grendon had $2.2 million of vessel operating expenses, inclusive of $0.4 million of expenses related to repairs and maintenance, for the nine months ended December 31, 2014.

Management Fees—related party

Management fees expensed for the nine months ended December 31, 2014 represent fees charged by Dorian (Hellas) amounting to approximately $1.1 million in accordance with our management agreement entered into with Dorian (Hellas). The management fees were charged on a monthly basis per vessel and the total fees are affected by the number of vessels in our fleet. Beginning July 1, 2014, we ceased to incur management fees-related party, as a result of the completion of the management transition described in "Item 7. Major Shareholders and Related Party Transactions-B. Related Party Transactions," in our Annual Report on Form 20-F.

Depreciation and Amortization

Depreciation and amortization was approximately $9.5 million for the nine months ended December 31, 2014 and mainly relates to depreciation expense for our operating vessels.

General and Administrative Expenses

General and administrative expenses were approximately $9.4 million for the nine months ended December 31, 2014, which were primarily covered under our management agreement with Dorian (Hellas) until June 30, 2014.  Expenses not covered under the management agreement included stock-based compensation, audit and accounting fees, professional and legal fees and investor relations. As of July 1, 2014, vessel management services for our fleet was transferred from the Manager and is now provided through our wholly owned subsidiaries Dorian LPG (USA) LLC, Dorian LPG (UK) Ltd and Dorian LPG Management Corp., incorporated in Delaware, the United Kingdom and the Republic of the Marshall Islands, respectively. For the nine months ended December 31, 2014, general and administrative expenses were comprised of $3.9 million of salaries and benefits (inclusive of a $0.3 million accrual for statutory retirement benefits for our Greece-based employees), $1.6 million for professional, legal, audit and accounting fees, $1.5 million of stock-based compensation, $0.4 million of investor relations, and $2.0 million of other general and administrative expenses.

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Interest and Finance Costs

Interest and finance costs amounted to approximately $0.3 million for the nine months ended December 31, 2014. The interest and finance costs consisted of interest incurred on our long-term debt of $1.9 million, amortization of financing costs of $0.7 million, and $0.2 million of other financial expenses, less capitalized interest of $2.5 million. The average indebtedness during the nine months ended December 31, 2014 was $125.7 million and the outstanding balance of our long‑term debt as of December 31, 2014 was $122.6 million.

Interest Income

Interest income amounted to approximately $0.3 million for the nine months ended December 31, 2014 derived from short term bank deposits.

Gain/(loss) on Derivatives, net

 Gain/(loss) on derivatives, net, amounted to a net loss of approximately $2.4 million for nine months ended December 31, 2014. The net loss on derivatives was primarily comprised of a realized loss of $4.0 million, partially offset by an unrealized gain of $1.6 million from the changes in the fair value of the interest rate swaps.

Foreign Currency Gain/(loss), net

Foreign currency gain/(loss), net amounted to a net loss of approximately $0.8 million for the nine months ended December 31, 2014, and comprised mainly of unrealized losses from cash held in Norwegian Krone.

Results of Operations - For the period from July 1, 2013 (Inception) to December 31, 2013

The Company remained substantially inactive for the period from July 1, 2013 until July 29, 2013, the date of our business combination with the predecessor businesses of Dorian LPG Ltd. Our results of operations for the period July 1, 2013 through December 31, 2013 include the operations of the four vessels we acquired on July 29, 2013, which we refer to as our "Initial Fleet".

Revenues

Revenues of $19.8 million for the period July 1, 2013 to December 31, 2013 represent time charter and voyage charters earned for our three VLGC vessels and our pressurized 5,000 cbm vessel. Revenues from time charter earned for our two VLGC vessels and the Grendon amounted to $10.9 million, of which $3.8 million represented profit sharing, and revenues from voyage charter for one VLGC vessel amounted to $8.9 million. The Captain Nicholas ML was in drydock for the period from August 28, 2013 to September 14, 2013 and did not earn revenue during this time.

Voyage Expenses

Voyage expenses were approximately $4.6 million during the period July 1, 2013 to December 31, 2013. Voyage expenses mainly related to bunkers of $3.7 million, port charges of $0.5 million, brokers' commissions of $0.3 million and security costs of $0.1 million.

Vessel Operating Expenses

Vessel operating expenses were approximately $5.4 million during the period July 1, 2013 to December 31, 2013, or $8,719 per vessel per calendar day. Vessel operating expenses are influenced by the age and size of the vessel, the condition of the vessel and other factors, as discussed above.

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Management Fees—related party

Management fees expensed for the period July 1, 2013 to December 31, 2013 represent fees charged by Dorian (Hellas) amounting to approximately $2.0 million representing $93,750 per vessel per month in accordance with our management agreements entered into with Dorian (Hellas) for the period since the acquisition of our vessels. The management fees were charged on a monthly basis per vessel and the total fees are affected by the number of vessels in our fleet. In addition our Manager charged fees of $15,000 per month for each of the three newbuilding contracts in accordance with a separate agreement with the vessel owning subsidiaries for our newbuildings for the provision of management and technical services. The management fees were charged on a monthly basis per vessel and newbuilding contract and the total fees were affected by the number of vessels in our fleet and the number of newbuilding contracts managed.

Depreciation and Amortization

Depreciation and amortization was approximately $4.2 million for the period July 1, 2013 to December 31, 2013 and mainly relates to depreciation expense for our Initial Fleet from the date of acquisition, July 29, 2013.

Interest and Finance Costs

Interest and finance costs amounted to approximately $1.2 million for the period July 1, 2013 to December 31, 2013. The interest and finance costs consisted of interest incurred on our bank debt of $1.1 million, amortization of financing costs, other financial expenses of $0.5 million less $0.4 million interest costs capitalized to the cost of our vessels under construction. The average indebtedness during the period was $133.7 million and the outstanding balance of our long-term debt as of December 31, 2013, was $132.2 million.

Interest Income

Interest income amounted to approximately $0.3 million for the period July 1, 2013 to December 31, 2013 derived from short term bank deposits.

Gain/(loss) on Derivatives, net

Gain/(loss) on derivatives—net, amounted to a net loss of approximately $0.3 million for the period July 1, 2013 to December 31, 2013. The net loss on derivatives comprised of a realized loss of $2.4 million, partially offset by an unrealized gain of $2.1 million from the changes in the fair value of the interest rate swaps.

Foreign currency gain/(loss), net

Foreign currency gain/(loss), net, amounted to a net gain of  approximately $1.9 million for the period July 1, 2013 to December 31, 2013, and comprised mainly of realized gains of $1.9 million from payments in U.S. dollars received in advance of the closing of November 26, 2013 equity private placement transactions priced in Norwegian Kroner and converted to U.S. dollars.

Liquidity and Capital Resources

Our business is capital intensive, and our future success depends on our ability to maintain a high‑quality fleet and the delivery of the vessels under the VLGC Newbuilding Program. As of December 31, 2014, we had cash and cash equivalents of $182.8 million and restricted cash of $6.0 million.

Our primary sources of capital during the nine months ended December 31, 2014 were the net proceeds from our IPO in May 2014 which amounted to approximately $123.5 million, after the deduction of underwriting discounts and commissions and expenses payable by us, the overallotment exercise by the underwriters of our initial public offering in May 2014, which amounted to approximately $4.3 million, after the deduction of underwriting discounts and commissions and expenses payable by us, and a private placement of our common stock in April 2014, which amounted to approximately $25.9 million, after the deduction of underwriting discounts and commissions and expenses payable by us. We used a portion of the proceeds of the equity offerings to make progress payments for our VLGCs under construction and for working capital purposes. As of December 31, 2014, we had total outstanding indebtedness of $122.6 million which was assumed from our predecessor as part of the acquisition of our VLGC vessels, of which $9.6 million is scheduled to be repaid within the next twelve months.

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In addition to operating expenses and financing costs, our medium‑term and long‑term liquidity needs primarily relate to contractual commitments to build seventeen VLGCs at shipyards as of December 31, 2014, with delivery dates between January 2015 and January 2016.

We expect to finance the remaining payments amounting to $0.9 billion as of February 2, 2015 for the sixteen VLGCs to be delivered between April 2015 and January 2016 from available cash through previously issued equity to private investors, the net proceeds of our public offering and public offering overallotment on May 13, 2014 and May 22, 2014, respectively, and borrowings under new credit facilities currently being finalized with banks and Korean export credit agencies.

Our dividend policy will also impact our future liquidity position. Marshall Islands law generally prohibits the payment of dividends other than from surplus or while a company is insolvent or would be rendered insolvent by the payment of such a dividend. In addition, under the terms of our credit facility, we may only declare or pay any dividends from our free cash flow and may not do so if i) an event of default is occurring or ii) the payment of such dividend would result in an event of default. Our vessel owning subsidiaries who are party to our secured term loan facility, as described in Note 11 to our consolidated financial statements included in our Annual Report on Form 20-F for the period ended March 31, 2014, are prohibited from paying dividends without the consent of the lender.

As of December 31, 2014, we had approximately $833.0 million of payments due under newbuilding contracts during the twelve months ending December 31, 2015. We have funded our obligations to date through cash flows from operations, bank borrowings and equity offerings. Management intends to continue to fund cash flow requirements through these sources. On January 12, 2015, we received final commitments for up to $761 million of debt financing from a number of financial institutions and two sovereign export credit agencies for our VLGC Newbuilding Program. We are currently finalizing the new credit facilities with banks and Korean export credit agencies and management believes the sources of financing mentioned above will be adequate to fund our operations for the upcoming twelve months and our vessel newbuilding commitments.

As part of our growth strategy, we will continue to consider strategic opportunities, including the acquisition of additional vessels. We may choose to pursue such opportunities through internal growth or joint ventures or business acquisitions. We expect to finance the purchase price of any additional future acquisitions and our operations either through internally generated funds, debt financings, the issuance of additional equity securities or a combination of these forms of financing. We anticipate that our primary sources of funds for our long term liquidity needs will be from cash from operations and/or debt or equity financings.

 Cash Flows

The following table summarizes our cash and cash equivalents provided by (used in) operating, financing and investing activities for the nine months ended December 31, 2014:

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The following table summarizes our cash and cash equivalents provided by (used in) operating, financing and investing activities for the period July 1, 2013 (inception) to December 31, 2013:

Operating Cash Flows.  Net cash provided by operating activities for the nine months ended December 31, 2014 amounted to $21.8 million, and are driven by our operating profits along with movements in working capital. Both of these components were impacted by our growth during 2014. Operating cash inflows, before changes in working capital were $27.9 million.

Net cash provided by operating activities for the period July 1, 2013 to December 31, 2013 amounted to $6.5 million, as a result of favorable movements in working capital which were offset partially by payments for drydocking costs of $343,484.

Net cash flow from operating activities depends upon our overall profitability, the timing and amount of payments for: drydocking expenditures, any unscheduled repairs and maintenance activity, fluctuations in working capital balances, bunker costs and market rates to the extent we have vessels employed on voyage charters.

Investing Cash Flows.  Net cash used in investing activities of $265.5 million for the nine months ended December 31, 2014, comprised mainly of $294.8 million of scheduled payments to the shipyards, supervision costs, management fees, and other capitalized costs related to the newbuildings, partially offset by a $29.4 million decrease in restricted cash.

Net cash used in investing activities of $115.7 million for the period July 1, 2013 to December 31, 2013 consisted of a net increase in restricted cash of $35.4 million, which was comprised of an increase of $71.1 million from the original funding of the account from the July 2013 private placement offset by a decrease of $35.6 million due to an accelerated payment of $28.4 million to the shipyard in return for a reduction in the contract price of the vessel and the scheduled payment of $7.2 million, net payments to acquire the Predecessor Businesses of $13.7 million and payments for vessels and vessels under construction of $ 66.5 million.

Financing Cash Flows.  Net cash provided by financing activities was $148.4 million for the nine months ended December 31, 2014 and consisted of cash proceeds from our initial public offering, the overallotment exercise by the underwriters of our initial public offering, and a private placement of our common stock, totaling $155.8 million, offset partially by repayments of long term debt of $6.1 million and payment of equity issuance costs of $1.4 million.

Net cash provided by financing activities was $400.2 million for the period July 1, 2013 to December 31, 2013 and consisted of cash proceeds from two private placements of common shares totaling $413.3 million, offset partially by repayments of long term debt of $3.0 million, payment of financing costs of $1.5 million and payments relating to equity issuance costs of $8.7 million.

Capital Expenditures.  LPG transportation is a capital‑intensive business, requiring significant investment to maintain an efficient fleet and to stay in regulatory compliance.

We have entered into contracts for the construction of nineteen newbuilding vessels, two of which were delivered in the nine months ended December 31, 2014, in our VLGC Newbuilding Program. As of February 2, 2015, our remaining contractual commitments total approximately $0.9 billion.

We are required to complete a special survey for a vessel once every five years and an intermediate survey every 2.5 years after the first special survey. Drydocking each vessel takes approximately 10‑20 days. We spend significant amounts for scheduled drydocking (including the cost of classification society surveys) for each of our vessels. The Grendon incurred 10 days off hire in drydocking for the nine months ended December 31, 2014. Drydocking costs of $0.5 million were paid during the nine months ended December 31, 2014.

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As our vessels age and our fleet expands, our drydocking expenses will increase. We estimate the current cost of a VLGC special survey to be approximately $1,000,000 and the cost of an intermediate survey to be approximately $100,000. Ongoing costs for compliance with environmental regulations are primarily included as part of our drydocking and classification society survey costs. We are not aware of any future regulatory changes or environmental laws that we expect to have a material impact on our current or future results of operations that we have not already considered. Please see "Risk Factors—Risks Relating to Our Company—We may incur substantial costs for the drydocking or replacement of our vessels as they age" in our Annual Report on Form 20-F.

Secured Term Loan Facility

For information relating to our secured term loan facility with RBS, please see Note 11 to our consolidated financial statements included in our Annual Report on Form 20-F for the period ended March 31, 2014.