##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 20-F
 (Mark One)
 o
    
    REGISTRATION STATEMENT PURSUANT TO SECTION12(b)OR
(g) OF THE SECURITIES EXCHANGE ACT OF 1934
 OR
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF
THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2010
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 OR
 o
    
    SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR
15(d)OF THE SECURITIES EXCHANGE ACT OF 1934
 Date of event requiring shell company report
 For the transition period from to
 Commission file number
 001-33311
 Navios Maritime Holdings Inc.
  Not Applicable
 Republic of Marshall Islands
 85 Akti Miaouli Street
Piraeus, Greece 185 38
 Kenneth R. Koch, Esq., Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., Tel: (212) 935-3000,
Fax: (212) 983-3115, The Chrysler Center, 666 Third Avenue, New York, New York 10017
 Securities registered or to be registered pursuant to Section 12(b) of the Act:
 Title of each class
    
    Name of each exchange on which registeredCommon Stock, par value $.0001 per share
    
    New York Stock Exchange LLC
 Securities registered or to be registered pursuant to Section 12(g) of the Act.
    
    NoneSecurities for which there is a reporting obligation pursuant to Section 15(d) of the Act.
    
    None
   o þ
 o þ
 o o
 þ o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
 þ o o
 o o
 o þ




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##### Table of Contents



TABLE OF CONTENTS
 FORWARD-LOOKING STATEMENTS
    
    
    
    4Item 1. Identity of Directors, Senior Management and Advisers
    
    
    
    4Item 2. Offer Statistics and Expected Timetable
    
    
    
    4Item 3. Key Information
    
    
    
    4Item 4. Information on the Company
    
    
    
    32Item 4A. Unresolved Staff Comments
    
    
    
    59Item 5. Operating and Financial Review and Prospects
    
    
    
    59Item 6. Directors, Senior Management and Employees
    
    
    
    101Item 7. Major Shareholders and Related Party Transactions
    
    
    
    105Item 8. Financial Information
    
    
    
    110Item 9. The Offer and Listing
    
    
    
    110Item 10. Additional Information
    
    
    
    111Item 11. Quantitative and Qualitative Disclosures about Market Risk
    
    
    
    115Item 12. Description of Securities Other than Equity Securities
    
    
    
    116PART IIItem 13. Defaults, Dividend Arrearages and Delinquencies
    
    
    
    116Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds
    
    
    
    116Item 15. Controls and Procedures
    
    
    
    116Item 16A. Audit Committee Financial Expert
    
    
    
    117Item 16B. Code of Ethics
    
    
    
    117Item 16C. Principal Accountant Fees and Services
    
    
    
    117Item 16D. Exemptions from the Listing Standards for Audit Committees
    
    
    
    118Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers
    
    
    
    118Item 16F. Changes in Registrants Certifying Accountant
    
    
    
    118Item 16G. Corporate Governance
    
    
    
    118PART IIIItem 17. Financial Statements
    
    
    
    118
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Item 18. Financial Statements
    
    
    
    118Item 19. Exhibits
    
    
    
    118EX-8.1EX-12.1EX-12.2EX-13.1EX-15.1EX-15.2EX-15.3
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FORWARD-LOOKING STATEMENTS
 This Annual Report should be read in conjunction with the consolidated financial statements
and accompanying notes included in this report.
      PART I
 
 Item 1. Identity of Directors, Senior Management and Advisers
  
 Item 2. Offer Statistics and Expected Timetable
  
 Item 3. Key Information
 A. Selected Financial Data
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Year
    
    
    Year
    
    
    Year
    
    
    Year
    
    
    YearEnded
    
    
    Ended
    
    
    Ended
    
    
    Ended
    
    
    EndedDecember 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006(Expressed in thousands of U.S. dollars  except share and per share data)Statement of Income DataRevenue
    
    $
    679,918
    
    
    $
    598,676
    
    
    $
    1,246,062
    
    
    $
    758,420
    
    
    $
    205,375Time
charter, voyage and logistic business expenses
    
    
    (336,558
    )
    
    
    (353,838
    )
    
    
    (1,066,239
    )
    
    
    (557,573
    )
    
    
    (84,225
    )Direct vessel expenses
    
    
    (47,109
    )
    
    
    (31,454
    )
    
    
    (26,621
    )
    
    
    (27,892
    )
    
    
    (19,863
    )General and administrative expenses
    
    
    (58,604
    )
    
    
    (43,897
    )
    
    
    (37,047
    )
    
    
    (23,058
    )
    
    
    (15,057
    )Depreciation and amortization
    
    
    (101,793
    )
    
    
    (73,885
    )
    
    
    (57,062
    )
    
    
    (31,900
    )
    
    
    (37,129
    )Provision for losses on accounts receivable
    
    
    (4,660
    )
    
    
    (2,237
    )
    
    
    (2,668
    )
    
    
    
    
    
    
    (6,242
    )Interest
income from investments in finance leases
    
    
    877
    
    
    
    1,330
    
    
    
    2,185
    
    
    
    3,507
    
    
    
    Interest income
    
    
    3,642
    
    
    
    1,699
    
    
    
    7,753
    
    
    
    10,819
    
    
    
    3,832Interest expense and finance cost, net
    
    
    (106,022
    )
    
    
    (63,618
    )
    
    
    (49,128
    )
    
    
    (51,089
    )
    
    
    (47,429
    )Gain on derivatives
    
    
    4,064
    
    
    
    375
    
    
    
    8,092
    
    
    
    25,100
    
    
    
    20,322Gain on sale of assets/partial sale of
subsidiary
    
    
    55,432
    
    
    
    20,785
    
    
    
    27,817
    
    
    
    167,511
    
    
    
    Gain on change in control
    
    
    17,742
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Other income
    
    
    9,472
    
    
    
    6,749
    
    
    
    948
    
    
    
    445
    
    
    
    1,283Other expense
    
    
    (11,303
    )
    
    
    (20,508
    )
    
    
    (7,386
    )
    
    
    (767
    )
    
    
    (472
    )Income before equity in net
earnings of affiliated
companies
    
    $
    105,098
    
    
    $
    40,177
    
    
    $
    46,706
    
    
    $
    273,523
    
    
    $
    20,395Equity in net
earnings of
affiliated
companies
    
    
    40,585
    
    
    
    29,222
    
    
    
    17,431
    
    
    
    1,929
    
    
    
    674Income before taxes
    
    $
    145,683
    
    
    $
    69,399
    
    
    $
    64,137
    
    
    $
    275,452
    
    
    $
    21,069Income tax
(expense)/benefit
    
    
    (414
    )
    
    
    1,565
    
    
    
    56,113
    
    
    
    (4,451
    )
    
    
    Net income
    
    $
    145,269
    
    
    $
    70,964
    
    
    $
    120,250
    
    
    $
    271,001
    
    
    $
    21,069Less: Net
loss/(income)
attributable to the
noncontrolling
interest
    
    
    488
    
    
    
    (3,030
    )
    
    
    (1,723
    )
    
    
    
    
    
    
    Net income
attributable to
Navios Holdings
common stockholders
    
    $
    145,757
    
    
    $
    67,934
    
    
    $
    118,527
    
    
    $
    271,001
    
    
    $
    21,069Less:Incremental fair
value of securities
offered to induce
warrants exercise
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,195
    )
    
    
    Income available to
Navios Holdings
common shareholders
    
    $
    145,757
    
    
    $
    67,934
    
    
    $
    118,527
    
    
    $
    266,806
    
    
    $
    21,069
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Year
    
    
    Year
    
    
    Year
    
    
    Year
    
    
    YearEnded
    
    
    Ended
    
    
    Ended
    
    
    Ended
    
    
    EndedDecember 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006(Expressed in thousands of U.S. dollars  except share and per share data)Weighted average
number of shares,
basic
    
    
    100,518,880
    
    
    
    99,924,587
    
    
    
    104,343,083
    
    
    
    92,820,943
    
    
    
    54,894,402Basic earnings per
share attributable
to Navios Holdings
common stockholders
    
    $
    1.43
    
    
    $
    0.68
    
    
    $
    1.14
    
    
    $
    2.87
    
    
    $
    0.38Weighted average
number of shares,
diluted
    
    
    116,182,356
    
    
    
    105,194,659
    
    
    
    107,344,748
    
    
    
    99,429,533
    
    
    
    55,529,688Diluted earnings
per share
attributable to
Navios Holdings
common stockholders
    
    $
    1.24
    
    
    $
    0.65
    
    
    $
    1.10
    
    
    $
    2.68
    
    
    $
    0.38Balance Sheet Data
(at period end)Current assets,
including cash
    
    $
    349,965
    
    
    $
    427,680
    
    
    $
    505,409
    
    
    $
    848,245
    
    
    $
    195,869Total assets
    
    
    3,676,767
    
    
    
    2,935,182
    
    
    
    2,253,624
    
    
    
    1,971,004
    
    
    
    944,783Current
liabilities,
including current
portion of
long-term debt
    
    
    201,603
    
    
    
    196,080
    
    
    
    271,532
    
    
    
    450,491
    
    
    
    108,979Total long-term
debt, including
current portion
    
    
    2,075,910
    
    
    
    1,622,706
    
    
    
    887,715
    
    
    
    614,049
    
    
    
    568,062Navios Holdings
stockholders equity
    
    
    1,059,583
    
    
    
    925,480
    
    
    
    805,820
    
    
    
    769,204
    
    
    
    274,216
 Year
    
    
    Year
    
    
    Year
    
    
    Year
    
    
    YearEnded
    
    
    Ended
    
    
    Ended
    
    
    Ended
    
    
    EndedDecember 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006(Expressed in thousands of U.S. dollars  except per share data)Other Financial DataNet cash provided by/(used in)
operating activities
    
    $
    182,490
    
    
    $
    216,451
    
    
    $
    (28,388
    )
    
    $
    128,075
    
    
    $
    56,432Net cash used in investing
activities
    
    
    (129,769
    )
    
    
    (802,538
    )
    
    
    (452,637
    )
    
    
    (16,451
    )
    
    
    (111,463
    )Net cash (used in)/provided by
financing activities
    
    
    (19,244
    )
    
    
    626,396
    
    
    
    187,082
    
    
    
    216,285
    
    
    
    116,952Book value per common share
    
    
    10.43
    
    
    
    9.17
    
    
    
    8.02
    
    
    
    7.23
    
    
    
    4.42Cash dividends per common share
    
    
    0.24
    
    
    
    0.27
    
    
    
    0.38
    
    
    
    0.24
    
    
    
    0.25Cash dividends per preferred share
    
    
    289.0
    
    
    
    52.35
    
    
    
    
    
    
    
    
    
    
    
    Cash paid for common stock
dividend declared
    
    
    24,107
    
    
    
    27,154
    
    
    
    28,588
    
    
    
    26,023
    
    
    
    15,382Cash paid for preferred stock
dividend declared
    
    
    2,930
    
    
    
    429
    
    
    
    
    
    
    
    
    
    
    
    Adjusted EBITDA (1)
    
    $
    356,126
    
    
    $
    206,801
    
    
    $
    165,478
    
    
    $
    349,875
    
    
    $
    103,177
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(1)
    
    EBITDA represents net income before interest, taxes, depreciation and amortization. Adjusted EBITDA in this
document represents EBITDA before stock based compensation. EBITDA and Adjusted EBITDA do not represent and
should not be considered in isolation or as a substitute for analysis of the Companys results as reported
under U.S. GAAP, and our calculation of EBITDA and Adjusted EBITDA may not be comparable to that reported by
other companies due to differences in methods of calculation. EBITDA and Adjusted EBITDA are included in
this document because they are a basis upon which the Company assesses its liquidity position and because it
is used by certain investors to measure the Companys ability to service and/or incur indebtedness, pay
capital expenditures, meet working capital requirements and pay dividends. The following table reconciles
net cash from operating activities, as reflected in the consolidated statements of cash flows, to Adjusted
EBITDA: Adjusted EBITDA Reconciliation from Cash from Operations
 Year
    
    
    Year
    
    
    Year
    
    
    Year
    
    
    YearEnded
    
    
    Ended
    
    
    Ended
    
    
    Ended
    
    
    EndedDecember 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006(Expressed in thousands of U.S. dollars  except per share data)Net cash provided
by/(used in) operating
activities
    
    $
    182,490
    
    
    $
    216,451
    
    
    $
    (28,388
    )
    
    $
    128,075
    
    
    $
    56,432Net (increase)/decrease
in operating assets
    
    
    (7,051
    )
    
    
    (30,399
    )
    
    
    (87,797
    )
    
    
    177,755
    
    
    
    33,065Net increase/(decrease)
in operating liabilities
    
    
    20,578
    
    
    
    (56,498
    )
    
    
    226,145
    
    
    
    (176,510
    )
    
    
    (31,086
    )Payments for drydock and
special survey costs
    
    
    9,337
    
    
    
    3,522
    
    
    
    3,653
    
    
    
    2,426
    
    
    
    2,480Net interest cost
    
    
    90,628
    
    
    
    55,237
    
    
    
    39,298
    
    
    
    38,414
    
    
    
    35,593Provision for losses on
accounts receivable
    
    
    (4,660
    )
    
    
    (2,237
    )
    
    
    (2,668
    )
    
    
    
    
    
    
    (6,024
    )Gain on sale of
assets/partial sale of
subsidiary
    
    
    55,432
    
    
    
    20,785
    
    
    
    27,817
    
    
    
    167,511
    
    
    
    Unrealized gain/(loss)
on FFA derivatives,
warrants and interest
rate swaps
    
    
    (12,882
    )
    
    
    9,311
    
    
    
    (15,376
    )
    
    
    10,953
    
    
    
    12,625Earnings in affiliates
and joint ventures, net
of dividends received
    
    
    5,844
    
    
    
    1,355
    
    
    
    4,517
    
    
    
    1,251
    
    
    
    92Unrealized losses on
available for sale
securities
    
    
    
    
    
    
    (13,778
    )
    
    
    
    
    
    
    
    
    
    
    Non-cash compensation
received
    
    
    
    
    
    
    6,082
    
    
    
    
    
    
    
    
    
    
    
    Gain on change in control
    
    
    17,742
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Repurchase of
convertible bond
    
    
    3,799
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Consultancy fees
    
    
    (5,619
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Noncontrolling interest
    
    
    488
    
    
    
    (3,030
    )
    
    
    (1,723
    )
    
    
    
    
    
    
    Adjusted EBITDA
    
    $
    356,126
    
    
    $
    206,801
    
    
    $
    165,478
    
    
    $
    349,875
    
    
    $
    103,177
 B. Capitalization and Indebtedness
  C. Reasons for the Offer and Use of Proceeds
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D. Risk Factors
  Risks Associated with the Shipping Industry and Our Operations
 The cyclical nature of the international drybulk shipping industry may lead to decreases in charter
rates and lower vessel values, which could adversely affect our results of operations and financial
condition.
   
    
    global and regional economic conditions;
    
    developments in international trade;
    
    changes in seaborne and other transportation patterns, such as port congestion and canal closures;
    
    weather and crop yields;
    
    armed conflicts, acts of piracy and terrorist activities;
    
    political developments; and
    
    embargoes and strikes.
  
    
    the number of vessels that are in or out of service;
    
    the scrapping rate of older vessels;
    
    port and canal traffic and congestion;
    
    the number of newbuilding deliveries; and
    
    vessel casualties.
 The economic slowdown in the Asia Pacific region has markedly reduced demand for shipping services
and has decreased shipping rates, which could adversely affect our results of operations and
financial condition.
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Continued uncertainty and renewed disruptions in world financial markets and
resulting governmental action in the United States
and in other parts of the world could have a material adverse impact on our ability to obtain
financing, our results of operations, financial condition and cash flows and could cause the market
price of our common units to decline.
    When our contracts expire, we may not be able to successfully replace them.
  
    
    environmental, health and safety record;
    
    compliance with regulatory industry standards;
    
    reputation for customer service, technical and operating expertise;
    
    shipping experience and quality of ship operations, including cost-effectiveness;
    
    quality, experience and technical capability of crews;
    
    the ability to finance vessels at competitive rates and overall financial stability;
    
    relationships with shipyards and the ability to obtain suitable berths;
    
    construction management experience, including the ability to procure on-time
delivery of new vessels according to customer specifications;
    
    willingness to accept operational risks pursuant to the charter, such as allowing
termination of the charter for force majeure events; and
    
    competitiveness of the bid in terms of overall price.
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We may employ vessels on the spot market and thus expose ourselves to risk of losses based on
short-term decreases in shipping rates.
  We are subject to certain credit risks with respect to our counterparties on contracts, and the
failure of such counterparties to meet their obligations could cause us to suffer losses on such
contracts and thereby decrease revenues.
    Trading and complementary hedging activities in freight, tonnage and FFAs subject us to trading
risks, and we may suffer trading losses which could adversely affect our financial condition and
results of operations.
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We are subject to certain operating risks, including vessel breakdowns or accidents, that could
result in a loss of revenue from the affected vessels and which in turn could have an adverse
effect on our results of operations or financial condition.
  We are subject to various laws, regulations, and conventions, including environmental laws, that
could require significant expenditures both to maintain compliance with such laws and to pay for
any uninsured environmental liabilities resulting from a spill or other environmental disaster.
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Climate change and government laws and regulations related to climate change could negatively
impact our financial condition.
   We are subject to vessel security regulations and will incur costs to comply with recently adopted
regulations and may be subject to costs to comply with similar regulations which may be adopted in
the future in response to terrorism.
  
    
    on-board installation of automatic information systems, or
AIS, to enhance vessel-to-vessel and vessel-to-shore
communications;
    
    on-board installation of ship security alert systems;
    
    the development of vessel security plans; and
    
    compliance with flag state security certification requirements.
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Acts of piracy on ocean-going vessels have increased recently in frequency and magnitude, which
could adversely affect our business.
  Our operations expose us to global political risks, such as wars and political instability that may
interfere with the operation of our vessels causing a decrease in revenues from such vessels.
   A failure to pass inspection by classification societies could result in one or more vessels being
unemployable unless and until they pass inspection, resulting in a loss of revenues from such
vessels for that period and a corresponding decrease in operating cash flows.
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Rising crew costs may adversely affect our profits.
  The shipping industry has inherent operational risks that may not be adequately covered by our
insurance.
    Because we obtain some of our insurance through protection and indemnity associations, we may also
be subject to calls, or premiums, in amounts based not only on our own claim records, but also on
the claim records of all other members of the protection and indemnity associations.
  Maritime claimants could arrest our vessels, which could interrupt our cash flow.
   The risks and costs associated with vessels increase as the vessels age.
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If we fail to manage our planned growth properly, we may not be able to expand our fleet
successfully, which may adversely affect our overall financial position.
  
    
    locating and acquiring suitable vessels;
    
    identifying reputable shipyards with available capacity and contracting with them for
the construction of new vessels;
    
    integrating any acquired vessels successfully with our existing operations;
    
    enhancing our customer base;
    
    managing our expansion; and
    
    obtaining required financing, which could include debt, equity or combinations thereof.
  
    
    default and foreclosure on our assets if our operating cash flow after a business combination or asset acquisition
were insufficient to pay our debt obligations;
    
    acceleration of our obligations to repay the indebtedness even if we have made all principal and interest payments
when due if the debt security contained covenants that required the maintenance of certain financial ratios or
reserves and any such covenant was breached without a waiver or renegotiation of that covenant;
    
    our immediate payment of all principal and accrued interest, if any, if the debt security was payable on demand; and
    
    our inability to obtain additional financing, if necessary, if the debt security contained covenants restricting
our ability to obtain additional financing while such security was outstanding.
  Although we have long-standing relationships with certain Japanese ship owners that provide us
access to very competitive contracts, we cannot assure you that we will always be able to maintain
such relationships or that such contracts will continue to be available in the future.
  Unrealized losses of available for sale securities may negatively affect our results of
operations in the future.
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The smuggling of drugs or other contraband onto our vessels may lead to governmental claims against
us.
  Our vessels may be subject to unbudgeted periods of off-hire, which could materially adversely
affect our business, financial condition and results of operations.
  
    
    operational deficiencies;
    
    the removal of a vessel from the water for repairs, maintenance or inspection, which is referred to as drydocking;
    
    equipment breakdowns;
    
    delays due to accidents or deviations from course;
    
    occurrence of hostilities in the vessels flag state or in the event of piracy;
    
    crewing strikes, labor boycotts, certain vessel detentions or similar problems; or
    
    our failure to maintain the vessel in compliance with its specifications, contractual standards and applicable
country of registry and international regulations or to provide the required crew.
 Accidents or operational disruptions in connection with loading, discharging or transiting the
rivers in our Navios Logistics business could adversely affect our operations and revenues.
  Our international activities increase the compliance risks associated with economic and trade
sanctions imposed by the United States, the European Union and other jurisdictions.
    Our Chairman and Chief Executive Officer holds approximately 23% of our common stock and will be
able to exert considerable influence over our actions; her failure to own a significant amount of
our common stock or to be our Chief Executive Officer would constitute a default under our secured
credit facilities.
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The loss of key members of our senior management team could disrupt the management of our business.
  Certain of our directors, officers, and principal stockholders are affiliated with entities engaged
in business activities similar to those conducted by us which may compete directly with us, causing
such persons to have conflicts of interest.
  Because we generate all of our revenues in U.S. dollars but incur a portion of our expenses in
other currencies, exchange rate fluctuations could cause us to suffer exchange rate losses, thereby
increasing expenses and reducing income.
  We are incorporated in the Republic of the Marshall Islands, which does not have a well-developed
body of corporate law.
  We, and certain of our officers and directors, may be difficult to serve with process as we are
incorporated in the Republic of the Marshall Islands and such persons may reside outside of the
United States.
  Being a foreign private issuer exempts us from certain SEC requirements.
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
    
    the rules under the Exchange Act requiring the filing with
the SEC of quarterly reports on Form 10-Q or current
reports on Form 8-K;
    
    the sections of the Exchange Act regulating the
solicitation of proxies, consents or authorizations in
respect of a security registered under the Exchange Act;
    
    the provisions of Regulation FD aimed at preventing
issuers from making selective disclosures of material
information; and
    
    the sections of the Exchange Act requiring insiders to
file public reports of their stock ownership and trading
activities and establishing insider liability for profits
realized from any short-swing trading transaction (i.e.,
a purchase and sale, or sale and purchase, of the issuers
equity securities within less than six months).
  Risks Relating to Our Debt
 We have substantial debt, which could adversely affect our financial health and our ability to
obtain financing in the future, react to changes in our business and make payments under the notes.
   
    
    our ability to obtain additional financing for working capital, capital expenditures, debt
service requirements, vessel or other acquisitions or general corporate purposes and our
ability to satisfy our obligations with respect to our debt may be impaired in the future;
    
    a substantial portion of our cash flow from operations must be dedicated to the payment of
principal and interest on our indebtedness, thereby reducing the funds available to us for
other purposes;
    
    we will be exposed to the risk of increased interest rates because our borrowings under our
senior secured credit facility will be at variable rates of interest;
    
    it may be more difficult for us to satisfy our obligations to our lenders, resulting in
possible defaults on and acceleration of such indebtedness;
    
    we may be more vulnerable to general adverse economic and industry conditions;
    
    we may be at a competitive disadvantage compared to our competitors with less debt or
comparable debt at more favorable interest rates and, as a result, we may not be better
positioned to withstand economic downturns;
    
    our ability to refinance indebtedness may be limited or the associated costs may increase; and
    
    our flexibility to adjust to changing market conditions and ability to withstand competitive
pressures could be limited, or we may be prevented from carrying out capital expenditures
that are necessary or important to our growth strategy and efforts to improve operating
margins or our business.
 Despite our current indebtedness levels, we and our subsidiaries may be able to incur substantially
more debt, including secured debt. This could further exacerbate the risks associated with our
substantial indebtedness.
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The agreements and instruments governing our debt contain restrictions and limitations that could
significantly impact our ability to operate our business.
  
    
    incur or guarantee additional indebtedness;
    
    create liens on our assets;
    
    make new investments;
    
    engage in mergers and acquisitions;
    
    pay dividends or redeem capital stock;
    
    make capital expenditures;
    
    engage in certain FFA trading activities;
    
    change the flag, class or commercial and technical management of our vessels;
    
    enter into long-term charter arrangements without the consent of the lender; and
    
    sell any of our vessels.
  Our ability to generate the significant amount of cash needed to pay interest and principal and
otherwise service our debt and our ability to refinance all or a portion of our indebtedness or
obtain additional financing depend on multiple factors, many of which may be beyond our control.
   We may be unable to raise funds necessary to finance the change of control repurchase offer
required by the indenture governing our outstanding notes and our secured credit facilities.
  An increase in interest rates would increase the cost of servicing our debt and could reduce our
profitability.
  If the recent volatility in LIBOR continues, it could affect our profitability, earnings and cash
flow.
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The market values of our vessels, which have declined from historically high levels, may fluctuate
significantly, which could cause us to breach covenants in our credit facilities and result in the
foreclosure of our mortgaged vessels.
  
    
    number of newbuilding deliveries;
    
    number of vessels scrapped or otherwise removed from the total fleet;
    
    changes in environmental and other regulations that may limit the useful life of vessels;
    
    changes in global drybulk commodity supply;
    
    types and sizes of vessels;
    
    development of and increase in use of other modes of transportation;
    
    cost of vessel acquisitions;
    
    cost of newbuilding vessels;
    
    governmental or other regulations;
    
    prevailing level of charter rates; and
    
    general economic and market conditions affecting the shipping industry.
   We may require additional financing to acquire vessels or business or to exercise vessel purchase
options, and such financing may not be available.
  Risks Relating to Navios South American Logistics Inc. (Navios Logistics)
 Navios Logistics business can be affected by adverse weather conditions, effects of climate change
and other factors beyond its control, that can affect production of the goods Navios Logistics
transports and store as well as the navigability of the river system on which Navios Logistics
operates.
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Navios Logistics industry has inherent operational risks that may not be adequately covered by its
insurance.
    Navios Logistics is an international company that is exposed to the risks of doing business in many
different, and often less developed and emerging market countries.
  
    
    political and economic instability, changing economic policies and conditions,
and war and civil disturbances;
    
    recessions in economies of countries in which Navios Logistics has business
operations;
    
    frequent government interventions into the countrys economy, including changes
to monetary,fiscal and credit policy;
    
    the imposition of additional withholding, income or other taxes, or tariffs or
other restrictions on foreign trade or investment, including currency exchange
controls and currency repatriation limitations;
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
    
    the modification of Navios Logistics status or the rules and regulations relating
to the international tax-free trade zone in which it operates its dry port;
    
    the imposition of executive and judicial decisions upon Navios Logistics vessels
by the different governmental authorities associated with some of these countries;
    
    the imposition of or unexpected adverse changes in foreign laws or regulatory
requirements;
    
    longer payment cycles in foreign countries and difficulties in collecting
accounts receivable;
    
    difficulties and costs of staffing and managing Navios Logistics foreign
operations; and
    
    acts of terrorism.
      The governments of Argentina, Bolivia, Brazil, Paraguay and Uruguay have entered into a treaty that
commits each of them to participate in a regional initiative to integrate the regions economies.
There is no guarantee that such an initiative will be successful or that each of the governments
involved in the initiative will follow through on its intentions to participate and if such
regional initiative is unsuccessful, it could have a material adverse impact on Navios Logistics
results of operations.
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Changes in rules and regulations with respect to cabotage or their interpretation in the markets in
which Navios Logistics operates could have a material adverse effect on our results of operations.
  Risks Relating to Navios Maritime Acquisition Corporation
  Navios Acquisition has a limited combined operating history and you will have a limited basis on
which to evaluate its ability to achieve its business objectives. Navios Acquisition may not
operate profitably in the future.
  Delays in deliveries of Navios Acquisition newbuild vessels, or its decision to cancel, or its
inability to otherwise complete the acquisitions of any newbuildings Navios Acquisition may decide
to acquire in the future, could harm its operating results and lead to the termination of any
related charters.
   
    
    quality or engineering problems or failure to deliver the vessel in
accordance with the vessel specifications;
    
    changes in governmental regulations or maritime self-regulatory
organization standards;
    
    work stoppages or other labor disturbances at the shipyard;
    
    natural disasters and their effects
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
    
    bankruptcy or other financial or liquidity problems of the shipbuilder;
    
    a backlog of orders at the shipyard;
    
    political or economic disturbances in the country or region where the
vessel is being built;
    
    weather interference or catastrophic event, such as a major earthquake
or fire;
    
    shortages of or delays in the receipt of necessary construction
materials, such as steel; and
    
    its inability to finance the purchase of the vessel.
  Navios Acquisition relies on its technical managers to provide essential services to its vessels
and run the day-to-day operations of its vessels.
  The cyclical nature of the tanker industry may lead to volatility in charter rates and vessel
values, which could materially adversely affect Navios Acquisitions future earnings.
    
    
    demand for and supply of liquid cargoes, including petroleum and petroleum products;
    
    developments in international trade;
    
    waiting days in ports;
    
    changes in oil production and refining capacity and regional availability of petroleum refining capacity;
    
    environmental and other regulatory developments;
    
    global and regional economic conditions;
    
    the distance chemicals, petroleum and petroleum products are to be moved by sea;
    
    changes in seaborne and other transportation patterns, including changes in distances over which cargo
is transported due to
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geographic changes in where oil is produced, refined and used;
    
    competition from alternative sources of energy;
    
    armed conflicts and terrorist activities;
    
    political developments; and
    
    embargoes and strikes.
  
    
    the number of newbuilding deliveries;
    
    the scrapping rate of older vessels;
    
    port or canal congestion;
    
    the number of vessels that are used for storage or as floating storage offloading service vessels;
    
    the conversion of tankers to other uses, including conversion of vessels from transporting oil
and oil products to carrying drybulk cargo and the reverse conversion;
    
    availability of financing for new tankers;
    
    the phasing out of single-hull tankers due to legislation and environmental concerns;
    
    the price of steel;
    
    the number of vessels that are out of service;
    
    national or international regulations that may effectively cause reductions in the carrying
capacity of vessels or early obsolescence of tonnage; and
    
    environmental concerns and regulations.
   Charter rates in the crude oil, product and chemical tanker sectors of the seaborne transportation
industry in which Navios Acquisition operates have significantly declined from historically high
levels in 2008 and may remain depressed or decline further in the future, which may adversely
affect our earnings.
  Spot market rates for tanker vessels are highly volatile and are currently at relatively low levels
historically and may further decrease in the future, which may adversely affect our earnings in the
event that Navios Acquisitions vessels are chartered in the spot market.
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Any decrease in shipments of crude oil from the Arabian Gulf or West Africa may materially
adversely affect our financial performance.
   
    
    increased use of existing and future crude oil pipelines in
the Arabian Gulf or West African regions;
 
    
    a decision by the Organization of the Petroleum Exporting Countries (OPEC) to increase its crude oil prices or
to further decrease or limit their crude oil production;
    
    armed conflict or acts of piracy in the Arabian Gulf or West Africa and political or other factors;
    
    increased oil production in other regions, such as Russia and Latin America; and
    
    the development and the relative costs of nuclear power, natural gas, coal and other alternative sources of energy.
  Eight of the vessels Navios Acquisition has acquired are second-hand vessels, and may acquire more
second-hand vessels in the future. The acquisition and operation of such vessels may result in
increased operating costs and vessel off-hire, which could materially adversely affect our
earnings.
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Navios Acquisitions growth depends on continued growth in demand for crude oil, refined petroleum
products (clean and dirty) and bulk liquid chemicals and the continued demand for seaborne
transportation of such cargoes.
  
    
    the economic and financial developments globally, including actual and projected global economic growth;
    
    fluctuations in the actual or projected price of crude oil, refined petroleum (clean and dirty) products or bulk liquid chemicals;
    
    refining capacity and its geographical location;
    
    increases in the production of oil in areas linked by pipelines to consuming areas, the extension of existing, or the development
of new, pipeline systems in markets we may serve, or the conversion of existing non-oil pipelines to oil pipelines in those
markets;
    
    decreases in the consumption of oil due to increases in its price relative to other energy sources, other factors making
consumption of oil less attractive or energy conservation measures;
    
    availability of new, alternative energy sources; and
    
    negative or deteriorating global or regional economic or political conditions, particularly in oil-consuming regions, which could
reduce energy consumption or its growth.
  Navios
Acquisitions growth depends on its ability to obtain customers,
for which it faces
substantial competition. In the highly competitive VLCC shipping industry, Navios
Acquisition may not be able to
compete for charters with new entrants or established companies with greater resources, which may
adversely affect its results of operations.
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Future increases in vessel operating expenses, including rising fuel prices, could materially
adversely affect our business, financial condition and results of operations.
   The crude oil, product and chemical tanker sectors are subject to seasonal fluctuations in demand
and, therefore, may cause volatility in our operating results.
  The current global economic downturn may negatively impact Navios
Acquisitions business.
  
    
    Navios Acquisition may not be able to employ its vessels at charter
rates as favorable to Navios Acquisition as historical rates or operate
such vessels profitably.
    
    The market value of its vessels could decrease significantly, which may
cause Navios Acquisition to recognize losses if any of its vessels are
sold or if their values are impaired. In addition, such a decline in the
market value of its vessels could prevent Navios Acquisition from
borrowing under its credit facilities or trigger a default under one of
their covenants.
    
    Charterers could have difficulty meeting their payment obligations to us.
  The employment of Navios Acquisitions vessels could be adversely affected by an inability to clear
the oil majors risk assessment process, and could be in breach of its charter agreements with
respect to the VLCC vessels.
  
    
    office assessments and audits of the vessel operator;
    
    the operators environmental, health and safety record;
    
    compliance with the standards of the International Maritime Organization (the IMO), a United
Nations agency that issues international trade standards for shipping;
    
    compliance with heightened industry standards that have been set by several oil companies;
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
    
    shipping industry relationships, reputation for customer service, technical and operating expertise;
    
    shipping experience and quality of ship operations, including cost-effectiveness;
    
    quality, experience and technical capability of crews;
    
    the ability to finance vessels at competitive rates and overall financial stability;
    
    relationships with shipyards and the ability to obtain suitable berths;
    
    construction management experience, including the ability to procure on-time delivery of new
vessels according to customer specifications;
    
    willingness to accept operational risks pursuant to the charter, such as allowing termination of
the charter for force majeure events; and
    
    competitiveness of the bid in terms of overall price.
   Charterers may terminate or default on their obligations to Navios Acquisition, which could
materially adversely affect its results of operations and cash flow, and breaches of the charters
may be difficult to enforce.
     If Navios Acquisition experienced a catastrophic loss and its insurance is not adequate to cover
such loss, it could lower its profitability and be detrimental to operations.
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Navios Acquisition may not have adequate insurance to compensate for damage to or loss of its
vessels, which may have a material adverse effect on its financial condition and results of
operation.
   Governments could requisition vessels of a target business during a period of war or emergency,
resulting in a loss of earnings.
  Labor interruptions and problems could disrupt our business.
  In the highly competitive product and chemical tanker sectors of the shipping industry, Navios Acquisition may not
be able to compete for charters with new entrants or established companies with greater resources,
which may adversely affect its results of operations.
  The indemnity may be inadequate to cover any damages.
  A large proportion of the revenue from the VLCC vessels is derived from a Chinese state-owned
company, and changes in the economic and political environment in China or in Chinese relations
with other countries could adversely affect Navios Acquisitions ability to continue this customer relationship.
  One of the vessels is subject to a mutual sale provision between the subsidiary that owns the
vessel and the charterer of the vessel, which, if exercised, could reduce the size of Navios Acquisitions fleet and
reduce our future revenue.
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Navios Holdings has limited recent experience in the crude oil, product and chemical tanker
sectors.
   Navios Holdings may compete directly with Navios Acquisition, causing certain officers to have a
conflict of interest.
  Tax Risks
 We may earn United States source income that is subject to tax, thereby adversely affecting our
results of operations and cash flows.
  We may be taxed as a United States corporation.
  
 Item 4. Information on the Company
 A. History and Development of the Company
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Navios Partners
      Navios Logistics
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Navios Acquisition
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B. Business overview
 Introduction
     
    
    Operation of a high quality, modern fleet.Navios Holdings
owns and charters in a modern, high quality fleet, having
an average age of approximately 4.7 years that provides
numerous operational advantages including more efficient
cargo operations, lower insurance and vessel maintenance
costs, higher levels of fleet productivity, and an
efficient operating cost structure.
    
    Pursue an appropriate balance between vessel ownership and
a long-term chartered-in fleet.Navios Holdings controls,
through a combination of vessel ownership and long-term
time chartered vessels, approximately 6.0 million dwt in
tonnage, making Navios Holdings one of the largest
independent drybulk operators in the world. Navios
Holdings ability, through its long-standing relationships
with various shipyards and trading houses, to charter-in
vessels at favorable rates allows it to control additional
shipping capacity without the capital expenditures
required by new vessel acquisition. In addition, having
purchase options on 15 of the 27 time chartered vessels
(including those to be delivered) permits Navios Holdings
to determine when is the most commercially opportune time
to own or charter-in vessels. Navios Holdings intends to
monitor developments in the sales and purchase market to
maintain the appropriate balance between owned and
long-term time chartered vessels.
    
    Capitalize on Navios Holdings established reputation.
Navios Holdings believes its reputation and commercial
relationships enable it to obtain favorable long-term time
charters, enter into the freight market and increase its
short-term tonnage capacity to complement the capacity of
its core fleet, as well as to obtain access to cargo
freight opportunities through COA arrangements not readily
available to other industry participants. This reputation
has also enabled Navios Holdings to obtain favorable
vessel acquisition terms as reflected in the purchase
options contained in some of its long-term charters.
    
    Utilize industry expertise to take advantage of market
volatility.The drybulk shipping market is cyclical and
volatile. Navios Holdings uses its experience in the
industry, sensitivity to trends, and knowledge and
expertise as to risk management and FFAs to hedge against,
and in some cases, to generate profit from, such
volatility.
    
    Maintain high fleet utilization rates.The shipping
industry uses fleet utilization to measure a companys
efficiency in finding suitable employment for its vessels
and minimizing the days its vessels are off-hire. At 99.5%
as of December 31, 2010, Navios Holdings believes that it
has one of the highest fleet utilization rates in the
industry.
    
    Maintain customer focus and reputation for service and
safety.Navios Holdings is recognized by its customers for
the high quality of its service and safety record. Navios
Holdings high standards for performance, reliability, and
safety provide Navios Holdings with an advantageous
competitive profile.
    
    Enhance vessel utilization and profitability through a mix
of spot charters, time charters, and COAs and strategic
backhaul and triangulation methods.Specifically, this
strategy is implemented as follows:
 
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
    
    The operation of voyage charters or spot fixtures for the
carriage of a single cargo from load port to discharge
port;
    
    The operation of time charters, whereby the vessel is
hired out for a predetermined period but without any
specification as to voyages to be performed, with the ship
owner being responsible for operating costs and the
charterer for voyage costs; and
    
    The use of COAs, under which Navios Holdings contracts to
carry a given quantity of cargo between certain load and
discharge ports within a stipulated time frame, but does
not specify in advance which vessels will be used to
perform the voyages.
   Competitive Advantages
    
    
    A high-quality, modern fleet of vessels that provides a
variety of operational advantages, such as lower insurance
premiums, higher levels of productivity, and efficient
operating cost structures, as well as a competitive
advantage over owners of older fleets, especially in the
time charter market, where age and quality of a vessel are
of significant importance in competing for business;
    
    A core fleet which has been chartered-in (some through
2023, assuming minimum available charter extension periods
are exercised) on attractive terms that allow Navios
Holdings to charter-out the vessels at an attractive
spread during strong markets and to weather down cycles in
the market while maintaining low operating expenses;
    
    Strong cash flows from creditworthy counterparties;
    
    Strong commercial relationships with both freight
customers and Japanese trading houses and ship owners,
providing Navios Holdings with access to future attractive
long-term time charters on newbuildings with valuable
purchase options;
    
    Strong in-house technical management team who oversee
every step of technical management, from the construction
of the vessels in Japan or Korea to subsequent shipping
operations throughout the life of a vessel, including the
superintendence of maintenance, repairs and drydocking,
providing efficiency and transparency in Navios Holdings
owned fleet operations; and
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
    
    Visibility into worldwide commodity flows through its
physical shipping operations and port terminal operations
in South America.
  Shipping Operations (excluding Navios Acquisition)
 Navios Holdings Fleet.
 Owned Fleet.
 Owned Vessels
 Vessel Name
    
    Vessel Type
    
    Year Built
    
    Deadweight
(in metric tons)Navios Ionian
    
    Ultra Handymax
    
    
    2000
    
    
    
    52,067Navios Vector
    
    Ultra Handymax
    
    
    2002
    
    
    
    50,296Navios Horizon
    
    Ultra Handymax
    
    
    2001
    
    
    
    50,346Navios Herakles
    
    Ultra Handymax
    
    
    2001
    
    
    
    52,061Navios Achilles
    
    Ultra Handymax
    
    
    2001
    
    
    
    52,063Navios Meridian
    
    Ultra Handymax
    
    
    2002
    
    
    
    50,316Navios Mercator
    
    Ultra Handymax
    
    
    2002
    
    
    
    53,553Navios Arc
    
    Ultra Handymax
    
    
    2003
    
    
    
    53,514Navios Hios
    
    Ultra Handymax
    
    
    2003
    
    
    
    55,180Navios Kypros
    
    Ultra Handymax
    
    
    2003
    
    
    
    55,222Navios Ulysses
    
    Ultra Handymax
    
    
    2007
    
    
    
    55,728Navios Vega
    
    Ultra Handymax
    
    
    2009
    
    
    
    58,792Navios Celestial
    
    Ultra Handymax
    
    
    2009
    
    
    
    58,063Navios Astra
    
    Ultra Handymax
    
    
    2006
    
    
    
    53,468Navios Magellan
    
    Panamax
    
    
    2000
    
    
    
    74,333Navios Star
    
    Panamax
    
    
    2002
    
    
    
    76,662Navios Orbiter
    
    Panamax
    
    
    2004
    
    
    
    76,602Navios Asteriks
    
    Panamax
    
    
    2005
    
    
    
    76,801Navios Bonavis
    
    Capesize
    
    
    2009
    
    
    
    180,022Navios Happiness
    
    Capesize
    
    
    2009
    
    
    
    180,022Navios Lumen
    
    Capesize
    
    
    2009
    
    
    
    180,661Navios Stellar
    
    Capesize
    
    
    2009
    
    
    
    169,001Navios Phoenix
    
    Capesize
    
    
    2009
    
    
    
    180,242Navios Antares
    
    Capesize
    
    
    2010
    
    
    
    169,059Navios Buena Ventura
    
    Capesize
    
    
    2010
    
    
    
    179,132Navios Luz
    
    Capesize
    
    
    2010
    
    
    
    179,144Navios Etoile
    
    Capesize
    
    
    2010
    
    
    
    179,234Navios Bonheur
    
    Capesize
    
    
    2010
    
    
    
    179,259Navios Altamira
    
    Capesize
    
    
    2011
    
    
    
    179,165Navios Azimuth
    
    Capesize
    
    
    2011
    
    
    
    179,169
 Long-Term Fleet.
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Long-term Chartered-in Fleet in Operation
 Deadweight (in
    
    PurchaseVessel Name
    
    Vessel Type
    
    Year Built
    
    metric tons)
    
    Option(1)Navios Primavera
    
    Ultra Handymax
    
    
    2007
    
    
    
    53,464
    
    
    YesNavios Armonia
    
    Ultra Handymax
    
    
    2008
    
    
    
    55,100
    
    
    NoNavios Orion
    
    Panamax
    
    
    2005
    
    
    
    76,602
    
    
    NoNavios Titan
    
    Panamax
    
    
    2005
    
    
    
    82,936
    
    
    NoNavios Altair
    
    Panamax
    
    
    2006
    
    
    
    83,001
    
    
    NoNavios Esperanza
    
    Panamax
    
    
    2007
    
    
    
    75,200
    
    
    NoTorm Antwerp
    
    Panamax
    
    
    2008
    
    
    
    75,250
    
    
    NoGolden Heiwa
    
    Panamax
    
    
    2007
    
    
    
    76,662
    
    
    NoKing Ore
    
    Capesize
    
    
    2010
    
    
    
    176,800
    
    
    NoBeaufiks
    
    Capesize
    
    
    2004
    
    
    
    180,181
    
    
    YesPhoenix Beauty
    
    Capesize
    
    
    2010
    
    
    
    169,150
    
    
    NoRubena N
    
    Capesize
    
    
    2006
    
    
    
    203,233
    
    
    NoFormosabulk Brave
    
    Capesize
    
    
    2001
    
    
    
    170,000
    
    
    NoSC Lotta
    
    Capesize
    
    
    2009
    
    
    
    170,500
    
    
    No
 Long-term Chartered-in Fleet to be Delivered
 Delivery
    
    Purchase
    
    DeadweightVessels
    
    Vessel Type
    
    Date
    
    Option
    
    (in metric tons)Navios Serenity
    
    Handysize
    
    
    04/2011
    
    
    Yes
    (2)
    
    34,718Navios TBN
    
    Handysize
    
    
    09/2012
    
    
    Yes
    (2)
    
    34,718Navios Koyo
    
    Capesize
    
    
    12/2011
    
    
    Yes
    
    
    181,000Kleimar TBN
    
    Capesize
    
    
    07/2012
    
    
    Yes
    
    
    180,000Navios TBN
    
    Capesize
    
    
    12/2013
    
    
    Yes
    
    
    180,000Navios TBN
    
    Ultra Handymax
    
    
    02/2012
    
    
    Yes
    (2)
    
    61,000Navios TBN
    
    Ultra Handymax
    
    
    05/2013
    
    
    Yes
    
    
    61,000Navios TBN
    
    Ultra Handymax
    
    
    10/2013
    
    
    Yes
    
    
    61,000Navios Marco Polo
    
    Panamax
    
    
    09/2011
    
    
    Yes
    
    
    80,000Navios TBN
    
    Panamax
    
    
    01/2013
    
    
    Yes
    
    
    82,100Navios TBN
    
    Panamax
    
    
    07/2013
    
    
    Yes
    (2)
    
    80,500Navios TBN
    
    Panamax
    
    
    09/2013
    
    
    Yes
    (2)
    
    80,500Navios TBN
    
    Panamax
    
    
    11/2013
    
    
    Yes
    (2)
    
    80,500
 
 (1)
    
    Generally, Navios Holdings may exercise its purchase option after three to five years of service.(2)
    
    The initial 50% purchase option on each vessel is held by Navios Holdings.  Short-Term Fleet:
 Exercise of Vessel Purchase Options
  Commercial Ship Management:
 38




---



##### Table of Contents



Technical Ship Management:
 Operation of the fleet:
 Financial Risk Management:
 
    
    Freight Rate Risk.Navios Holdings uses FFAs to manage and
mitigate its risk to its freight market exposures in
shipping capacity and freight commitments and respond to
fluctuations in the drybulk shipping market by augmenting
its overall long or short position. These FFAs settle
monthly in cash on the basis of publicly quoted indices,
not physical delivery. These instruments typically cover
periods from one month to one year, and are based on time
charter rates or freight rates on specific quoted routes.
Navios Holdings enters into these FFAs through
over-the-counter transactions and over NOS ASA, a
Norwegian clearing house, and LCH, the London Clearing
House. Navios Holdings FFA trading personnel work closely
with the chartering group to ensure that the most
up-to-date information is incorporated into the companys
commercial ship management strategy and policies. See
Risk Factors  Risks Associated with the Shipping
Industry and Our Operations  Trading and complementary
hedging activities in freight, tonnage and FFAs subject us
to trading risks, and we may suffer trading losses which
could adversely affect our financial condition and results
of operations for additional detail on the financial
implications, and risks of our use of FFAs.
    
    Credit Risk.Navios Holdings closely monitors its credit
exposure to charterers and FFAs counterparties. Navios
Holdings has established policies designed to ensure that
contracts are entered into with counterparties that have
appropriate credit history. Counterparties and cash
transactions are limited to high credit quality
collateralized corporations and financial institutions.
Most importantly, Navios Holdings has strict guidelines
and policies that are designed to limit the amount of
credit exposure. We have insured our charter-out contracts
through a AA+ rated governmental agency of a European
Union member state, which provides that if the charterer
goes into payment default, the insurer will reimburse us
for the charter payments under the terms of the policy
(subject to applicable deductibles and other customary
limitations for such insurance).
    
    Interest Rate Risk.Navios Holdings uses from time to time
interest rate swap agreements to reduce exposure to
fluctuations in interest rates. These instruments allow
Navios Holdings to raise long-term borrowings at floating
rates and swap them into fixed rates. Although these
instruments are intended to minimize the anticipated
financing costs and maximize gains for Navios Holdings
that may be set off against interest expense, they may
also result in losses, which would increase financing
costs. Currently, Navios Holdings holds no interest rate
swap contracts. See Note 12 to the audited consolidated
financial statements of Navios Holdings for the year ended
December 31, 2010, included elsewhere in this document.
See also item 11 Quantitative and Qualitative Disclosure
about Market Risks  Interest Rate Risk.
    
    Foreign Exchange Risk.Although Navios Holdings revenues
are U.S. dollar-based, 19.4% of its expenses, related to
its Navios Logistics segment, are in Uruguayan pesos,
Argentinean pesos, Paraguayan Guaranies and Brazilian
Reales and 6.5% of its expenses related to operation of
its Piraeus and Belgian office, are in Euros. Navios
Holdings monitors its Euro, Argentinean Peso, Uruguayan
Peso, Paraguayan Guarani and Brazilian Real exposure
against long-term currency forecasts and enters into
foreign currency contracts when considered appropriate.
 Navios Logistics Operations
 Inception:
 39




---



##### Table of Contents



Port Terminal Operations
 Uruguay Dry Port
  40




---



##### Table of Contents



Port Operation:
 Port Infrastructure:
  41




---



##### Table of Contents



Paraguay Wet Port
   Port Operation:
 Port infrastructure:
   Barge Operations
 Overview:
 Fleet:
 Products transported:
 42




---



##### Table of Contents



Cabotage Operations
 Overview:
  Products transported:
 Customers
 Drybulk Vessel Operations
  Logistics Business Operations
    43




---



##### Table of Contents



Tanker Vessel Operations
  Oil Company Tanker Vetting Process
      Competition
   Navios Acquisition
  44




---



##### Table of Contents



Navios Logistics
    Intellectual Property
  Governmental and Other Regulations
 Sources of applicable rules and standards:
   International environmental regulations:
 Ship safety regulation:
  45




---



##### Table of Contents



International regulations to prevent pollution from ships:
    International ballast water requirements:
 European environmental regulations: Erika
 46




---



##### Table of Contents



Greenhouse gas emissions:
 International laws governing civil liability for pollution:
     47




---



##### Table of Contents



United States environmental regulations and laws governing civil liability for pollution:
        48




---



##### Table of Contents



Security Regulations:
 49




---



##### Table of Contents




    
    on-board installation of automatic information systems to enhance vessel-to-vessel and vessel-to-shore
communications;
    
    on-board installation of ship security alert systems;
    
    the development of vessel security plans; and
    
    compliance with flag state security certification requirements.
  Inspection by Classification Societies:
  
    
    Annual Surveys:For seagoing ships, annual surveys are
conducted for the hull and the machinery (including the
electrical plant) and, where applicable, for special
equipment classed, at intervals of 12 months from the date
of commencement of the class period indicated in the
certificate.
    
    Intermediate Surveys:Extended annual surveys are referred
to as intermediate surveys and typically are conducted two
and a half years after commissioning and each class
renewal. Intermediate surveys may be carried out on the
occasion of the second or third annual survey.
    
    Class Renewal Surveys:Class renewal surveys, also known
as special surveys, are carried out for the ships hull,
machinery (including the electrical plant), and for any
special equipment classed, at the intervals indicated by
the character of classification for the hull. At the
special survey, the vessel is thoroughly examined,
including audio-gauging, to determine the thickness of its
steel structure. Should the thickness be found to be less
than class requirements, the classification society would
prescribe steel renewals. The classification society may
grant a one-year grace period for completion of the
special survey. Substantial amounts of money may have to
be spent for steel renewals to pass a special survey if
the vessel experiences excessive wear and tear. In lieu of
the special survey every four or five years, depending on
whether a grace period was granted, a ship owner has the
option of arranging with the classification society for
the vessels integrated hull or machinery to be on a
continuous survey cycle, in which every part of the vessel
would be surveyed within a five-year cycle.
 Risk of Loss and Liability Insurance
 General:
 50




---



##### Table of Contents



Hull and Machinery and War Risk Insurances:
 Protection and Indemnity Insurance:
 Uninsured Risks:
 Credit Risk Insurance:
 Risk Management
   Legal Proceedings
   51




---



##### Table of Contents



Crewing and Shore Employees
    Facilities
  
    
    Navios ShipManagement Inc. and Navios Corporation lease approximately 2,034.3 square meters of space at 85
Akti Miaouli, Piraeus, Greece, pursuant to a lease that expires in 2017.
    
    On July 1, 2010, Kleimar N.V. entered into a contract for the lease of approximately 632 square meters for
its offices, pursuant to a lease that expires in 2019.
    
    Navios ShipManagement Inc. leases approximately 1,376.5 square meters of space at 85 Akti Miaouli, Piraeus,
Greece, pursuant to a lease agreement that expires in 2019. On October 29, 2010, the existing lease agreement
for its offices in Piraeus was amended to reduce the amount of space leased and since November 2010, the
Company leases 253.75 less square meters.
    
    Navios Corporation leases approximately 11,923 square feet of space at 825 Third Avenue, New York, pursuant
to a lease that expires in 2019. Navios Holdings sublets the 34th floor in the
building know as and located at 825 3rd Avenue, New York, which premises comprise a portion of the premises
under the main lease, to a third party pursuant a sub-lease that expires in 2019.
    
    Navios Tankers Management Inc. leases approximately 253.75 square meters of space at 85 Akti Miaouli, Piraeus,
Greece, pursuant to a lease agreement signed on October 29, 2010 and expires in 2019.
  
    
    CNSA, as a free zone direct user at the Nueva Palmira Free Zone, holds the right to
occupy the land on which it operates its port and transfer facility, located at Zona
Franca, Nueva Palmira, Uruguay. CNSA was authorized to operate as a free zone
 52




---



##### Table of Contents



user on
November 29, 1955 by a resolution of the Executive, which on September 27, 1956 approved a
lease agreement, as required by applicable law at the time. On December 4, 1995, CNSA
rights as a direct user were renewed in a single free zone user agreement, which was
subsequently amended in many occasionsincorporating new plots of landuntil its final
version dated November 27, 2009. The agreement currently in force permits CNSA to install
and operate a transfer station to handle and store goods, and to build and operate a plant
to receive, prepare and dry grain on land in the Nueva Palmira Free Zone. The agreement
expires on December 31, 2025, with a 20-year extension at our request. CNSA pays an annual
fee of $191,130, payable in eight consecutive months beginning in January of each year and
increasing yearly in proportion to the variation in the U.S. Consumer Price Index
corresponding to the previous year. There is also a transhipment fee of $0.20 per ton
transshipped. CNSA has certain obligations with respect to improving the land subject to
the agreement, and the agreement is terminable by the Free Zone Division if CNSA breaches
the terms of the agreement, or labor laws and social security contributions, and if CNSA
commits illegal acts or acts expressly forbidden by the agreement.
    
    CNSA leases approximately 205 square meters of space at Paraguay 2111, Montevideo,
Uruguay, pursuant to a lease that expires in November 2020.
    
    Ponte Rio S.A. leases approximately 61 square meters at 107-108, Building 8 at the
Zonamerica free trade zone in Montevideo, Uruguay pursuant to a lease agreement that
expires in July 2012.
    
    Navegacion Guarani S.A. leases approximately 640 square meters of space at Jejuí 324
corner Chile  Edificio Grupo General, Asuncion, Paraguay, pursuant to a lease that
expires in November 2012.
    
    Mercopar S.A. leases approximately 220 square meters of space at Ygatimy 459 casi 14 de
Mayo, Asuncion, Paraguay, pursuant to a lease that expires in July 2011.
    
    Compania Naviera Horamar S.A. leases approximately 450 square meters at Cepeda 429
Street, San Nicolás, Buenos Aires, Argentina, pursuant to a lease agreement that expires in
November 2011.
    
    Hidronave S.A. leases approximately 195 square meters at Av. General Rondon 1473 Street,
Corumba, Brazil, pursuant to a lease agreement that expires in March 2012.
    
    Hidronave S.A. leases approximately 650 square meters next to the river Paraguay at
Lodario, Barrio Ponto, Mato Grosso 801,Brazil, pursuant to a lease agreement that expires
in April 2012.
    
    Mercofluvial S.A. leases approximately 91 square meters of space at Ayolas 451 Casi
Estrella, Asuncion, Paraguay, pursuant to a lease that will expire in January 2012.
      C. Organizational structure
   53




---



##### Table of Contents



Subsidiaries included in the consolidation:
 EffectiveNature /
    
    Ownership
    
    Country of
    
    Statement of operationsCompany Name
    
    Vessel Name
    
    Interest
    
    Incorporation
    
    2010
    
    2009
    
    2008Navios Maritime Holdings Inc.
    
    Holding Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios Corporation
    
    Sub-Holding Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios International Inc.
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navimax Corporation
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios Handybulk Inc.
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Hestia Shipping Ltd.
    
    Operating Company
    
    
    100
    %
    
    Malta
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Anemos Maritime Holdings Inc.
    
    Sub-Holding Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios ShipManagement Inc.
    
    Management Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31NAV Holdings Limited
    
    Sub-Holding Company
    
    
    100
    %
    
    Malta
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Kleimar N.V.
    
    Operating company/Vessel
Owning Company
    
    
    100
    %
    
    Belgium
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Kleimar Ltd.
    
    Operating company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Bulkinvest S.A.
    
    Operating company
    
    
    100
    %
    
    Luxembourg
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Primavera Shipping Corporation
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    10/15  12/31Ginger Services Co.
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    12/22  12/31Aquis Marine Corp.
    
    Sub-Holding Company
    
    
    100
    %
    
    Marshall Is.
    
    3/23  12/31
    
    
    
    Navios Tankers Management Inc.
    
    Management Company
    
    
    100
    %
    
    Marshall Is.
    
    3/24  12/31
    
    
    
    Navios Maritime Acquisition Corporation
    
    Sub-Holding company
    
    
    100
    %
    
    Marshall Is.
    
    
    
    
    
    3/14  6/30
 EffectiveNature /
    
    Ownership
    
    Country of
    
    Statement of operationsCompany Name
    
    Vessel Name
    
    Interest
    
    Incorporation
    
    2010
    
    2009
    
    2008Astra Maritime Corporation
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    10/15  12/31Achilles Shipping Corporation
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Apollon Shipping Corporation
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Herakles Shipping Corporation
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Hios Shipping Corporation
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Ionian Shipping Corporation
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Kypros Shipping Corporation
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31
 54




---



##### Table of Contents



EffectiveNature /
    
    Ownership
    
    Country of
    
    Statement of operationsCompany Name
    
    Vessel Name
    
    Interest
    
    Incorporation
    
    2010
    
    2009
    
    2008Meridian Shipping
Enterprises Inc.
    
    Vessel Owning Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Mercator Shipping Corporation
    
    Vessel Owning Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Arc Shipping Corporation
    
    Vessel Owning Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Horizon Shipping Enterprises Corporation
    
    Vessel Owning Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Magellan Shipping Corporation
    
    Vessel Owning Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Aegean Shipping Corporation
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Star Maritime
Enterprises
Corporation
    
    Vessel Owning Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Aurora Shipping
Enterprises Ltd.
    
    Vessel Owning Company
    
    
    100
    %
    
    Marshall Is.
    
    
    
    
    
    1/21  6/30Corsair Shipping
Ltd.
    
    Vessel Owning Company
    
    
    100
    %
    
    Marshall Is
    
    1/1  12/31
    
    1/1  12/31
    
    6/11  12/31Rowboat Marine Inc.
    
    Vessel Owning Company
    
    
    100
    %
    
    Marshall Is
    
    1/1  12/31
    
    1/1  12/31
    
    6/11  12/31Hyperion
Enterprises Inc.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  1/7
    
    1/1  12/31
    
    1/1  12/31Beaufiks Shipping Corporation
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is
    
    1/1  12/31
    
    1/1  12/31
    
    6/19  12/31Sagittarius Shipping Corporation
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    
    
    1/1  6/10
    
    3/6  12/31Nostos
Shipmanagement
Corp.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Aegean Sea Maritime
Holdings Inc.
    
    Sub-Holding Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Amorgos Shipping Corporation
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Andros Shipping
Corporation (1)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Antiparos Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Ikaria Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Kos Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Mytilene Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Skiathos Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Syros Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Skopelos Shipping Corporation
    
    Vessel Owning
Company
    
    
    100
    %
    
    Cayman Is.
    
    3/18  5/27
    
    
    
    Sifnos Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Ios Shipping Corporation
    
    Vessel Owning
Company
    
    
    100
    %
    
    Cayman Is.
    
    3/18  5/27
    
    
    
    Thera Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Crete Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    
 55




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##### Table of Contents



EffectiveNature /
    
    Ownership
    
    Country of
    
    Statement of operationsCompany Name
    
    Vessel Name
    
    Interest
    
    Incorporation
    
    2010
    
    2009
    
    2008Rhodes Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Tinos Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Portorosa Marine Corporation
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Shikhar Ventures
S.A.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Liberia
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Sizzling Ventures
Inc.
    
    Operating Company
    
    
    100
    %
    
    Liberia
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Rheia Associates Co.
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Taharqa Spirit Corp.
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Rumer Holding Ltd.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Chilali Corp.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  3/17
    
    1/1  12/31
    
    1/1  12/31Pharos Navigation
S.A.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Pueblo Holdings Ltd.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    8/8  12/31Surf Maritime Co.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  5/19
    
    1/1  12/31
    
    8/8  12/31Quena
Shipmanagement Inc.
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    7/29  12/31Orbiter Shipping
Corp.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Aramis Navigation (2)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    12/14  12/31
    
    White Narcissus
Marine S.A.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Panama
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios G.P. L.L.C.
    
    Operating Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Pandora Marine Inc.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  11/14
    
    6/11  12/31
    
    Floral Marine Ltd.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    6/11  12/31
    
    Red Rose Shipping
Corp.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    6/11  12/31
    
    Customized
Development S.A.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Liberia
    
    1/1  11/14
    
    6/22  12/31
    
    Highbird Management
Inc.
    
    Vessel Owning
Companyl
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    7/14  12/31
    
    Ducale Marine Inc.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    6/22  12/31
    
    Kohylia
Shipmanagement S.A.
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    1/1  12/31
    
    7/14  12/31
    
    Vector Shipping Corporation
    
    Vessel Owning
Company
    
    
    100
    %
    
    Marshall Is.
    
    2/16  12/31
    
    
    
    Faith Marine Ltd. (2)
    
    Vessel Owning
Company
    
    
    100
    %
    
    Liberia
    
    5/19  12/31
    
    
    
    Navios Maritime
Finance (US) Inc.
    
    Operating Company
    
    
    100
    %
    
    Delaware
    
    1/1  12/31
    
    10/20  12/31
    
    
 56




---



##### Table of Contents



Navios Maritime Acquisition Corporation and Subsidiaries:
 EffectiveNature /
    
    Ownership
    
    Country of
    
    Statement of operationsCompany Name
    
    Vessel Name
    
    Interest
    
    Incorporation
    
    2010
    
    2009
    
    2008Navios Maritime Acquisition Corporation
    
    Sub-Holding Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Aegean Sea Maritime Holdings Inc.
    
    Sub-Holding Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Amorgos Shipping Corporation
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Andros Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Antiparos Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Ikaria Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Kos Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Mytilene Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Skiathos Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Syros Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Skopelos Shipping Corporation
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Cayman Is.
    
    5/28  12/31
    
    
    
    Sifnos Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Ios Shipping Corporation
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Cayman Is.
    
    5/28  12/31
    
    
    
    Thera Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Shinyo Dream Limited
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Hong Kong
    
    9/10  12/31
    
    
    
    Shinyo Kannika Limited
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Hong Kong
    
    9/10  12/31
    
    
    
    Shinyo Kieran Limited (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    British Virgin Is.
    
    9/10  12/31
    
    
    
    Shinyo Loyalty Limited
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Hong Kong
    
    9/10  12/31
    
    
    
    Shinyo Navigator Limited
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Hong Kong
    
    9/10  12/31
    
    
    
    Shinyo Ocean Limited
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Hong Kong
    
    9/10  12/31
    
    
    
    Shinyo Saowalak Limited
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    British Virgin Is.
    
    9/10  12/31
    
    
    
    Crete Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Rhodes Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Tinos Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Folegandros Shipping Corporation(1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    10/26  12/31
    
    
    
    Navios Acquisition Finance (US) Inc.
    
    Operating Company
    
    
    53.7
    %
    
    Delaware
    
    10/05  12/31
    
    
    
    Serifos Shipping Corporation (1)
    
    Vessel Owning
Company
    
    
    53.7
    %
    
    Marshall Is.
    
    10/26  12/31
    
    
    
    
 57




---



##### Table of Contents



Navios South American Logistics and Subsidiaries:
 EffectiveNature /
    
    Ownership
    
    Country of
    
    Statement of operationsCompany Name
    
    Vessel Name
    
    Interest
    
    Incorporation
    
    2010
    
    2009
    
    2008Navios South American Logistics Inc.
    
    Sub-Holding Company
    
    
    63.8
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Corporacion Navios S.A.
    
    Operating Company
    
    
    63.8
    %
    
    Uruguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Nauticler S.A.
    
    Sub-Holding Company
    
    
    63.8
    %
    
    Uruguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Compania Naviera Horamar S.A.
    
    Vessel Operating Company/Management Company
    
    
    63.8
    %
    
    Argentina
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Compania de Transporte Fluvial Int S.A.
    
    Sub-Holding Company
    
    
    63.8
    %
    
    Uruguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Ponte Rio S.A.
    
    Operating Company
    
    
    63.8
    %
    
    Uruguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Thalassa Energy S.A.
    
    Barge Owning Company
    
    
    39.9
    %
    
    Argentina
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31HS Tankers Inc.
    
    Vessel Owning
Company
    
    
    32.5
    %
    
    Panama
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31HS Navigation Inc.
    
    Vessel Owning
Company
    
    
    32.5
    %
    
    Panama
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31HS Shipping Ltd Inc.
    
    Vessel Owning
Company
    
    
    39.9
    %
    
    Panama
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31HS South Inc.
    
    Vessel Owning
Company
    
    
    39.9
    %
    
    Panama
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Mercopar Internacional S.A. (3)
    
    Sub-Holding Company
    
    
    63.8
    %
    
    Uruguay
    
    
    
    1/1  12/9
    
    1/1  12/31Nagusa Internacional S.A. (3)
    
    Sub-Holding Company
    
    
    63.8
    %
    
    Uruguay
    
    
    
    1/1  12/9
    
    1/1  12/31Hidrovia OSR Internacional S.A.
(3)
    
    Sub-Holding Company
    
    
    63.8
    %
    
    Uruguay
    
    
    
    1/1  12/9
    
    1/1  12/31Petrovia Internacional S.A.
    
    Land-Owning Company
    
    
    63.8
    %
    
    Uruguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Mercopar S.A.
    
    Operating/Barge Owning Company
    
    
    63.8
    %
    
    Paraguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navegacion Guarani S.A.
    
    Operating Barge and
Pushboat Owning
Company
    
    
    63.8
    %
    
    Paraguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Hidrovia OSR S.A.
    
    Oil Spill Response & Salvage
Services/Vessel Owning Company
    
    
    63.8
    %
    
    Paraguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Petrovia S.A. (4)
    
    Shipping Company
    
    
    63.8
    %
    
    Paraguay
    
    
    
    1/1  1/20
    
    1/1  12/31Mercofluvial S.A.
    
    Operating Barge and
Pushboat Owning
Company
    
    
    63.8
    %
    
    Paraguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Petrolera San Antonio S.A. (PETROSAN)
    
    Port Facility Operating Company
    
    
    63.8
    %
    
    Paraguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Flota Mercante Paraguaya S.A. (4)
    
    Shipping Company
    
    
    63.8
    %
    
    Paraguay
    
    
    
    1/1  2/13
    
    1/1  12/31Compania de Transporte Fluvial S.A.
(4)
    
    Shipping Company
    
    
    63.8
    %
    
    Paraguay
    
    
    
    1/1  2/13
    
    1/1  12/31Hidrogas S.A. (4)
    
    Shipping Company
    
    
    63.8
    %
    
    Paraguay
    
    
    
    1/1  1/20
    
    1/1  12/31Stability Oceanways S.A.
    
    Operating Barge and
Pushboat Owning
Company
    
    
    63.8
    %
    
    Panama
    
    1/1  12/31
    
    1/1  12/31
    
    4/16  12/31Hidronave S.A.
    
    Pushboat Owning Company
    
    
    32.5
    %
    
    Brazil
    
    1/1  12/31
    
    1/11  12/31
    
    Navarra Shipping Corporation
    
    Tanker Owning Company
    
    
    63.8
    %
    
    Marshall Is.
    
    4/1  12/31
    
    
    
    Pelayo Shipping Corporation
    
    Tanker Owning Company
    
    
    63.8
    %
    
    Marshall Is.
    
    4/1  12/31
    
    
    
    
 
 (1)
    
    Each company has the rights over a shipbuilding contract of a tanker vessel.(2)
    
    Each company has the rights over a shipbuilding contract of a dry cargo vessel.(3)
    
    These companies were sold on December 10, 2009 to independent third parties.(4)
    
    During 2009, these companies were merged into other Paraguayan shipping companies within the Navios Logistics group. 58




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##### Table of Contents



Affiliates included in the financial statements accounted for under the equity method:
 Nature /
    
    Ownership
    
    Country of
    
    Statement of operationsCompany Name
    
    Vessel Name
    
    Interest
    
    Incorporation
    
    2010
    
    2009
    
    2008Navios Maritime Partners L.P. (*)
    
    Sub-Holding Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios Maritime Operating L.L.C. (*)
    
    Operating Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Libra Shipping Enterprises Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Alegria Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Felicity Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Gemini Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshal Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Galaxy Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Prosperity Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Fantastiks Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Aldebaran Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Aurora Shipping Enterprises Ltd. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    7/1  12/31Sagittarius Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    6/10  12/31
    
    Palermo Shipping S.A. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    10/29 12/31
    
    Customized Development S.A. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Liberia
    
    11/15  12/31
    
    
    
    Pandora Marine Inc. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    11/15  12/31
    
    
    
    Hyperion Enterprises Inc. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/8  12/31
    
    
    
    Chilali Corp. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    3/18  12/31
    
    
    
    JTC Shipping Trading Ltd. (*)
    
    Operating Company
    
    
    18.76
    %
    
    Malta
    
    3/18  12/31
    
    
    
    Surf Maritime Co. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    5/20  12/31
    
    
    
    Acropolis Chartering & Shipping Inc.
    
    Brokerage Company
    
    
    50
    %
    
    Liberia
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios Maritime Acquisition Corporation
    
    Sub-Holding Company
    
    
    19
    %
    
    Marshall Is.
    
    1/1  5/27
    
    1/1  12/31
    
    7/1  12/31
 
 (*)
    
    Percentage does not include the ownership of 3,131,415, 1,174,219
and 788,370 common units received in relation to the sale of the
Navios Hope, the Navios Aurora II and both the Navios Fulvia and
the Navios Melodia, respectively, to Navios Partners since these
are considered available-for-sale securities. D. Property, plants and equipment
  
 Item 4A. Unresolved Staff Comments
  
 Item 5. Operating and Financial Review and Prospects
   Overview
   59




---



##### Table of Contents



Navios Logistics
     Navios Acquisition
     60




---



##### Table of Contents



Common stock:
 Warrant Exercise Program:
 Charter Policy and Industry Outlook
       61




---



##### Table of Contents



Fleet Development
  Owned Vessels
 Charter-out
    
    Profit
    
    ExpirationVessels
    
    Type
    
    Built
    
    DWT
    
    Rate (1)
    
    Share (5)
    
    Date (2)Navios Ionian
    
    Ultra Handymax
    
    
    2000
    
    
    
    52,067
    
    
    
    13,775
    
    
    No
    
    
    04/09/201113,685
    
    
    No
    
    
    09/24/2012Navios Celestial
    
    Ultra Handymax
    
    
    2009
    
    
    
    58,063
    
    
    
    17,550
    
    
    No
    
    
    01/24/2012Navios Vector
    
    Ultra Handymax
    
    
    2002
    
    
    
    50,296
    
    
    
    14,725
    
    
    No
    
    
    12/27/2011Navios Horizon
    
    Ultra Handymax
    
    
    2001
    
    
    
    50,346
    
    
    
    36,100
    
    
    No
    
    
    08/31/2011Navios Herakles
    
    Ultra Handymax
    
    
    2001
    
    
    
    52,061
    
    
    
    16,150
    
    
    No
    
    
    07/02/2011Navios Achilles
    
    Ultra Handymax
    
    
    2001
    
    
    
    52,063
    
    
    
    25,521
    (6)
    
    
    
    
    11/17/2013Navios Meridian
    
    Ultra Handymax
    
    
    2002
    
    
    
    50,316
    
    
    
    14,250
    
    
    No
    
    
    03/17/2012Navios Mercator
    
    Ultra Handymax
    
    
    2002
    
    
    
    53,553
    
    
    
    21,660
    (6)
    
    
    
    
    08/01/201129,783
    (6)
    
    
    
    
    01/12/2015Navios Arc
    
    Ultra Handymax
    
    
    2003
    
    
    
    53,514
    
    
    
    10,450
    
    
    No
    
    
    05/10/2011Navios Hios
    
    Ultra Handymax
    
    
    2003
    
    
    
    55,180
    
    
    
    19,475
    
    
    No
    
    
    05/25/2011Navios Kypros
    
    Ultra Handymax
    
    
    2003
    
    
    
    55,222
    
    
    
    20,778
    
    
    50%/$19,000
    
    
    01/28/2014Navios Ulysses
    
    Ultra Handymax
    
    
    2007
    
    
    
    55,728
    
    
    
    31,281
    
    
    No
    
    
    10/12/2013Navios Vega
    
    Ultra Handymax
    
    
    2009
    
    
    
    58,792
    
    
    
    14,725
    
    
    No
    
    
    05/21/201115,631
    
    
    No
    
    
    05/26/2013Navios Astra (7)
    
    Ultra Handymax
    
    
    2006
    
    
    
    53,468
    
    
    
    15,533
    
    
    No
    
    
    12/11/2011Navios Magellan
    
    Panamax
    
    
    2000
    
    
    
    74,333
    
    
    
    22,800
    
    
    No
    
    
    03/26/2012Navios Star
    
    Panamax
    
    
    2002
    
    
    
    76,662
    
    
    
    16,958
    
    
    No
    
    
    11/27/2012Navios Asteriks
    
    Panamax
    
    
    2005
    
    
    
    76,801
    
    
    
    
    
    
    
    
    
    Navios Orbiter
    
    Panamax
    
    
    2004
    
    
    
    76,602
    
    
    
    38,052
    
    
    
    
    
    04/01/2014Navios Bonavis
    
    Capesize
    
    
    2009
    
    
    
    180,022
    
    
    
    47,400
    
    
    No
    
    
    06/29/2014Navios Happiness
    
    Capesize
    
    
    2009
    
    
    
    180,022
    
    
    
    52,345
    (6)
    
    No
    
    
    07/24/2014Navios Lumen
    
    Capesize
    
    
    2009
    
    
    
    180,661
    
    
    
    19,500
    (8)
    
    Yes
    
    
    08/14/201129,250
    (8)
    
    Yes
    
    
    02/14/201239,830
    (8)
    
    Yes
    
    
    12/10/201243,193
    (8)
    
    Yes
    
    
    12/10/201342,690
    (8)
    
    Yes
    
    
    12/10/201639,305
    (8)
    
    Yes
    
    
    12/10/2017Navios Stellar
    
    Capesize
    
    
    2009
    
    
    
    169,001
    
    
    
    35,874
    (10)
    
    No
    
    
    12/22/2016Navios Phoenix
    
    Capesize
    
    
    2009
    
    
    
    180,242
    
    
    
    27,075
    (9)
    
    No
    
    
    12/10/2011Navios Antares
    
    Capesize
    
    
    2010
    
    
    
    169,059
    
    
    
    36,100
    (10)
    
    Yes
    
    
    01/19/201545,125
    (10)
    
    Yes
    
    
    01/19/2018
 62




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##### Table of Contents



Charter-out
    
    Profit
    
    ExpirationVessels
    
    Type
    
    Built
    
    DWT
    
    Rate (1)
    
    Share (5)
    
    Date (2)Navios Buena Ventura
    
    Capesize
    
    
    2010
    
    
    
    179,132
    
    
    
    29,356
    
    
    50%/38,500
    
    
    10/28/2020Navios Luz
    
    Capesize
    
    
    2010
    
    
    
    179,144
    
    
    
    29,356
    
    
    50%/38,500
    
    
    11/16/2020Navios Etoile
    
    Capesize
    
    
    2010
    
    
    
    179,234
    
    
    
    29,356
    
    
    50%/38,500
    
    
    12/02/2020Navios Bonheur
    
    Capesize
    
    
    2010
    
    
    
    179,259
    
    
    
    27,888
    (6)
    
    
    
    
    12/17/201325,025
    (6)
    
    
    
    
    12/16/2022Navios Altamira
    
    Capesize
    
    
    2011
    
    
    
    179,165
    
    
    
    24,674
    
    
    No
    
    
    01/27/2021Navios Azimuth
    
    Capesize
    
    
    2011
    
    
    
    179,169
    
    
    
    21,945
    (11)
    
    No
    
    
    06/06/201326,469
    (11)
    
    No
    
    
    02/13/2023
 Long-term Chartered-in Vessels
 Purchase
    
    Charter-out
    
    ExpirationVessels
    
    Type
    
    Built
    
    DWT
    
    Option (3)
    
    Rate (1)
    
    Date (2)Navios Primavera
    
    Ultra Handymax
    
    
    2007
    
    
    
    53,464
    
    
    Yes
    
    22,138
    
    
    05/28/2011Navios Armonia
    
    Ultra Handymax
    
    
    2008
    
    
    
    55,100
    
    
    No
    
    15,200
    
    
    05/13/2011Navios Orion
    
    Panamax
    
    
    2005
    
    
    
    76,602
    
    
    No
    
    49,400
    
    
    12/14/2012Navios Titan
    
    Panamax
    
    
    2005
    
    
    
    82,936
    
    
    No
    
    19,000
    
    
    11/22/2012Navios Altair
    
    Panamax
    
    
    2006
    
    
    
    83,001
    
    
    No
    
    19,238
    
    
    11/23/2011Navios Esperanza
    
    Panamax
    
    
    2007
    
    
    
    75,200
    
    
    No
    
    14,513
    
    
    02/19/2013Torm Antwerp
    
    Panamax
    
    
    2008
    
    
    
    75,250
    
    
    No
    
    
    
    
    Golden Heiwa
    
    Panamax
    
    
    2007
    
    
    
    76,662
    
    
    No
    
    
    
    
    Beaufiks
    
    Capesize
    
    
    2004
    
    
    
    180,181
    
    
    Yes
    
    
    
    
    Rubena N
    
    Capesize
    
    
    2006
    
    
    
    203,233
    
    
    No
    
    
    
    
    SC Lotta
    
    Capesize
    
    
    2009
    
    
    
    170,500
    
    
    No
    
    
    
    
    Formosabulk Brave
    
    Capesize
    
    
    2001
    
    
    
    170,000
    
    
    No
    
    
    
    
    Phoenix Beauty
    
    Capesize
    
    
    2010
    
    
    
    169,150
    
    
    No
    
    
    
    
    King Ore
    
    Capesize
    
    
    2010
    
    
    
    176,800
    
    
    No
    
    
    
    
    
 Vessels to be Delivered
 Long-term Chartered-in
 Delivery
    
    PurchaseVessels
    
    Type
    
    Date
    
    Option
    
    DWTNavios Serenity
    
    Handysize
    
    
    04/2011
    
    
    Yes
    (4)
    
    34,718Navios TBN
    
    Handysize
    
    
    09/2012
    
    
    Yes
    (4)
    
    34,718Navios Koyo
    
    Capesize
    
    
    12/2011
    
    
    Yes
    
    
    181,000Kleimar TBN
    
    Capesize
    
    
    07/2012
    
    
    Yes
    
    
    180,000Navios TBN
    
    Capesize
    
    
    12/2013
    
    
    Yes
    
    
    180,000Navios TBN
    
    Ultra Handymax
    
    
    02/2012
    
    
    Yes
    (4)
    
    61,000Navios TBN
    
    Ultra Handymax
    
    
    05/2013
    
    
    Yes
    
    
    61,000Navios TBN
    
    Ultra Handymax
    
    
    10/2013
    
    
    Yes
    
    
    61,000Navios Marco Polo
    
    Panamax
    
    
    09/2011
    
    
    Yes
    
    
    80,000Navios TBN
    
    Panamax
    
    
    01/2013
    
    
    Yes
    
    
    82,100Navios TBN
    
    Panamax
    
    
    07/2013
    
    
    Yes
    (4)
    
    80,500Navios TBN
    
    Panamax
    
    
    09/2013
    
    
    Yes
    (4)
    
    80,500Navios TBN
    
    Panamax
    
    
    11/2013
    
    
    Yes
    (4)
    
    80,500
 
 (1)
    
    Daily rate net of commissions.(2)
    
    Expected Redelivery basis midpoint of full redelivery period.(3)
    
    Generally, Navios Holdings may exercise its purchase option after three to five years of service.(4)
    
    Navios Holdings holds the initial 50% purchase option on each vessel.(5)
    
    Profit share based on applicable Baltic TC Average exceeding $/day rates listed.(6)
    
    Amount represents daily net rate of insurance proceeds following the default of the original charter. The contracts for these vessels have been
temporarily suspended and the vessels have been rechartered to third paties for variable charter periods. Upon completion of the suspension
period, the contracts with the original charterers will resume at amended terms. The obligations of the insurer are reduced by an amount equal to
the mitigation charter hire revenues earned under the contracts with third parties and/or the original charters or the applicable deductibles for
any idle periods. 63




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##### Table of Contents



(7)
    
    Navios Holdings exercised its option in the third quarter of 2010 to purchase the Navios Astra for $21.0 million. The Navios Astra was delivered
to Navios Holdings on February 21, 2011.(8)
    
    Year eight optional (option to Navios Holdings) included in the exhibit above. Profit sharing is 100% to Navios Holdings until the net daily rate
of $44,850 and 50%/50% thereafter.(9)
    
    Subject to COA of $45,500 for the remaining period until the first quarter of 2015.(10)
    
    Amount represents daily net rate of insurance proceeds following the default of the original charterer. These vessels have been re-chartered to
third parties for variable charter periods. Obligations of the insurer are reduced by an amount equal to the mitigation charter hire revenues
earned under these contracts or the applicable deductibles for any idle periods.(11)
    
    Amount includes daily net rate of insurance proceeds following the default of the original charter. The contract for this vessel has been
temporarily suspended and the vessel has been rechartered to third paty. Upon completion of the suspension period, the contract with the original
charterer will resume at amended terms. The obligations of the insurer are reduced by an amount equal to the mitigation charter hire revenues
earned under the contracts with third parties and/or the original charters or the applicable deductibles for any idle periods. Recent Developments
 Completion of Newbuilding Program: Delivery of Five Capesize Vessels
      Exercise of Navios Astra purchase option
  Buyback of $131.3 million 2% Preferred Stock
  Deconsolidation of Navios Acquisition from Navios Holdings
  64




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##### Table of Contents



$350.0 million 8 1/8% Senior Notes Due 2019
    Dividend Policy
  Changes in Capital Structure
 Issuance of Common Stock:
 Issuance of Preferred Stock:
  Share Repurchase Program:
  Navios Acquisition
 Delivery of the chemical tanker Nave Polaris
  Credit Facility
  65




---



##### Table of Contents



$400.0 million 8 5/8% First Priority Ship Mortgage Notes Due 2017
   Dividend policy
   Navios Partners
   Navios Logistics
     66




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##### Table of Contents



A. Operating Results
 Factors Affecting Navios Holdings Results of Operations:
   
    
    Market Exposure:Navios Holdings manages the size and
composition of its fleet, by chartering and owning
vessels, to adjust to anticipated changes in market rates.
Navios Holdings aims at achieving an appropriate balance
between owned vessels and long and short-term chartered-in
vessels and controls under its Core Fleet approximately
6.0 million dwt in drybulk tonnage. Navios Holdings
options to extend the duration of vessels it has under
long-term time charter (durations of over 12 months) and
its purchase options on chartered vessel permits Navios
Holdings to adjust the cost and the fleet size to
correspond to market conditions.
    
    Available days:Available days is the total number of days
a vessel is controlled by a company less the aggregate
number of days that the vessel is off-hire due to
scheduled repairs or repairs under guarantee, vessel
upgrades or special surveys. The shipping industry uses
available days to measure the number of days in a period
during which vessels should be capable of generating
revenues.
    
    Operating days:Operating days is the number of available
days in a period less the aggregate number of days that
the vessels are off-hire due to any reason, including lack
of demand or unforeseen circumstances. The shipping
industry uses operating days to measure the aggregate
number of days in a period during which vessels actually
generate revenues.
    
    Fleet utilization:Fleet utilization is obtained by
dividing the number of operating days during a period by
the number of available days during the period. The
shipping industry uses fleet utilization to measure a
companys efficiency in finding suitable employment for
its vessels and minimizing the amount of days that its
vessels are off-hire for reasons other than scheduled
repairs or repairs under guarantee, vessel upgrades,
special surveys or vessel positioning.
    
    TCE:TCE rates are defined as voyage and time charter
revenues plus gains or losses on FFA less voyage expenses
during a period divided by the number of available days
during the period. Navios Holdings includes the gains or
losses on FFA in the determination of TCE rates as neither
voyage and time charter revenues nor gains or losses on
FFA are evaluated in isolation. Rather, the two are
evaluated together to determine total earnings per day.
The TCE rate is a standard shipping industry performance
measure used primarily to compare daily earnings generated
by vessels on time charters with daily earnings generated
by vessels on voyage charters, because charter hire rates
for vessels on voyage charters are generally not expressed
in per day amounts, while charter hire rates for vessels
on time charters generally are expressed in such amounts.
    
    Equivalent vessels:Equivalent vessels data is the
available days of the fleet divided by the number of the
calendar days in the respective period.
 Voyage and Time Charter
  
    
    the duration of the charters;
    
    the level of spot market rates at the time of charters;
    
    decisions relating to vessel acquisitions and disposals;
    
    the amount of time spent positioning vessels;
    
    the amount of time that vessels spend in drydock undergoing repairs and upgrades;
    
    the age, condition and specifications of the vessels; and
 67




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##### Table of Contents




    
    the aggregate level of supply and demand in the drybulk shipping industry.
     Spot Charters, COAs, and FFAs
       Statement of Operations Breakdown by Segment
  68




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##### Table of Contents



Period over Period Comparisons
 For the year ended December 31, 2010 compared to the year ended December 31, 2009
  Year ended
    
    
    Year endedDecember 31,
    
    
    December 31,(in thousands of U.S. dollars)
    
    2010
    
    
    2009Revenue
    
    $
    679,918
    
    
    $
    598,676Time charter, voyage and logistic business expenses
    
    
    (336,558
    )
    
    
    (353,838
    )Direct vessel expenses
    
    
    (47,109
    )
    
    
    (31,454
    )General and administrative expenses
    
    
    (58,604
    )
    
    
    (43,897
    )Depreciation and amortization
    
    
    (101,793
    )
    
    
    (73,885
    )Provision for losses on accounts receivable
    
    
    (4,660
    )
    
    
    (2,237
    )Interest income from investments in finance lease
    
    
    877
    
    
    
    1,330Interest income
    
    
    3,642
    
    
    
    1,699Interest expense and finance cost, net
    
    
    (106,022
    )
    
    
    (63,618
    )Gain on derivatives
    
    
    4,064
    
    
    
    375Gain on sale of assets/partial sale of subsidiary
    
    
    55,432
    
    
    
    20,785Gain on change in control
    
    
    17,742
    
    
    
    Other income
    
    
    9,472
    
    
    
    6,749Other expense
    
    
    (11,303
    )
    
    
    (20,508
    )Income before equity in net earnings of affiliated companies
    
    
    105,098
    
    
    
    40,177Equity in net earnings of affiliated companies
    
    
    40,585
    
    
    
    29,222Income before taxes
    
    
    145,683
    
    
    
    69,399Income tax (expense)/benefit
    
    
    (414
    )
    
    
    1,565Net income
    
    $
    145,269
    
    
    $
    70,964Less: Net loss/(income) attributable to the noncontrolling interest
    
    
    488
    
    
    
    (3,030
    )Net income attributable to Navios Holdings common stockholders
    
    $
    145,757
    
    
    $
    67,934
  Year ended December 31,2010
    
    2009FLEET DATAAvailable days
    
    
    15,918
    
    
    
    15,588Operating days
    
    
    15,841
    
    
    
    15,479Fleet utilization
    
    
    99,5
    %
    
    
    99.3
    %Equivalent vessels
    
    
    44
    
    
    
    43AVERAGE DAILY RESULTSTime Charter Equivalents
    
    $
    25,527
    
    
    $
    25,821
   69




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##### Table of Contents



Revenue:
   Time Charter, Voyage and Logistics Business Expenses:
  Direct Vessel Expenses:
 General and Administrative Expenses:
 Year ended
    
    
    Year ended(in thousands of U.S. dollars)
    
    December 31, 2010
    
    
    December 31, 2009Payroll and related costs (1)
    
    $
    17,826
    
    
    $
    15,333Professional, legal and audit fees (1)
    
    
    5,679
    
    
    
    5,389Navios Logistics
    
    
    12,210
    
    
    
    9,116Navios Acquisition
    
    
    9,461
    
    
    
    Other (1)
    
    
    2,664
    
    
    
    3,252Sub-total
    
    
    47,840
    
    
    
    33,090Credit risk insurance (1)
    
    
    10,764
    
    
    
    10,807General and administrative expenses
    
    $
    58,604
    
    
    $
    43,897
 
 (1)
    
    Excludes the logistics business and tanker vessels business 70




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##### Table of Contents



Depreciation and Amortization:
 Provision for Losses on Accounts Receivable:
 Interest Income from Investments in Finance Lease:
 Interest Expense and Finance Cost, Net:
 Net Other Income and Expense:
 Gain on
Derivatives:
 71




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##### Table of Contents



Baltic ExchangesPanamax TimeCharter AverageIndexNovember 19, 2009
    
    $
    35,819
    (a)January 19, 2009
    
    $
    3,917
    (b)December 31, 2009
    
    $
    28,620
    (*)December 24, 2010
    
    $
    14,711
    (c)May 20, 2010
    
    $
    37,099
    (d)December 31, 2010
    
    $
    14,711
    (*)
 
 (a)
    
    High for fiscal year 2009(b)
    
    Low for fiscal year 2009(c)
    
    Low for fiscal year 2010(d)
    
    High for fiscal year 2010(*)
    
    End of year rate Gain on Sale of Assets/Partial Sale of Subsidiary:
 Gain on Change in Control:
 Equity in Net Earnings of Affiliated Companies:
 Income Tax (Expense)/Benefit:
 Net Loss/(Income) Attributable to the Noncontrolling Interest:
 For the year ended December 31, 2009 compared to the year ended December 31, 2008
  72




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##### Table of Contents



Year ended
    
    
    Year endedDecember 31,
    
    
    December 31,(in thousands of U.S. dollars)
    
    2009
    
    
    2008Revenue
    
    $
    598,676
    
    
    $
    1,246,062Time charter, voyage and logistic business expenses
    
    
    (353,838
    )
    
    
    (1,066,239
    )Direct vessel expenses
    
    
    (31,454
    )
    
    
    (26,621
    )General and administrative expenses
    
    
    (43,897
    )
    
    
    (37,047
    )Depreciation and amortization
    
    
    (73,885
    )
    
    
    (57,062
    )Provision for losses on accounts receivable
    
    
    (2,237
    )
    
    
    (2,668
    )Interest income from investments in finance lease
    
    
    1,330
    
    
    
    2,185Interest income
    
    
    1,699
    
    
    
    7,753Interest expense and finance cost, net
    
    
    (63,618
    )
    
    
    (49,128
    )Gain on derivatives
    
    
    375
    
    
    
    8,092Gain on sale of assets/partial sale of subsidiary
    
    
    20,785
    
    
    
    27,817Other income
    
    
    6,749
    
    
    
    948Other expense
    
    
    (20,508
    )
    
    
    (7,386
    )Income before equity in net earnings of affiliated companies
    
    
    40,177
    
    
    
    46,706Equity in net earnings of affiliated companies
    
    
    29,222
    
    
    
    17,431Income before taxes
    
    
    69,399
    
    
    
    64,137Income taxes
    
    
    1,565
    
    
    
    56,113Net income
    
    $
    70,964
    
    
    $
    120,250Less: Net income attributable to the noncontrolling interest
    
    
    (3,030
    )
    
    
    (1,723
    )Net income attributable to Navios Holdings common stockholders
    
    $
    67,934
    
    
    $
    118,527
  Year ended December 31,2009
    
    2008FLEET DATAAvailable days
    
    
    15,588
    
    
    
    22,817Operating days
    
    
    15,479
    
    
    
    22,745Fleet utilization
    
    
    99.3
    %
    
    
    99.7
    %Equivalent vessels
    
    
    43
    
    
    
    62AVERAGE DAILY RESULTSTime Charter Equivalents
    
    $
    25,821
    
    
    $
    45,566
  Revenue:
  73




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##### Table of Contents



Time Charter, Voyage and Logistics Business Expenses:
 Direct Vessel Expenses:
 General and Administrative Expenses:
 Year ended
    
    
    Year ended(in thousands of U.S. dollars)
    
    December 31, 2009
    
    
    December 31, 2008Payroll and related costs(1)
    
    $
    15,333
    
    
    $
    15,751Professional, legal and audit fees(1)
    
    
    5,389
    
    
    
    4,775Navios Logistics
    
    
    9,116
    
    
    
    8,045Office expenses(1)
    
    
    2,854
    
    
    
    2,862Other(1)
    
    
    398
    
    
    
    1,561Sub-total
    
    
    33,090
    
    
    
    32,994Credit risk insurance(1)
    
    
    10,807
    
    
    
    4,053General and administrative expenses
    
    $
    43,897
    
    
    $
    37,047
 
 (1)
    
    Excludes the logistics business.  Depreciation and Amortization:
 Provision for Losses on Accounts Receivable:
 Interest Income from Investments in Finance Lease:
 Interest Expense and Finance Cost, Net:
 74




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##### Table of Contents



Net Other Income and Expense:
 Gain on Derivatives:
 Baltic ExchangesPanamax TimeCharter AverageIndexMay 20, 2008
    
    $
    91,710
    (a)December 12, 2008
    
    $
    3,537
    (b)January 19, 2009
    
    $
    3,917
    (c)November 19, 2009
    
    $
    35,819
    (d)December 31, 2009
    
    $
    28,620
    (*)
 
 (a)
    
    High for fiscal year 2008.(b)
    
    Low for fiscal year 2008.(c)
    
    Low for fiscal year 2009(d)
    
    High for fiscal year 2009(*)
    
    End of year rate Gain on Sale of Assets/Partial Sale of Subsidiary:
 Equity in Net Earnings of Affiliated Companies:
 Income Tax (Expense)/Benefit:
 75




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##### Table of Contents



Net Loss/(Income) Attributable to the Noncontrolling Interest:
 Navios South American Logistics Inc.
  Recent Developments
     Factors affecting Navios Logistics results of operations
  Contract rates
  Weather conditions
  76




---



##### Table of Contents



Foreign currency transactions
   Inflation and fuel price increases
  Seasonality
   Statement of Operations Breakdown by Segment
  Logistics Business
  Dry Port Terminal Business
  77




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##### Table of Contents



Financial Highlights
  Year ended
    
    
    Year ended
    
    
    Year endedDecember 31,
    
    
    December 31,
    
    
    December 31,(Expressed in thousands of U.S. dollars)
    
    2010
    
    
    2009
    
    
    2008Revenue
    
    $
    187,973
    
    
    $
    138,890
    
    
    $
    107,778Time charter, voyage and port terminal expenses
    
    
    (133,299
    )
    
    
    (94,040
    )
    
    
    (70,268
    )General and administrative expenses
    
    
    (12,210
    )
    
    
    (9,116
    )
    
    
    (8,045
    )Depreciation and amortization
    
    
    (22,215
    )
    
    
    (21,604
    )
    
    
    (18,562
    )Provision for losses on accounts receivable
    
    
    (652
    )
    
    
    (1,351
    )
    
    
    Interest income
    
    
    298
    
    
    
    11
    
    
    
    502Interest expense and finance cost, net
    
    
    (4,526
    )
    
    
    (4,247
    )
    
    
    (4,421
    )Gain on sale of assets
    
    
    52
    
    
    
    
    
    
    
    Other income
    
    
    172
    
    
    
    947
    
    
    
    948Other expense
    
    
    (8,032
    )
    
    
    (4,821
    )
    
    
    (2,980
    )Income before taxes
    
    $
    7,561
    
    
    $
    4,669
    
    
    $
    4,952Income taxes
benefit/(expense)
    
    
    (64
    )
    
    
    1,863
    
    
    
    (981
    )Net income
    
    
    7,497
    
    
    
    6,532
    
    
    
    3,971Less: Net income attributable to the noncontrolling interest
    
    
    (1,897
    )
    
    
    (1,182
    )
    
    
    (544
    )Net income attributable to Navios Logistics stockholders
    
    $
    5,600
    
    
    $
    5,350
    
    
    $
    3,427
  December 31,
    
    
    December 31,(Expressed in thousands of U.S. dollars)
    
    2010
    
    
    2009ASSETSCurrent assetsCash and cash equivalents
    
    $
    39,204
    
    
    $
    26,927Restricted cash
    
    
    564
    
    
    
    1,674Accounts receivable, net
    
    
    17,102
    
    
    
    15,578Prepaid expenses and other current assets
    
    
    13,554
    
    
    
    13,598Total current assets
    
    
    70,424
    
    
    
    57,777Vessels, port terminal and other fixed assets, net
    
    
    296,133
    
    
    
    265,850Deferred financing costs, net
    
    
    1,030
    
    
    
    870Deferred drydock and special survey costs, net
    
    
    2,041
    
    
    
    1,673Other long-term assets
    
    
    5,438
    
    
    
    9,435Intangible assets other than goodwill
    
    
    68,299
    
    
    
    77,185Goodwill
    
    
    104,096
    
    
    
    91,682Total non-current assets
    
    
    477,037
    
    
    
    446,695Total assets
    
    $
    547,461
    
    
    $
    504,472LIABILITIES AND EQUITYCurrent liabilitiesAccounts payable
    
    $
    22,591
    
    
    $
    17,954Accrued expenses
    
    
    9,611
    
    
    
    7,520Due to affiliate companies
    
    
    155
    
    
    
    94Capital lease obligations
    
    
    1,252
    
    
    
    Current portion of long-term debt
    
    
    10,171
    
    
    
    5,829Total current liabilities
    
    
    43,780
    
    
    
    31,397
 78




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##### Table of Contents



December 31,
    
    
    December 31,(Expressed in thousands of U.S. dollars)
    
    2010
    
    
    2009Long-term debt, net of current portion
    
    
    117,251
    
    
    
    114,564Capital lease obligations, net of current portion
    
    
    31,009
    
    
    
    Long-term liabilities
    
    
    5,037
    
    
    
    6,200Deferred tax liability
    
    
    21,105
    
    
    
    22,777Total non-current liabilities
    
    
    174,402
    
    
    
    143,541Total liabilities
    
    
    218,182
    
    
    
    174,938Commitments and contingencies
    
    
    
    
    
    
    Stockholders equityCommon stock  $1 par value, authorized 50,000,000 shares and issued 20,000 shares
    
    
    20
    
    
    
    20Additional paid-in capital
    
    
    292,668
    
    
    
    284,761Retained earnings
    
    
    17,342
    
    
    
    8,778Total Navios Logistics stockholders equity
    
    
    310,030
    
    
    
    293,559Noncontrolling interest
    
    
    19,249
    
    
    
    35,975Total equity
    
    
    329,279
    
    
    
    329,534Total liabilities and equity
    
    $
    547,461
    
    
    $
    504,472
 Period over Period Comparisons
 For the year ended December 31, 2010 compared to the year ended December 31, 2009
 Revenue:
 Time Charter, Voyage and Port Terminal Expenses:
 General and Administrative Expenses:
 Depreciation and Amortization:
 Provision for Losses on Accounts Receivable:
 79




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##### Table of Contents



Interest Income:
 Interest Expense and Finance Cost, Net:
 Other Income/Expense, Net:
 Income Taxes:
 Net Income Attributable to the Noncontrolling Interest:
 For the year ended December 31, 2009 compared to the year ended December 31, 2008
 Revenue:
  Time Charter, Voyage and Port Terminal Expenses:
 General and Administrative Expenses:
 Depreciation and Amortization:
 80




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##### Table of Contents



Provision for Losses on Accounts Receivable:
 Interest Income:
 Interest Expense and Finance Cost, Net:
 Other Income/Expense, Net:
 Income Taxes:
 Balance Sheet highlights
 Investing activities
        81




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##### Table of Contents



Financing activities
     EBITDA:
 EBITDA Reconciliation to Net Income attributable to noncontrolling stockholders
 Year ended
    
    
    Year ended
    
    
    Year ended(Expressed in thousands of U.S. dollars)
    
    December 31, 2010
    
    
    December 31, 2009
    
    
    December 31, 2008Net income attributable to Navios Logistics stockholders
    
    $
    5,600
    
    
    $
    5,350
    
    
    $
    3,427Depreciation and amortization
    
    
    22,215
    
    
    
    21,604
    
    
    
    18,562Drydock amortization
    
    
    394
    
    
    
    270
    
    
    
    27Interest income
    
    
    (298
    )
    
    
    (11
    )
    
    
    (502
    )Interest expense and finance cost, net
    
    
    4,526
    
    
    
    4,247
    
    
    
    4,421Income taxes
    
    
    64
    
    
    
    (1,863
    )
    
    
    981EBITDA
    
    $
    32,501
    
    
    $
    29,597
    
    
    $
    26,916
   82




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##### Table of Contents



Non-Guarantor Subsidiaries
  B. Liquidity and Capital Resources
    Year Ended
    
    
    Year Ended
    
    
    Year EndedDecember 31,
    
    
    December 31,
    
    
    December 31,(in thousands of U.S. dollars)
    
    2010
    
    
    2009
    
    
    2008Net cash provided by/(used in) operating activities
    
    $
    182,490
    
    
    $
    216,451
    
    
    $
    (28,388
    )Net cash used in investing activities
    
    
    (129,769
    )
    
    
    (802,538
    )
    
    
    (452,637
    )Net cash (used in)/provided by financing activities
    
    
    (19,244
    )
    
    
    626,396
    
    
    
    187,082Increase/(decrease) in cash and cash equivalents
    
    
    33,477
    
    
    
    40,309
    
    
    
    (293,943
    )Cash and cash equivalents, beginning of year
    
    
    173,933
    
    
    
    133,624
    
    
    
    427,567Cash and cash equivalents, end of year
    
    $
    207,410
    
    
    $
    173,933
    
    
    $
    133,624
 Cash provided by operating activities for the year ended December 31, 2010 as compared to the cash
provided by operating activities for the year ended December 31, 2009:
  Year Ended
    
    
    Year EndedDecember 31,
    
    
    December 31,(in thousands of U.S. dollars)
    
    2010
    
    
    2009Net income
    
    $
    145,269
    
    
    $
    70,964Adjustments to reconcile net income to net cash provided by operating activities:Depreciation and amortization
    
    
    101,793
    
    
    
    73,885Amortization and write-off of deferred financing cost
    
    
    11,752
    
    
    
    6,682Amortization of deferred drydock costs
    
    
    3,306
    
    
    
    2,441Provision for losses on accounts receivable
    
    
    4,660
    
    
    
    2,237Unrealized loss/(gain)on FFA derivatives
    
    
    19,903
    
    
    
    (1,674
    )
 83




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##### Table of Contents



Year Ended
    
    
    Year EndedDecember 31,
    
    
    December 31,(in thousands of U.S. dollars)
    
    2010
    
    
    2009Unrealized gain on warrants
    
    
    (5,888
    )
    
    
    (5,863
    )Unrealized gain on interest rate swaps
    
    
    (1,133
    )
    
    
    (1,774
    )Share based compensation and consultancy fees
    
    
    8,095
    
    
    
    2,187Gains on sale of assets/partial sale of subsidiary
    
    
    (55,432
    )
    
    
    (20,785
    )Gain on repurchase of convertible bond
    
    
    (3,799
    )
    
    
    Gain on change in control
    
    
    (17,742
    )
    
    
    Income tax expense/(benefit)
    
    
    414
    
    
    
    (1,565
    )Earnings in affiliates and joint ventures, net of dividends received
    
    
    (5,844
    )
    
    
    (1,355
    )Compensation income
    
    
    
    
    
    
    (6,082
    )Unrealized loss on available for sale securities
    
    
    
    
    
    
    13,778Net income adjusted for non-cash items
    
    
    205,354
    
    
    
    133,076
         84




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##### Table of Contents



Cash used in investing activities for the year ended December 31, 2010 as compared to the year
ended December 31, 2009:
    Cash used in financing activities for the year ended December 31, 2010 as compared to cash provided
by financing activities for the year ended December 31, 2009:
    85




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##### Table of Contents



Cash used in operating activities for the year ended December 31, 2009 as compared to the cash
provided for the year ended December 31, 2008:
          86




---



##### Table of Contents



Cash used in investing activities for the year ended December 31, 2009 as compared to the year
ended December 31, 2008:
    Cash provided by financing activities for the year ended December 31, 2009 as compared to the year
ended December 31, 2008:
    Adjusted EBITDA:
  87




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##### Table of Contents



Long-Term Debt Obligations and Credit Arrangements:
 Senior Notes:
   88




---



##### Table of Contents



Ship Mortgage Notes:
 Loan Facilities:
  HSH/Commerzbank Facility:
    89




---



##### Table of Contents



Emporiki Facilities:
    DNB Facilities:
  Dekabank Facility:
 Convertible Debt:
  90




---



##### Table of Contents



Marfin Facility:
 Commerzbank Facility:
 Unsecured Bond:
 DVB Facility:
 Navios Acquisition loans:
 Ship Mortgage Notes:
     91




---



##### Table of Contents



Credit Facilities
 Deutsche Schiffsbank AG, Alpha Bank A.E., and Credit Agricole Corporate and Investment Bank:
 BNP Paribas SA Bank and DVB Bank S.E.:
 DVB Bank S.E. and ABN AMRO Bank N.V.:
 Marfin Egnatia Bank:
 Eurobank Ergasias S.A
 Eurobank Ergasias S.A.:
 The VLCC Acquisition Credit Facilities
    92




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##### Table of Contents



93




---



##### Table of Contents



Navios Logistics loans:
 Marfin Facility
  Joint Venture Indebtedness
      94




---



##### Table of Contents



Other Indebtedness
   Amount in thousands ofYear
    
    U.S. dollars2011
    
    $
    63,2972012
    
    
    226,8082013
    
    
    58,2452014
    
    
    407,5452015
    
    
    70,4752016 and thereafter
    
    
    1,255,753Total
    
    $
    2,082,123
 Working Capital Position:
  Capital expenditures:
  Concentration of Credit Risk:
  95




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##### Table of Contents



Effects of Inflation:
 C. Research and development, patents and licenses, etc.
  D. Trend information
  E. Off-Balance Sheet Arrangements
   F. Contractual Obligations as at December 31, 2010:
 Payment due by period ($ in millions)
 Less than
    
    
    
    
    
    
    
    
    
    
    More thanContractual Obligations
    
    Total
    
    
    1 year
    
    
    1-3 years
    
    
    3-5 years
    
    
    5 yearsLong-term debt (1)(2)(6)
    
    $
    1,372.7
    
    
    $
    58.2
    
    
    $
    193.9
    
    
    $
    464.8
    
    
    $
    655.8Long-term debt Navios Acquisition(1)
    
    
    709.4
    
    
    
    5.1
    
    
    
    91.2
    
    
    
    13.2
    
    
    
    599.9Operating Lease Obligations (Time
Charters)
    
    
    972.5
    
    
    
    88.5
    
    
    
    204.6
    
    
    
    195.3
    
    
    
    484.1Operating Lease Obligations Push Boats and Barges (Time
Charters)
    
    
    13.4
    
    
    
    6.1
    
    
    
    7.3
    
    
    
    
    
    
    
    Capital lease obligations
    
    
    32.3
    
    
    
    1.3
    
    
    
    31.0
    
    
    
    
    
    
    
    Dry vessel deposits(3)
    
    
    49.9
    
    
    
    49.9
    
    
    
    
    
    
    
    
    
    
    
    Tanker deposits (4)
    
    
    248.4
    
    
    
    132.7
    
    
    
    115.7
    
    
    
    
    
    
    
    Rent Obligations(5)
    
    
    16.7
    
    
    
    2.1
    
    
    
    4.0
    
    
    
    4.0
    
    
    
    6.6Total
    
    $
    3,415.3
    
    
    $
    343.9
    
    
    $
    647.7
    
    
    $
    677.3
    
    
    $
    1,746.4
 
 (1)
    
    The amount identified does not include interest costs associated with the outstanding credit facilities, which are based on LIBOR rates, plus the costs of
complying with any applicable regulatory requirements and a margin ranging from 1.30% to 3.00% per annum.(2)
    
    The long-term debt contractual obligations includes in the amount shown for more than five years future principal payments of the drawn portion of credit
facilities associated with the financing of the construction of two Capesize vessels, Navios Altamira and Navios Azimuth, which were delivered on January 28,
2011 and February 14, 2011, respectively.(3)
    
    Future remaining contractual deposits for the two Navios Holdings owned Capesize vessels, Navios Altamira, Navios Azimuth and Navios Astra, which were delivered
on January 28, 2011, February 14, 2011, and February 21, 2011, respectively.(4)
    
    Future remaining contractual deposits for the one owned chemical tanker vessel, the one owned VLCC vessel, the seven MR2 product tanker vessels and the four LR1
product tanker vessels to be delivered in various dates through December 2012. 96




---



##### Table of Contents



(5)
    
    Navios Corporation also leases approximately 11,923 square feet of space at 825 3rd Avenue, New York pursuant to a lease that expires on April 29, 2019. Navios
ShipManagement Inc. and Navios Corporation lease approximately 2,034 square meters of space at 85 Akti Miaouli, Piraeus, Greece, pursuant to a lease that
expires in 2017. On July 1, 2010, Kleimar N.V. signed a new contract and currently leases approximately 632 square meters for its offices. Navios ShipManagement
Inc. leases approximately 1,368 square meters of space at 85 Akti Miaouli, Piraeus, Greece, pursuant to a lease agreement that expires in 2019. On October 29,
2010, the existing lease agreement for its offices in Piraeus was amended and the Company leases since November 2010 253.75 less square meters which expires in
2019. On October 29, 2010, Navios Tankers Management Inc. entered also into a lease agreement for 253.75 square meters which expires in 2019. The table above
incorporates only the lease obligation of the offices indicated in this footnote.(6)
    
    The amount does not include interest costs discount associated with our senior notes and ship mortgage notes. Recent Accounting Pronouncements
 Fair Value Disclosures
  Measuring Liabilities at Fair Value
  Determining the Primary Beneficiary of a Variable Interest Entity
  Transfers of Financial Assets
  Subsequent Events
  Supplementary Pro Forma Information for Business Combinations
 97




---



##### Table of Contents



Critical Accounting Policies
   Use of Estimates:
 Accounting for Derivative Financial Instruments and Hedge Activities:
     98




---



##### Table of Contents



Stock-based Compensation: :
  Impairment of Long-lived Assets:
    Vessel, Port Terminal, Tanker Vessels, Barges, Push boats and Other Fixed Assets, net:
    Vessels
    
    25 yearsPort facilities and transfer station
    
    3 to 40 yearsTanker vessels, barges and push boats
    
    15 to 44 yearsFurniture, fixtures and equipment
    
    3 to 10 yearsComputer equipment and software
    
    5 yearsLeasehold improvements
    
    shorter of  lease term  or 6 years
  99




---



##### Table of Contents



Deferred Drydock and Special Survey Costs:
  Goodwill and Other Intangibles:
 (i) Goodwill:
    (ii) Intangibles other than goodwill:
       100




---



##### Table of Contents



Investment in available for sale securities:
   G. Safe Harbor
  
 Item 6. Directors, Senior Management and Employees
 A. Directors and Senior Management
  Name
    
    Age
    
    PositionAngeliki Frangou
    
    
    46
    
    
    Chairman of the Board and Chief Executive OfficerGeorge Achniotis
    
    
    46
    
    
    Chief Financial OfficerTed C. Petrone
    
    
    56
    
    
    President of Navios Corporation and DirectorMichael E. McClure
    
    
    65
    
    
    Vice President  Corporate AffairsVasiliki Papaefthymiou
    
    
    42
    
    
    Executive Vice President, Legal and DirectorAnna Kalathakis
    
    
    41
    
    
    Senior Vice President, Legal Risk ManagementShunji Sasada*
    
    
    53
    
    
    Chief Operating Officer  Navios CorporationSpyridon Magoulas
    
    
    57
    
    
    DirectorJohn Stratakis
    
    
    46
    
    
    DirectorEfstathios Loizos
    
    
    49
    
    
    DirectorGeorge Malanga
    
    
    53
    
    
    Director
 
 *
    
    Significant employee Angeliki Frangou
 101




---



##### Table of Contents



George Achniotis
 Ted C. Petrone
 Michael E. McClure
 Vasiliki Papaefthymiou
 Anna Kalathakis
 Shunji Sasada
 Spyridon Magoulas
 102




---



##### Table of Contents



John Stratakis
 Efstathios Loizos
 George Malanga
 B. Compensation
  103




---



##### Table of Contents



C. Board Practices
     D. Employees
    E. Share Ownership
   Amount and Nature
    
    Percentage ofof Beneficial
    
    OutstandingName and Address of Beneficial Owner(1)
    
    Ownership
    
    Common StockAngeliki Frangou(2)
    
    
    23,581.982
    
    
    
    23.3
    %George Achniotis
    
    
    *
    
    
    
    *Michael E. McClure
    
    
    *
    
    
    
    *Vasiliki Papaefthymiou
    
    
    *
    
    
    
    *Anna Kalathakis
    
    
    *
    
    
    
    *
 104




---



##### Table of Contents



Amount and Nature
    
    Percentage ofof Beneficial
    
    OutstandingName and Address of Beneficial Owner(1)
    
    Ownership
    
    Common StockTed C. Petrone
    
    
    *
    
    
    
    *Spyridon Magoulas
    
    
    *
    
    
    
    *John Stratakis
    
    
    *
    
    
    
    *George Malanga
    
    
    *
    
    
    
    *Efstathios Loizos
    
    
    *
    
    
    
    *Shunji Sasada
    
    
    *
    
    
    
    *
 
 *
    
    Less than one percent(1)
    
    The business address of each of the individuals is 85 Akti Miaouli Street, Piraeus Greece 185 38.(2)
    
    Angeliki Frangou has filed a Schedule 13D amendment indicating that she intends, subject to market conditions, to purchase up to $20
million of common stock and as of March 21, 2011, she had purchased approximately $10.0 million in value of common stock.     
 Item 7. Major Shareholders and Related Party Transactions
 A. Major Shareholders
   Amount andNature of
    
    Percentage ofBeneficial
    
    OutstandingName
    
    Ownership
    
    Common StockAngeliki Frangou
    
    
    23,581,982
    
    
    
    23.3
    %FMR LLC(1)
    
    
    6,842,383
    
    
    
    6.7
    %
 
 (1)
    
    Disclaims beneficial ownership except to the extent of its pecuniary interest. B. Related Party Transactions
 Leases:
  105




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##### Table of Contents



Acropolis:
 Management fees:
  General and administrative expenses:
  Balance due from affiliate:
 Omnibus agreements:
  106




---



##### Table of Contents



Sale of vessels
  Sale of Navios Hope:
 Navios Bonavis :
 Sale of rights of Navios Sagittarius :
  107




---



##### Table of Contents



Sale of Navios Apollon:
 Sale of Navios Hyperion:
 Sale of Navios Aurora II:
 Sale of Navios Pollux:
 Sale of Navios Fulvia:
 Sale of Navios Melodia:
 Navios Acquisition
  108




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##### Table of Contents



Acquisition of Eleven Product Tanker and Two Chemical Tanker Vessels:
   Purchase of shares in Navios Acquisition:
   Navios Acquisition Warrant Exercise Program:
 C. Interests of experts and counsel.
 109




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##### Table of Contents



Item 8. Financial Information
 A. Consolidated Statements and Other Financial Information
 Consolidated Financial Statements:
 Legal Proceedings:
  Dividend Policy:
      B. Significant Changes
  
 Item 9. Listing Details
     Common Stock
    
    Warrants(*)
    
    UnitsYear Ended
    
    High
    
    Low
    
    High
    
    Low
    
    High
    
    LowDecember 31, 2010
    
    $
    7.55
    
    
    $
    4.38
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    December 31, 2009
    
    $
    6.60
    
    
    $
    1.68
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    December 31, 2008
    
    $
    14.95
    
    
    $
    1.10
    
    
    $
    9.91
    
    
    $
    0.01
    
    
    $
    
    
    
    $
    December 31, 2007
    
    $
    19.76
    
    
    $
    5.21
    
    
    $
    14.75
    
    
    $
    0.87
    
    
    $
    14.90
    
    
    $
    6.91
  110




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##### Table of Contents



Common Stock
    
    Warrants(*)
    
    UnitsQuarter Ended
    
    High
    
    Low
    
    High
    
    Low
    
    High
    
    LowMarch 31, 2011
    
    $
    5.80
    
    
    $
    4.76
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    December 31, 2010
    
    $
    6.29
    
    
    $
    5.00
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    September 30, 2010
    
    $
    6.01
    
    
    $
    4.38
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    June 30, 2010
    
    $
    7.55
    
    
    $
    4.63
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    March 31, 2010
    
    $
    7.28
    
    
    $
    5.50
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    December 31, 2009
    
    $
    6.60
    
    
    $
    4.40
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    September 30, 2009
    
    $
    5.63
    
    
    $
    3.54
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    June 30, 2009
    
    $
    5.95
    
    
    $
    2.18
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    March 31, 2009
    
    $
    4.75
    
    
    $
    1.68
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
  Common Stock
    
    Warrants(*)Month Ended
    
    High
    
    Low
    
    High
    
    LowMarch 2011
    
    $
    5.70
    
    
    $
    5.31
    
    
    $
    
    
    
    $
    February 2011
    
    $
    5.80
    
    
    $
    4.91
    
    
    $
    
    
    
    $
    January 2011
    
    $
    5.69
    
    
    $
    4.76
    
    
    $
    
    
    
    $
    December 2010
    
    $
    5.62
    
    
    $
    5.00
    
    
    $
    
    
    
    $
    November 2010
    
    $
    6.29
    
    
    $
    5.12
    
    
    $
    
    
    
    $
    October 2010
    
    $
    6.14
    
    
    $
    5.63
    
    
    $
    
    
    
    $
    September 2010
    
    $
    5.89
    
    
    $
    5.40
    
    
    $
    
    
    
    $
    
 
 (*)
    
    The warrants ceased to be publicly traded upon their expiration on December 9, 2008. 
 Item 10. Additional Information
 A. Share Capital
  B. Memorandum of articles of association
  C. Material Contracts
  D. Exchange controls
   E. Taxation
 Marshall Islands Tax Considerations
 111




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##### Table of Contents



Other Tax Jurisdictions
   Federal Income Tax Consequences
 General
  United States Federal Income Tax Considerations
 Taxation of Operating Income: In General
     112




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##### Table of Contents



United States Taxation of Gain on Sale of Vessels
  United States Federal Income Taxation of U.S. Holders
  
    
    is an individual United States citizen or resident, a United States corporation or other United States entity
taxable as a corporation, an estate of which the income is subject to United States federal income taxation
regardless of its source, or a trust if a court within the United States is able to exercise primary
jurisdiction over the administration of the trust and one or more United States persons have the authority to
control all substantial decisions of the trust;
    
    owns Navios Holdings common stock as a capital asset; and
    
    owns less than ten percent (10%) of Navios Holdings common stock for United States federal income tax purposes.
  Tax Treatment of Common Stock
 Distributions
    Sale, Exchange or Other Disposition of Common Stock
  113




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##### Table of Contents



Passive Foreign Investment Company Status and Significant Tax Consequences
    United States Federal Income Taxation of Non-U.S. Holders
  Dividends on Common Stock
  Sale, Exchange or other Disposition of Common Stock
  
    
    the gain is effectively connected with the Non-U.S.
Holders conduct of a trade or business in the United
States (and, if the Non-U.S. Holder is entitled to the
benefits of an income tax treaty with respect to that
gain, that gain is attributable to a permanent
establishment maintained by the Non-US Holder in the
United States); or
    
    the Non-U.S. Holder is an individual who is present in the
United States for 183 days or more during the taxable year
of disposition or is otherwise treated as a United States
resident for income tax purposes and other conditions are
met.
  Backup Withholding and Information Reporting
  
    
    fails to provide an accurate taxpayer identification number;
    
    is notified by the IRS that the shareholder failed to report all interest or
dividends required to be shown on the shareholders federal income tax returns; or
 114




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##### Table of Contents




    
    in certain circumstances, fails to comply with applicable certification requirements.
     F. Dividends and paying agents
  G. Statement by experts
  H. Documents on display
  I. Subsidiary information
  
 Item 11. Quantitative and Qualitative Disclosures about Market Risks
  Interest Rate Risk:
 Debt Instruments
   Interest Rate Swaps
 115




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##### Table of Contents



a)
    
    One swap with the Royal Bank of Scotland and one swap with
Alpha Bank with a total notional principal amount of $20.4
million. The swaps were entered into at various points in
2001 and mature in 2010. Navios Holdings estimates that it
would have to pay $0.6 million to terminate these
agreements as of December 31, 2009. As a result of the
swaps, Navios Holdings net exposure is based on total
floating rate debt less the notional principal of floating
to fixed interest rate swaps. A 100 basis points change in
interest rates would increase or decrease interest expense
by $0.08 million as of December 31, 2009, so long as the
relevant LIBOR does not exceed the caps described below.
The swaps are set by reference to the difference between
the three month LIBOR (which is the base rate under Navios
Holdings long-term borrowings) and the yield on the U.S.
ten year treasury bond. The swaps effectively fix interest
rates at 5.55% to 5.65%. However, each of the foregoing
swaps is subject to a cap of 7.5%; to the extent the
relevant LIBOR exceeds the cap, Navios Holdings would
remain exposed.b)
    
    One swap with Dexia Bank Belgium with a notional amount of
$21.0 million. The swap was entered into at August 2005
and matures in 2010. Navios Holdings estimates that it
would have to pay $0.5 million to terminate these
agreements as of December 31, 2009. The swap exchange
LIBOR with fixed rate 4.525%.
 FFAs Derivative Risk:
 FFAs
   
 Item 12. Description of Securities Other than Equity Securities
  
 PART II
 
 Item 13. Defaults, Dividend Arrearages and Delinquencies
  
 Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds
  
 Item 15. Controls and Procedures
 A. Disclosure Controls and Procedures
  116




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##### Table of Contents



B. Managements annual report on internal control over financial reporting
     C. Attestation report of the registered public accounting firm
  D. Changes in internal control over financial reporting
  
 Item 16A. Audit Committee financial expert
  
 Item 16B. Code of Ethics
  
 Item 16C. Principal Accountant Fees and Services
 Audit Fees
    Audit-Related Fees
  117




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##### Table of Contents



Tax FeesThere were no tax fees billed in 2010 and 2009.Other FeesThere were no other fees billed in 2010 and 2009.
 
 Item 16D. Exemptions from the Listing Standards for Audit Committees
  
 Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers
     
 Item 16F. Changes in Registrants Certifying Accountant
  
 Item 16G. Corporate Governance
  
 PART III
 
 Item 17. Financial Statements
  
 Item 18. Financial Statements
   
 Item 19. Exhibits
 1.1
    
    Amended and Restated Articles of Incorporation.
(Incorporated by reference to the Registration
Statement on Form F-1 of Navios Maritime Holdings Inc.
(File No. 333-129382)).1.2
    
    Bylaws. (Incorporated by reference to the Registration
Statement on Form F-1 of Navios Maritime Holdings Inc.
(File No. 333-129382)).1.3
    
    Articles of Amendment of Articles
of Incorporation.
(Incorporated by reference to Exhibit 99.1 of the Form
6-K filed on January 17, 2007).
 118




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##### Table of Contents



2.1
    
    Specimen Unit Certificate (Incorporated by reference to
the Registration Statement on Form F-1 of Navios
Maritime Holdings Inc. (File No. 333-129382)).2.2
    
    Specimen Common Stock Certificate. (Incorporated by
reference to the Registration Statement on Form F-1 of
Navios Maritime Holdings Inc. (File No. 333-129382)).2.3
    
    Stockholders Rights Agreement, dated as of October 6,
2008, between Navios Maritime Holdings Inc. and
Continental Stock Transfer and Trust Company
(Incorporated by reference to Exhibit 99.1 of the Form
6-K filed on October 6, 2008).2.4
    
    Certificate of Designations of Rights, Preferences and
Privileges of Preferred Stock of Navios Maritime
Holdings Inc. (Incorporated by reference to Exhibit
99.2 of the Form 6-K filed on October 6, 2008).2.5
    
    Certificate of Designation, Preferences and Rights of
Series A Convertible Preferred Stock of Navios Maritime
Holdings Inc. (Incorporated by reference to Exhibit 3.1
of the Form 6-K filed on July 7, 2009).2.6
    
    Form of $20.0 million 6% Bond Due 2012 (Incorporated by
reference to Exhibit 10.1 of the Form 6-K filed on
August 5, 2009).2.7
    
    Certificate of Designation, Preferences and Rights of
Series B Convertible Preferred Stock of Navios Maritime
Holdings Inc. (Incorporated by reference to Exhibit 3.1
of the Form 6-K filed on September 22, 2009).2.8
    
    Certificate of Designation, Preferences and Rights of
Series C Convertible Preferred Stock of Navios Maritime
Holdings Inc. (Incorporated by reference to Exhibit 3.1
of the Form 6-K filed on September 24, 2009).2.9
    
    Certificate of Designation, Preferences and Rights of
Series D Convertible Preferred Stock of Navios Maritime
Holdings Inc. (Incorporated by reference to Exhibit 3.1
of the Form 6-K filed on February 4, 2010).2.10
    
    Certificate of Designation, Preferences and Rights of
Series E Convertible Preferred Stock of Navios Maritime
Holdings Inc. (Incorporated by reference to Exhibit 1.1
of the Form 6-K filed on November 15, 2010).2.11
    
    Certificate of Designation, Preferences and Rights of
Series F Convertible Preferred Stock of Navios Maritime
Holdings Inc. (Incorporated by reference to Exhibit 1.1
of the Form 6-K filed on December 22, 2010).4.1
    
    2006 Employee, Director and Consultant Stock Plan
(Incorporated by reference to Exhibit 10.1 of the Form
6-K filed on May 16, 2007).4.2
    
    Fourteenth Supplemental Indenture, dated as of June 4,
2008 (Incorporated by reference to Exhibit 99.1 of the
Form 6-K filed on June 13, 2008).4.3
    
    Fifteenth Supplemental Indenture, dated as of June 4,
2008 (Incorporated by reference to Exhibit 99.2 of the
Form 6-K filed on June 13, 2008).4.4
    
    Financial Agreement, dated as of March 31, 2008,
between Nauticler S.A. and Marfin Egnatia Bank, S.A.
(Incorporated by reference to Exhibit 99.3 of the Form
6-K filed on June 13, 2008).4.5
    
    Facility Agreement, dated as of June 24, 2008, with Navios Maritime Holdings Inc. as a guarantor, for a loan amount up
to $133.0 million (Incorporated by reference to Exhibit 99.1 to the Form 6-K filed on July 14, 2008).4.6
    
    Sixteenth Supplemental Indenture, dated as of August 4, 2008 (Incorporated by reference to Exhibit 99.1 of the Form
6-K filed on September 19, 2008).4.7
    
    Seventeenth Supplemental Indenture, dated as of August 4, 2008 (Incorporated by reference to Exhibit 99.2 of the Form
6-K filed on September 19, 2008).4.8
    
    Eighteenth Supplemental Indenture, dated as of August 28, 2008 (Incorporated by reference to Exhibit 99.3 of the Form
6-K filed on September 19, 2008).4.9
    
    Nineteenth Supplemental Indenture, dated as of September 18, 2008 (Incorporated by reference to Exhibit 99.4 of the
Form 6-K filed on September 19, 2008).4.10
    
    Twentieth Supplemental Indenture, dated as of September 18, 2008 (Incorporated by reference to Exhibit 99.5 of the
Form 6-K filed on September 19, 2008).
 119




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##### Table of Contents



4.11
    
    Twenty-First Supplemental Indenture, dated as of November 10, 2008 (Incorporated by reference to Exhibit 99.1 of the
Form 6-K filed on December 10, 2008).4.12
    
    Facility Agreement, dated as of November 10, 2008, with Navios Maritime Holdings Inc. as a guarantor, for a loan
amount up to $90.0 million (Incorporated by reference to Exhibit 99.2 of the Form 6-K filed on December 10, 2008).4.13
    
    Twenty-Second Supplemental Indenture to the Indenture dated December 18, 2006, dated as of February 24, 2009
(Incorporated by reference to Exhibit 99.1 of the Form 6-K filed on May 18, 2009).4.14
    
    Loan Agreement, dated March 26, 2009, among Surf Maritime Co., Pueblo Holdings Ltd., Ginger Services Co. and Marfin
Egnatia Bank S.A. (Incorporated by reference to Exhibit 99.2 of the Form 6-K filed on May 18, 2009).4.15
    
    Financial Agreement, dated March 20, 2009, between Nauticler S.A. and Marfin Popular Bank Public Co., Ltd.
(Incorporated by reference to Exhibit 99.3 of the Form 6-K filed on May 18, 2009).4.16
    
    Third Supplemental Agreement in relation to the Facility Agreement dated February 1, 2007, dated March 23, 2009
(Incorporated by reference to Exhibit 99.4 of the Form 6-K filed on May 18, 2009).4.17
    
    Amendment to Share Purchase Agreement, dated June 29, 2009, between Anemos Maritime Holdings Inc. and Navios Maritime
Partners L.P. (Incorporated by reference to Exhibit 10.1 of the Form 6-K filed on July 7, 2009).4.18
    
    Amendment to Omnibus Agreement, dated June 29, 2009, among Navios Maritime Holdings Inc., Navios GP L.L.C., Navios
Maritime Operating L.L.C., and Navios Maritime Partners L.P. (Incorporated by reference to Exhibit 10.2 of the Form
6-K filed on July 7, 2009).4.19
    
    Facility Agreement for $240.0 million, dated June 24, 2009, among the Borrowers listed therein and Commerzbank AG
(Incorporated by reference to Exhibit 10.3 of the Form 6-K filed on July 7, 2009).4.20
    
    Twenty-Third Supplemental Indenture, dated as of July 2, 2009 (Incorporated by reference to Exhibit 99.1 of the Form
6-K filed on August 5, 2009).4.21
    
    Twenty-Fourth Supplemental Indenture, dated as of July 14, 2009 (Incorporated by reference to Exhibit 99.2 of the Form
6-K filed on August 5, 2009).4.22
    
    Supplemental Agreement in relation to the Facility Agreement dated December 11, 2007, dated July 10, 2009, among
Chilali Corp., Rumer Holdings Ltd. and Emporiki Bank of Greece S.A. with Navios Maritime Holdings Inc. as guarantor
(Incorporated by reference to Exhibit 99.3 of the Form 6-K filed on August 5, 2009).4.23
    
    Amended and Restated Loan Agreement in respect of a loan facility of up to $120.0 million, dated May 25, 2009 with
Navios Maritime Holdings Inc. as guarantor (Incorporated by reference to Exhibit 99.2 of the Form 6-K filed on October
8, 2009).4.24
    
    Supplemental Agreement in relation to the Amended and Restated Loan Agreement dated May 25, 2009, dated July 16, 2009
(Incorporated by reference to Exhibit 99.1 of the Form 6-K filed on October 8, 2009).4.25
    
    Second Supplemental Agreement in relation to the Facility Agreement dated December 11, 2007, dated August 28, 2009
(Incorporated by reference to Exhibit 99.3 of the Form 6-K filed on October 8, 2009).4.26
    
    Facility Agreement for $66.5 million, dated August 28, 2009, with Navios Maritime Holdings Inc. as guarantor
(Incorporated by reference to Exhibit 99.4 of the Form 6-K filed on October 8, 2009).4.27
    
    Facility Agreement for $75.0 million, dated August 28, 2009, with Navios Maritime Holdings Inc. as guarantor
(Incorporated by reference to Exhibit 99.5 of the Form 6-K filed on October 8, 2009).4.28
    
    Twenty-Fifth Supplemental Indenture, dated September 8, 2009 (Incorporated by reference to Exhibit 99.6 of the Form
6-K filed on October 8, 2009).4.29
    
    Loan Agreement for up to $110.0 million, dated October 23, 2009, with Navios Maritime Holdings Inc. as guarantor
(Incorporated by reference to Exhibit 99.1 of the Form 6-K filed on November 10, 2009 (Film No. 091172561)).4.30
    
    Indenture relating to 87/8% First Priority Ship Mortgage Notes due 2017, dated
November 2, 2009, among Navios Maritime Holdings Inc., Navios Maritime Finance (US) Inc. and Wells Fargo Bank,
National Association (Incorporated by reference to Exhibit 99.3 of the Form 6-K filed on November 10, 2009 (Film No.
091172624)).
 120




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##### Table of Contents



4.31
    
    Registration Rights Agreement, dated as of November 2, 2009 (Incorporated by reference to Exhibit 99.4 of the Form 6-K
filed on November 10, 2009 (Film No. 091172624)).4.32
    
    First Supplemental Indenture to the indenture dated November 2, 2009, dated as of January 29, 2010 (Incorporated by
reference to Exhibit 99.6 of the Form 6-K filed on February 17, 2010).4.33
    
    Twenty-Seventh Supplemental Indenture dated as of January 29, 2010 (Incorporated by reference to Exhibit 99.6 of the
Form 6-K filed on February 17, 2010).4.34
    
    Twenty-Sixth Supplemental Indenture dated as of October 23, 2009 (Incorporated by reference to Exhibit 99.6 of the
Form 6-K filed on February 17, 2010).4.35
    
    Credit Agreement, dated as of April 7, 2010 (Incorporated by reference to Exhibit 10.1 of the Form 6-K filed on April
8, 2010).4.36
    
    Credit Agreement, dated as of April 8, 2010 (Incorporated by reference to Exhibit 10.2 of the Form 6-K filed on April
8, 2010).4.37
    
    Second Supplemental Indenture, dated as of March 30, 2010 (Incorporated by reference to Exhibit 10.1 of the Form 6-K
filed on April 21, 2010).4.38
    
    Third Supplemental Indenture, dated as of April 7, 2010 (Incorporated by reference to Exhibit 10.2 of the Form 6-K
filed on April 21, 2010).4.39
    
    Twenty-Eighth Supplemental Indenture, dated as of March 19, 2010 (Incorporated by reference to Exhibit 10.3 of the
Form 6-K filed on April, 2010).4.40
    
    Twenty-Ninth Supplemental Indenture, dated as of April 7, 2010 (Incorporated by reference to Exhibit 10.4 of the Form
6-K filed on April, 2010).4.41
    
    Fourth Supplemental Agreement, dated as of January 8, 2010 (Incorporated by reference to Exhibit 10.2 of the Form 6-K
filed on May 18, 2010).4.42
    
    Fifth Supplemental Agreement, dated as of April 28, 2010 (Incorporated by reference to Exhibit 10.1 of the Form 6-K
filed on May 18, 2010).4.43
    
    Fourth Supplemental Agreement, dated as of June 7, 2010 (Incorporated by reference to Exhibit 10.1 of the Form 6-K
filed on June 17, 2010).4.44
    
    Fifth Supplemental Agreement, dated as of June 7, 2010 (Incorporated by reference to Exhibit 10.2 of the Form 6-K
filed on June 17, 2010).4.45
    
    Facility Agreement for $40.0 million, dated as of August 20, 2010 (Incorporated by reference to Exhibit 10.1 of the
Form 6-K filed on September 1, 2010).4.46
    
    Loan Agreement for $40.0 million with Navios Maritime Acquisition Corporation, dated as of September 7, 2010
(Incorporated by reference to Exhibit 10.1 of the Form 6-K filed on October 14, 2010).4.47
    
    Letter Amendment, dated as of September 24, 2010 (Incorporated by reference to Exhibit 10.2 of the Form 6-K filed on
October 14, 2010).4.48
    
    Facility Agreement of up to $40.0 million dated as of September 30, 2010 (Incorporated by reference to Exhibit 10.3 of
the Form 6-K filed on October 14, 2010).4.49
    
    Amended and Restated Loan Agreement for $120.0 million (Incorporated by reference to Exhibit 10.1 of the Form 6-K
filed on November 15, 2010).4.50
    
    Fifth Supplemental Indenture, dated as of August 10, 2010 (Incorporated by reference to Exhibit 10.1 of the Form 6-K
filed on February 1, 2011).4.51
    
    Thirty-First Supplemental Indenture, dated as of August 10, 2010 (Incorporated by reference to Exhibit 10.3 of the
Form 6-K filed on February 1, 2011).
 121




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4.52
    
    Sixth Supplemental Indenture, dated as of January 28, 2011 (Incorporated by reference to Exhibit 10.2 of the Form 6-K
filed on February 1, 2011).4.53
    
    Indenture for the 81/2% Senior Notes due 2019, dated as of January 28, 2011 (Incorporated by reference to
Exhibit 4.1 of the Form 6-K filed on February 1, 2011).4.54
    
    Thirty-Second Supplemental Indenture, dated as of January 28, 2011 (Incorporated by reference to Exhibit 10.2 of the Form 6-K filed on
February 1, 2011).4.55
    
    Supplemental Agreement dated January 28, 2011 relating to the Facility Agreement, dated as of June 24, 2009, for $240.0 million
(Incorporated by reference to Exhibit 10.1 of the Form 6-K filed on February 4, 2011).4.56
    
    Supplemental Agreement dated January 28, 2011 relating to the Facility Agreement, dated as of September 30, 2010, for $40.0 million
(Incorporated by reference to Exhibit 10.2 of the Form 6-K filed on February 4, 2011).4.57
    
    Supplemental Agreement dated January 28, 2011 relating to the Facility Agreement, dated as of December 11, 2007 (as amended), for
$154.0 million (Incorporated by reference to Exhibit 10.3 of the Form 6-K filed on February 4, 2011).4.58
    
    Supplemental Agreement dated January 28, 2011 relating to the Facility Agreement, dated as of August 28, 2009 (as amended), for $75.0
million (Incorporated by reference to Exhibit 10.4 of the Form 6-K filed on February 4, 2011).4.59
    
    Supplemental Agreement dated January 28, 2011 relating to the Amended and Restated Loan Agreement, dated as of October 27, 2010, in
respect of a loan facility of up to $120.0 million (Incorporated by reference to Exhibit 10.5 of the Form 6-K filed on February 4,
2011).4.60
    
    Supplemental Agreement dated January 28, 2011 relating to the Loan Agreement, dated as of October 23, 2009 (as amended), for a
revolving credit facility of up to $110.0 million (Incorporated by reference to Exhibit 10.6 of the Form 6-K filed on February 4,
2011).4.61
    
    Sixth Supplemental Agreement dated January 28, 2011 relating to the Facility Agreement, dated as of February 1, 2007 (as amended), for
a term loan facility of up to $280.0 million (Incorporated by reference to Exhibit 10.7 of the Form 6-K filed on February 4, 2011).4.62
    
    Supplemental Agreement dated January 28, 2011 relating to the Facility Agreement, dated as of August 20, 2010, for a term loan
facility of up to $40.0 million (Incorporated by reference to Exhibit 10.8 of the Form 6-K filed on February 4, 2011).4.63
    
    Supplemental Agreement dated January 28, 2011 relating to the Facility Agreement, dated as of August 28, 2009 (as amended), for a term
loan facility of up to $66.5 million (Incorporated by reference to Exhibit 10.9 of the Form 6-K filed on February 4, 2011).8.1
    
    List of subsidiaries.12.1
    
    Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act.12.2
    
    Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act.13.1
    
    Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act.15.1
    
    Consent of PricewaterhouseCoopers S.A.15.2
    
    Consent of PricewaterhouseCoopers S.A.15.3
    
    Financial Statements of Navios Maritime Partners L.P. for the year ended December 31, 2010.
 122




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SIGNATURE
  Navios Maritime Holdings Inc.By:
    /s/ Angeliki FrangouName:
    Angeliki FrangouTitle:
    Chairman and Chief Executive Officer Date:
April 6, 2011
 123




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INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
 PageNAVIOS MARITIME HOLDINGS INC.REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
    
    
    F-2CONSOLIDATED BALANCE SHEETS AT DECEMBER 31, 2010 AND 2009
    
    
    F-3CONSOLIDATED STATEMENTS OF INCOME FOR EACH OF THE YEARS ENDED
DECEMBER 31, 2010, 2009 AND 2008
    
    
    F-5CONSOLIDATED STATEMENTS OF CASH FLOWS FOR EACH OF THE YEARS ENDED
DECEMBER 31, 2010, 2009 AND 2008
    
    
    F-6CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR EACH OF THE YEARS ENDED
DECEMBER 31, 2010, 2009 AND 2008
    
    
    F-8NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
    
    
    F-9
 F-1




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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 To the Shareholders and the Board of Directors of
Navios Maritime Holdings Inc.:
    
 F-2




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
 
 CONSOLIDATED BALANCE SHEETS
  December 31,
    
    
    December 31,Notes
    
    
    2010
    
    
    2009ASSETSCurrent assetsCash and cash equivalents
    
    
    4, 12
    
    
    $
    207,410
    
    
    $
    173,933Restricted cash
    
    
    2, 11, 12
    
    
    
    34,790
    
    
    
    107,158Accounts receivable, net
    
    
    5
    
    
    
    70,388
    
    
    
    78,504Short-term derivative assets
    
    
    12
    
    
    
    1,420
    
    
    
    38,382Due from affiliate companies
    
    
    16
    
    
    
    2,603
    
    
    
    1,973Prepaid expenses and other current assets
    
    
    6
    
    
    
    33,354
    
    
    
    27,730Total current assets
    
    
    
    
    
    
    349,965
    
    
    
    427,680Deposit for vessel acquisitions
    
    
    7
    
    
    
    377,524
    
    
    
    344,515Vessels, port terminal and other fixed assets, net
    
    
    7, 24
    
    
    
    2,249,677
    
    
    
    1,577,741Long-term derivative assets
    
    
    12
    
    
    
    149
    
    
    
    8,181Restricted cash
    
    
    2
    
    
    
    18,787
    
    
    
    Deferred financing costs, net
    
    
    2
    
    
    
    37,755
    
    
    
    25,685Deferred dry dock and special survey costs, net
    
    
    
    
    
    
    12,007
    
    
    
    5,953Investments in leased assets
    
    
    
    
    
    
    
    
    
    
    18,431Investments in affiliates
    
    
    9, 16
    
    
    
    18,695
    
    
    
    13,042Investments in available for sale securities
    
    
    7, 9, 16, 24
    
    
    
    99,078
    
    
    
    46,314Other long term assets
    
    
    
    
    
    
    10,370
    
    
    
    19,153Intangibles other than goodwill
    
    
    8
    
    
    
    327,703
    
    
    
    300,571Goodwill
    
    
    3
    
    
    
    175,057
    
    
    
    147,916Total non-current assets
    
    
    
    
    
    
    3,326,802
    
    
    
    2,507,502Total assets
    
    
    
    
    
    $
    3,676,767
    
    
    $
    2,935,182LIABILITIES AND EQUITYCurrent liabilitiesAccounts payable
    
    
    
    
    
    $
    49,496
    
    
    $
    61,990Dividends payable
    
    
    2
    
    
    
    7,214
    
    
    
    6,052Accrued expenses
    
    
    10
    
    
    
    62,417
    
    
    
    48,030Deferred income and cash received in advance
    
    
    16
    
    
    
    17,682
    
    
    
    9,529Short term derivative liability
    
    
    12
    
    
    
    245
    
    
    
    10,675Capital lease obligations
    
    
    7
    
    
    
    1,252
    
    
    
    Current portion of long term debt
    
    
    11
    
    
    
    63,297
    
    
    
    59,804Total current liabilities
    
    
    
    
    
    
    201,603
    
    
    
    196,080Senior and ship mortgage notes, net of discount
    
    
    11
    
    
    
    1,093,787
    
    
    
    693,049Long term debt, net of current portion
    
    
    11
    
    
    
    918,826
    
    
    
    869,853Capital lease obligations, net of current portion
    
    
    7
    
    
    
    31,009
    
    
    
    Unfavorable lease terms
    
    
    8
    
    
    
    56,875
    
    
    
    59,203Other long term liabilities and deferred income
    
    
    16
    
    
    
    36,020
    
    
    
    33,470Deferred tax liability
    
    
    2, 22
    
    
    
    21,104
    
    
    
    22,777Total non-current liabilities
    
    
    
    
    
    
    2,157,621
    
    
    
    1,678,352Total liabilities
    
    
    
    
    
    
    2,359,224
    
    
    
    1,874,432Commitments and contingencies
    
    
    14
    
    
    
    
    
    
    
    Stockholders equityPreferred Stock  $0.0001 par value, authorized
1,000,000 shares, 8,479 and 8,201 issued and
outstanding as of December 31, 2010 and December
31, 2009, respectively
    
    
    
    
    
    
    
    
    
    
    
  F-3




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
CONSOLIDATED BALANCE SHEETS
 December 31,
    
    
    December 31,Notes
    
    
    2010
    
    
    2009Common stock  $0.0001 par value, authorized 250,000,000 shares,
issued and outstanding 101,563,766 and 100,874,199, as of
December 31, 2010 and 2009, respectively
    
    
    
    
    
    
    10
    
    
    
    10Additional paid-in capital
    
    
    
    
    
    
    531,265
    
    
    
    533,729Accumulated other comprehensive income
    
    
    
    
    
    
    32,624
    
    
    
    15,156Retained earnings
    
    
    
    
    
    
    495,684
    
    
    
    376,585Total Navios Holdings stockholders equity
    
    
    
    
    
    
    1,059,583
    
    
    
    925,480Noncontrolling interest
    
    
    23
    
    
    
    257,960
    
    
    
    135,270Total stockholdersequity
    
    
    
    
    
    
    1,317,543
    
    
    
    1,060,750Total liabilities and stockholdersequity
    
    
    
    
    
    $
    3,676,767
    
    
    $
    2,935,182
  F-4




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
 
 CONSOLIDATED STATEMENTS OF INCOME
  Year Ended
    
    
    Year Ended
    
    
    Year EndedDecember 31,
    
    
    December 31,
    
    
    December 31,Note
    
    
    2010
    
    
    2009
    
    
    2008Revenue
    
    
    20
    
    
    $
    679,918
    
    
    $
    598,676
    
    
    $
    1,246,062Time charter, voyage and logistic business
expenses
    
    
    
    
    
    
    (336,558
    )
    
    
    (353,838
    )
    
    
    (1,066,239
    )Direct vessel expenses
    
    
    
    
    
    
    (47,109
    )
    
    
    (31,454
    )
    
    
    (26,621
    )General and administrative expenses
    
    
    
    
    
    
    (58,604
    )
    
    
    (43,897
    )
    
    
    (37,047
    )Depreciation and amortization
    
    
    7, 8
    
    
    
    (101,793
    )
    
    
    (73,885
    )
    
    
    (57,062
    )Provision for losses on accounts receivable
    
    
    5
    
    
    
    (4,660
    )
    
    
    (2,237
    )
    
    
    (2,668
    )Interest income from investments in finance leases
    
    
    
    
    
    
    877
    
    
    
    1,330
    
    
    
    2,185Interest income
    
    
    
    
    
    
    3,642
    
    
    
    1,699
    
    
    
    7,753Interest expense and finance cost, net
    
    
    18
    
    
    
    (106,022
    )
    
    
    (63,618
    )
    
    
    (49,128
    )Gain on derivatives
    
    
    12
    
    
    
    4,064
    
    
    
    375
    
    
    
    8,092Gain on sale of assets/partial sale of subsidiary
    
    
    19
    
    
    
    55,432
    
    
    
    20,785
    
    
    
    27,817Gain on change in control
    
    
    16
    
    
    
    17,742
    
    
    
    
    
    
    
    Other income
    
    
    
    
    
    
    9,472
    
    
    
    6,749
    
    
    
    948Other expense
    
    
    
    
    
    
    (11,303
    )
    
    
    (20,508
    )
    
    
    (7,386
    )Income before equity in net earnings of
affiliated companies
    
    
    
    
    
    $
    105,098
    
    
    $
    40,177
    
    
    $
    46,706Equity in net earnings of affiliated companies
    
    
    9, 16
    
    
    
    40,585
    
    
    
    29,222
    
    
    
    17,431Income before taxes
    
    
    
    
    
    $
    145,683
    
    
    $
    69,399
    
    
    $
    64,137Income tax (expense)/benefit
    
    
    2, 22
    
    
    
    (414
    )
    
    
    1,565
    
    
    
    56,113Net income
    
    
    
    
    
    $
    145,269
    
    
    $
    70,964
    
    
    $
    120,250Less: Net loss/(income) attributable to the
noncontrolling interest
    
    
    23
    
    
    
    488
    
    
    
    (3,030
    )
    
    
    (1,723
    )Net income attributable to Navios Holdings common
stockholders
    
    
    
    
    
    $
    145,757
    
    
    $
    67,934
    
    
    $
    118,527Basic earnings per share attributable to Navios
Holdings common stockholders
    
    
    
    
    
    $
    1.43
    
    
    $
    0.68
    
    
    $
    1.14Weighted average number of shares, basic
    
    
    21
    
    
    
    100,518,880
    
    
    
    99,924,587
    
    
    
    104,343,083Diluted earnings per share attributable to Navios
Holdings common stockholders
    
    
    
    
    
    $
    1.24
    
    
    $
    0.65
    
    
    $
    1.10Weighted average number of shares, diluted
    
    
    21
    
    
    
    116,182,356
    
    
    
    105,194,659
    
    
    
    107,344,748
  F-5




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
  Year Ended
    
    
    Year Ended
    
    
    Year EndedDecember 31,
    
    
    December 31,
    
    
    December 31,Note
    
    
    2010
    
    
    2009
    
    
    2008OPERATING ACTIVITIES:Net income
    
    
    
    
    
    $
    145,269
    
    
    $
    70,964
    
    
    $
    120,250Adjustments to reconcile net income to net cash
provided by/(used in) operating activities:Depreciation and amortization
    
    
    7, 8
    
    
    
    101,793
    
    
    
    73,885
    
    
    
    57,062Amortization and write-off of deferred financing
cost
    
    
    
    
    
    
    11,752
    
    
    
    6,682
    
    
    
    2,077Amortization of deferred dry dock costs
    
    
    
    
    
    
    3,306
    
    
    
    2,441
    
    
    
    1,933Provision for losses on accounts receivable
    
    
    5
    
    
    
    4,660
    
    
    
    2,237
    
    
    
    2,668Unrealized loss/(gain) on FFA derivatives
    
    
    12
    
    
    
    19,903
    
    
    
    (1,674
    )
    
    
    8,220Unrealized (gain)/loss on warrants
    
    
    12
    
    
    
    (5,888
    )
    
    
    (5,863
    )
    
    
    5,282Unrealized loss on available for sale securities
    
    
    24
    
    
    
    
    
    
    
    13,778
    
    
    
    Unrealized (gain)/loss on interest rate swaps
    
    
    12
    
    
    
    (1,133
    )
    
    
    (1,774
    )
    
    
    1,874Share based compensation and consultancy fees
    
    
    13
    
    
    
    8,095
    
    
    
    2,187
    
    
    
    2,694Gains on sale of assets/partial sale of subsidiary
    
    
    19, 16
    
    
    
    (55,432
    )
    
    
    (20,785
    )
    
    
    (27,817
    )Gain on repurchase of convertible bond
    
    
    11
    
    
    
    (3,799
    )
    
    
    
    
    
    
    Gain on change in control
    
    
    16
    
    
    
    (17,742
    )
    
    
    
    
    
    
    Income tax expense/(benefit)
    
    
    2, 22
    
    
    
    414
    
    
    
    (1,565
    )
    
    
    (56,113
    )Compensation income
    
    
    
    
    
    
    
    
    
    
    (6,082
    )
    
    
    Earnings in affiliates and joint ventures, net of
dividends received
    
    
    9, 16
    
    
    
    (5,844
    )
    
    
    (1,355
    )
    
    
    (4,517
    )Changes in operating assets and liabilities:Decrease in restricted cash
    
    
    
    
    
    
    3,855
    
    
    
    11,078
    
    
    
    65,839Decrease in accounts receivable
    
    
    
    
    
    
    3,465
    
    
    
    29,082
    
    
    
    2,473Decrease/ (increase) in prepaid expenses and other
assets
    
    
    
    
    
    
    2,770
    
    
    
    (9,465
    )
    
    
    16,704(Increase)/decrease in due from affiliates
    
    
    
    
    
    
    (630
    )
    
    
    (296
    )
    
    
    2,781Decrease in accounts payable
    
    
    
    
    
    
    (11,445
    )
    
    
    (10,610
    )
    
    
    (42,154
    )Increase/(decrease) in accrued expenses
    
    
    
    
    
    
    (1,927
    )
    
    
    12,306
    
    
    
    (10,584
    )Decrease in deferred voyage revenue
    
    
    
    
    
    
    (2,104
    )
    
    
    (5,172
    )
    
    
    (19,737
    )(Decrease)/increase in other long term liabilities
    
    
    
    
    
    
    (15,123
    )
    
    
    (11,659
    )
    
    
    13,627Increase/(decrease) in derivative accounts
    
    
    12
    
    
    
    7,612
    
    
    
    71,633
    
    
    
    (167,297
    )Payments for dry dock and special survey costs
    
    
    
    
    
    
    (9,337
    )
    
    
    (3,522
    )
    
    
    (3,653
    )Net cash provided by/(used in) operating activities
    
    
    
    
    
    $
    182,490
    
    
    $
    216,451
    
    
    $
    (28,388
    )INVESTING ACTIVITIES:Acquisition of subsidiary, net of cash acquired
    
    
    3
    
    
    
    (98,913
    )
    
    
    (369
    )
    
    
    (107,569
    )Deposits in escrow in connection with acquisition of
subsidiary
    
    
    3
    
    
    
    
    
    
    
    
    
    
    
    (2,500
    )Proceeds from sale of assets
    
    
    19
    
    
    
    484,082
    
    
    
    66,600
    
    
    
    70,088Decrease/(increase) in restricted cash
    
    
    11
    
    
    
    67,659
    
    
    
    (90,878
    )
    
    
    Receipts from finance lease
    
    
    
    
    
    
    180
    
    
    
    567
    
    
    
    4,843Deposits for vessel acquisitions
    
    
    7
    
    
    
    (343,243
    )
    
    
    (238,810
    )
    
    
    (197,853
    )Acquisition of vessels
    
    
    7
    
    
    
    (222,773
    )
    
    
    (512,760
    )
    
    
    (118,814
    )Purchase of property and equipment
    
    
    7
    
    
    
    (16,761
    )
    
    
    (26,888
    )
    
    
    (100,832
    )Net cash used in investing activities
    
    
    
    
    
    $
    (129,769
    )
    
    $
    (802,538
    )
    
    $
    (452,637
    )
 F-6




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
 Year Ended
    
    
    Year Ended
    
    
    Year EndedDecember 31,
    
    
    December 31,
    
    
    December 31,Note
    
    
    2010
    
    
    2009
    
    
    2008FINANCING ACTIVITIES:Proceeds from long-term loans
    
    
    11
    
    
    
    466,634
    
    
    
    621,270
    
    
    
    314,827Proceeds from ship mortgage and senior notes, net of
discount
    
    
    11
    
    
    
    400,000
    
    
    
    394,412
    
    
    
    Repayment of long term debt and payment of principal
    
    
    11
    
    
    
    (804,397
    )
    
    
    (333,952
    )
    
    
    (52,563
    )Proceeds from warrant exercise
    
    
    
    
    
    
    (2,060
    )
    
    
    
    
    
    
    Debt issuance costs
    
    
    
    
    
    
    (23,458
    )
    
    
    (18,097
    )
    
    
    (2,310
    )Decrease/(increase) in restricted cash
    
    
    
    
    
    
    17,662
    
    
    
    (9,500
    )
    
    
    Dividends/Contributions from noncontrolling shareholders
    
    
    
    
    
    
    (470
    )
    
    
    563
    
    
    
    Repurchase of preferred stock
    
    
    17
    
    
    
    (49,016
    )
    
    
    
    
    
    
    Preferred shares issuance costs
    
    
    
    
    
    
    (1,819
    )
    
    
    
    
    
    
    Repurchase of convertible bond
    
    
    11
    
    
    
    (29,100
    )
    
    
    
    
    
    
    Issuance of common stock
    
    
    17
    
    
    
    415
    
    
    
    
    
    
    
    6,749Dividends paid
    
    
    
    
    
    
    (27,037
    )
    
    
    (27,583
    )
    
    
    (28,588
    )Proceeds from equity offering, net of fees
    
    
    17
    
    
    
    33,402
    
    
    
    
    
    
    
    Acquisition of treasury stock
    
    
    17
    
    
    
    
    
    
    
    (717
    )
    
    
    (51,033
    )Net cash (used in)/provided by financing activities
    
    
    
    
    
    
    (19,244
    )
    
    
    626,396
    
    
    
    187,082Increase/(decrease) in cash and cash equivalents
    
    
    
    
    
    
    33,477
    
    
    
    40,309
    
    
    
    (293,943
    )Cash and cash equivalents, beginning of year
    
    
    
    
    
    
    173,933
    
    
    
    133,624
    
    
    
    427,567Cash and cash equivalents, end of year
    
    
    
    
    
    $
    207,410
    
    
    $
    173,933
    
    
    $
    133,624SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATIONCash paid for interest
    
    
    
    
    
    $
    94,742
    
    
    $
    58,224
    
    
    $
    48,570Cash paid for income taxes
    
    
    
    
    
    $
    485
    
    
    $
    2,238
    
    
    $
    2,553Non-cash investing and financing activitiesIssuance of convertible debt in connection with the
acquisition of vessels see Note 7 and 11
    
    
    
    
    
    $
    
    
    
    $
    31,673
    
    
    $
    Issuance of preferred stock in connection with the
acquisition of vessels see Note 7 and 17
    
    
    
    
    
    $
    69,301
    
    
    $
    40,284
    
    
    $
    Equity in net earnings of affiliated companies see Note 9
and 16
    
    
    
    
    
    $
    40,585
    
    
    $
    29,222
    
    
    $
    17,431Dividends declared but not paid see Note 2
    
    
    
    
    
    $
    7,214
    
    
    $
    6,052
    
    
    $
    9,096Shares released to the shareholders of Horamar see Note 3
    
    
    
    
    
    $
    10,869
    
    
    $
    
    
    
    $
    11,638For investments in available for sale securities see Note 24
    
    
    
    
    
    $
    35,297
    
    
    $
    
    
    
    $
    44,936Debt assumed in connection with acquisitions of businesses
see Note 11
    
    
    
    
    
    $
    543,438
    
    
    $
    804
    
    
    $
    11,665Capitalized deferred financing costs into vessel cost
    
    
    
    
    
    $
    590
    
    
    $
    125
    
    
    $
    9Capital lease obligations
    
    
    
    
    
    $
    34,033
    
    
    $
    
    
    
    $
    Consultancy fees
    
    
    
    
    
    $
    5,619
    
    
    $
    
    
    
    $
    Contribution from non controlling shareholders
    
    
    
    
    
    $
    2,237
    
    
    $
    
    
    
    $
    
  F-7




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
 
 CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
  AccumulatedNumber of
    
    
    
    
    
    
    Number of
    
    
    
    
    
    
    Additional
    
    
    
    
    
    
    Other
    
    
    TotalPreferred
    
    
    Preferred
    
    
    Common
    
    
    Common
    
    
    Paid-in
    
    
    Retained
    
    
    Comprehensive
    
    
    Navios Holdings
    
    
    NoncontrollingShares
    
    
    Stock
    
    
    Shares
    
    
    Stock
    
    
    Capital
    
    
    Earnings
    
    
    Income/(Loss)
    
    
    Stockholders Equity
    
    
    Interest
    
    
    Total EquityBalance December 31, 2007
    
    
    
    
    
    $
    
    
    
    
    106,412,429
    
    
    $
    11
    
    
    $
    536,306
    
    
    $
    252,826
    
    
    $
    (19,939
    )
    
    $
    769,204
    
    
    $
    
    
    
    $
    769,204Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    118,527
    
    
    
    
    
    
    
    118,527
    
    
    
    1,723
    
    
    
    120,250Other comprehensive income/(loss):- Unrealized holding losses on investments
in-available-for-sale securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (22,578
    )
    
    
    (22,578
    )
    
    
    
    
    
    
    (22,578
    )- Reclassification to earnings
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    19,939
    
    
    
    19,939
    
    
    
    
    
    
    
    19,939Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    115,888
    
    
    
    1,723
    
    
    
    117,611Issuance of common stock (Note 17)
    
    
    
    
    
    
    
    
    
    
    1,351,368
    
    
    
    
    
    
    
    6,756
    
    
    
    
    
    
    
    
    
    
    
    6,756
    
    
    
    
    
    
    
    6,756Acquisition of Horamar
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    96,186
    
    
    
    96,186Noncontrolling interests in subsidiaries of Horamar
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    31,050
    
    
    
    31,050Acquisition of treasury shares (Note 17)
    
    
    
    
    
    
    
    
    
    
    (7,534,870
    )
    
    
    (1
    )
    
    
    (51,032
    )
    
    
    
    
    
    
    
    
    
    
    (51,033
    )
    
    
    
    
    
    
    (51,033
    )Stock based compensation expenses (Note 17)
    
    
    
    
    
    
    
    
    
    
    259,857
    
    
    
    
    
    
    
    2,689
    
    
    
    
    
    
    
    
    
    
    
    2,689
    
    
    
    
    
    
    
    2,689Dividends declared/paid
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (37,684
    )
    
    
    
    
    
    
    (37,684
    )
    
    
    
    
    
    
    (37,684
    )Balance December 31, 2008
    
    
    
    
    
    $
    
    
    
    
    100,488,784
    
    
    $
    10
    
    
    $
    494,719
    
    
    $
    333,669
    
    
    $
    (22,578
    )
    
    $
    805,820
    
    
    $
    128,959
    
    
    $
    934,779Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    67,934
    
    
    
    
    
    
    
    67,934
    
    
    
    3,030
    
    
    
    70,964Other comprehensive income/(loss):- Unrealized holding losses on investments
in-available-for-sale securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    23,956
    
    
    
    23,956
    
    
    
    
    
    
    
    23,956- Reclassification to earnings
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    13,778
    
    
    
    13,778
    
    
    
    
    
    
    
    13,778Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    105,668
    
    
    
    3,030
    
    
    
    108,698Contribution from noncontrolling shareholders
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,801
    
    
    
    2,801Acquisition of Hidronave S.A.
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    480
    
    
    
    480Acquisition of treasury shares (Note 17)
    
    
    
    
    
    
    
    
    
    
    (331,900
    )
    
    
    
    
    
    
    (717
    )
    
    
    
    
    
    
    
    
    
    
    (717
    )
    
    
    
    
    
    
    (717
    )Issuance of Preferred Stock (Note 17)
    
    
    8,701
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    35,127
    
    
    
    
    
    
    
    
    
    
    
    35,127
    
    
    
    
    
    
    
    35,127Conversion of Preferred Stock
    
    
    (500
    )
    
    
    
    
    
    
    357,142
    
    
    
    
    
    
    
    2,448
    
    
    
    
    
    
    
    
    
    
    
    2,448
    
    
    
    
    
    
    
    2,448Stock based compensation expenses (Note 17)
    
    
    
    
    
    
    
    
    
    
    360,173
    
    
    
    
    
    
    
    2,152
    
    
    
    
    
    
    
    
    
    
    
    2,152
    
    
    
    
    
    
    
    2,152Dividends declared/ paid
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (25,018
    )
    
    
    
    
    
    
    (25,018
    )
    
    
    
    
    
    
    (25,018
    )Balance December 31, 2009
    
    
    8,201
    
    
    
    
    
    
    
    100,874,199
    
    
    $
    10
    
    
    $
    533,729
    
    
    $
    376,585
    
    
    $
    15,156
    
    
    $
    925,480
    
    
    $
    135,270
    
    
    $
    1,060,750Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    145,757
    
    
    
    
    
    
    
    145,757
    
    
    
    (488
    )
    
    
    145,269Other comprehensive income/(loss):
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    - Unrealized holding gains on investments in
available-for-sale securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17,468
    
    
    
    17,468
    
    
    
    
    
    
    
    17,468Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    163,225
    
    
    
    (488
    )
    
    
    162,737Consolidation of Navios Acquisition
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    65,157
    
    
    
    65,157Navios Acquisition consultancy fees
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,619
    
    
    
    5,619Navios Acquisition  equity issuance and warrant exercise(net
of $3,364 of program related expenses) including reallocation
adjustments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (23,945
    )
    
    
    
    
    
    
    
    
    
    
    (23,945
    )
    
    
    50,530
    
    
    
    26,585Navios Acquisition  equity consideration for VLCC
acquisition (Note 3)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10,744
    
    
    
    10,744Navios Acquisition  dividends paid
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,120
    )
    
    
    (1,120
    )Navios Logistics  release of escrow shares (Note 3)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10,869
    
    
    
    10,869Navios Logistics dividends to noncontrolling shareholders
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (470
    )
    
    
    (470
    )Navios Logistics  reallocation of non-controlling interest
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (19,501
    )
    
    
    (19,501
    )Navios Logistics  equity issuance
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,350
    
    
    
    1,350Repurchase of preferred stock (including expenses of $318)
(Note 17)
    
    
    (13,132
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (49,016
    )
    
    
    
    
    
    
    
    
    
    
    (49,016
    )
    
    
    
    
    
    
    (49,016
    )Issuance of Preferred Stock (Note 17)
    
    
    13,410
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    67,633
    
    
    
    
    
    
    
    
    
    
    
    67,633
    
    
    
    
    
    
    
    67,633Stock-based compensation (Note 17)
    
    
    
    
    
    
    
    
    
    
    689,567
    
    
    
    
    
    
    
    2,864
    
    
    
    
    
    
    
    
    
    
    
    2,864
    
    
    
    
    
    
    
    2,864Dividends declared
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (26,658
    )
    
    
    
    
    
    
    (26,658
    )
    
    
    
    
    
    
    (26,658
    )Balance December 31, 2010
    
    
    8,479
    
    
    $
    
    
    
    
    101,563,766
    
    
    $
    10
    
    
    $
    531,265
    
    
    $
    495,684
    
    
    $
    32,624
    
    
    $
    1,059,583
    
    
    $
    257,960
    
    
    $
    1,317,543
  F-8




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
 
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
  NOTE 1: DESCRIPTION OF BUSINESS
  Navios Logistics
  (see Note 3).
    F-9




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Navios Acquisition
        F-10




---



##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
 (a)
    
    Basis of presentation:The accompanying consolidated
financial statements are prepared in accordance with
accounting principles generally accepted in the United
States of America (US GAAP). Where necessary,
comparative figures have been reclassified to conform
to changes in presentation in the current year.(b)
    
    Change in accounting policy:In December 2007, the
Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards for
Noncontrolling Interests in Consolidated Financial
Statements, according to which accounting and reporting
for noncontrolling interests will be characterized as
noncontrolling interests and classified as a component
of equity. The Statement also establishes reporting
requirements that provide sufficient disclosures that
clearly identify and distinguish between the interests
of the parent and the interests of the noncontrolling
owners. This Statement applies to all entities that
prepare consolidated financial statements, except
not-for profit organizations, but affects only those
entities that have an outstanding noncontrolling
interest in one or more subsidiaries or that
consolidate a subsidiary that have an outstanding
noncontrolling interest. The guidance was effective for
Navios Holdings as of January 1, 2009 and as a result
the Company has adopted the presentation of
noncontrolling interests in the consolidated balance
sheets, consolidated statements of income, consolidated
statements of cash flows, consolidated statement of
changes in equity and Note 23.(c)
    
    Principles of consolidation:The accompanying
consolidated financial statements include the accounts
of Navios Holdings and its majority owned subsidiaries.
All significant intercompany balances and transactions
have been eliminated in the consolidated statements.The Company also consolidates entities that are
determined to be variable interest entities as defined
in the accounting guidance, if it determines that it is
the primary beneficiary. A variable interest entity is
defined as a legal entity where either (a) equity
interest holders as a group lack the characteristics of
a controlling financial interest, including decision
making ability and an interest in the entitys residual
risks and rewards, or (b) the equity holders have not
provided sufficient equity investment to permit the
entity to finance its activities without additional
subordinated financial support, or (c) the voting
rights of some investors are not proportional to their
obligations to absorb the expected losses of the
entity, their rights to receive the expected residual
returns of the entity, or both and substantially all of
the entitys activities either involve or are conducted
on behalf of an investor that has disproportionately
few voting rights.
 Subsidiaries:
 Investments in Affiliates and Joint Ventures:
 F-11




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Subsidiaries included in the consolidation:
 EffectiveNature /
    
    Ownership
    
    Country of
    
    Statement of operationsCompany Name
    
    Vessel Name
    
    Interest
    
    Incorporation
    
    2010
    
    2009
    
    2008Navios Maritime Holdings Inc.
    
    Holding Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios Corporation
    
    Sub-Holding Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios International Inc.
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navimax Corporation
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios Handybulk Inc.
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Hestia Shipping Ltd.
    
    Operating Company
    
    100%
    
    Malta
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Anemos Maritime Holdings Inc.
    
    Sub-Holding Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios ShipManagement Inc.
    
    Management Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31NAV Holdings Limited
    
    Sub-Holding Company
    
    100%
    
    Malta
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Kleimar N.V.
    
    Operating Company/Vessel Owning Company
    
    100%
    
    Belgium
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Kleimar Ltd.
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Bulkinvest S.A.
    
    Operating Company
    
    100%
    
    Luxembourg
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Primavera Shipping Corporation
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    10/15  12/31Ginger Services Co.
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    12/22  12/31Aquis Marine Corp.
    
    Sub-Holding Company
    
    100%
    
    Marshall Is.
    
    3/23  12/31
    
    
    
    Navios Tankers Management Inc.
    
    Management Company
    
    100%
    
    Marshall Is.
    
    3/24  12/31
    
    
    
    Navios Maritime Acquisition Corporation
    
    Sub-Holding Company
    
    100%
    
    Marshall Is.
    
    
    
    
    
    3/14  6/30Astra Maritime Corporation
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    10/15  12/31Achilles Shipping Corporation
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Apollon Shipping Corporation
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Herakles Shipping Corporation
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Hios Shipping Corporation
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Ionian Shipping Corporation
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Kypros Shipping Corporation
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Meridian Shipping Enterprises Inc.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Mercator Shipping Corporation
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Arc Shipping Corporation
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Horizon Shipping Enterprises Corporation
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Magellan Shipping Corporation
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Aegean Shipping Corporation
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Star Maritime Enterprises Corporation
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Aurora Shipping Enterprises Ltd.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    
    
    
    
    1/21  6/30Corsair Shipping Ltd.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is
    
    1/1  12/31
    
    1/1  12/31
    
    6/11  12/31Rowboat Marine Inc.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is
    
    1/1  12/31
    
    1/1  12/31
    
    6/11  12/31Hyperion Enterprises Inc.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  1/7
    
    1/1  12/31
    
    1/1  12/31Beaufiks Shipping Corporation
    
    Vessel Owning Company
    
    100%
    
    Marshall Is
    
    1/1  12/31
    
    1/1  12/31
    
    6/19  12/31Sagittarius Shipping Corporation
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    
    
    1/1  6/10
    
    3/6  12/31Nostos Shipmanagement Corp.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Aegean Sea Maritime Holdings Inc.
    
    Sub-Holding Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Amorgos Shipping Corporation
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Andros Shipping Corporation (1)
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Antiparos Shipping Corporation (1)
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    
 F-12




---



##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 EffectiveNature /
    
    Ownership
    
    Country of
    
    Statement of operationsCompany Name
    
    Vessel Name
    
    Interest
    
    Incorporation
    
    2010
    
    2009
    
    2008Ikaria Shipping Corporation (1)
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Kos Shipping Corporation (1)
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Mytilene Shipping Corporation (1)
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Skiathos Shipping Corporation (1)
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Syros Shipping Corporation (1)
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Skopelos Shipping Corporation
    
    Vessel Owning Company
    
    100%
    
    Cayman Is.
    
    3/18  5/27
    
    
    
    Sifnos Shipping Corporation (1)
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Ios Shipping Corporation
    
    Vessel Owning Company
    
    100%
    
    Cayman Is.
    
    3/18  5/27
    
    
    
    Thera Shipping Corporation (1)
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Crete Shipping Corporation (1)
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Rhodes Shipping Corporation (1)
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Tinos Shipping Corporation (1)
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    3/18  5/27
    
    
    
    Portorosa Marine Corporation
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Shikhar Ventures S.A
    
    Vessel Owning Company
    
    100%
    
    Liberia
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Sizzling Ventures Inc.
    
    Operating Company
    
    100%
    
    Liberia
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Rheia Associates Co.
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Taharqa Spirit Corp.
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Rumer Holding Ltd.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Chilali Corp.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  3/17
    
    1/1  12/31
    
    1/1  12/31Pharos Navigation S.A.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Pueblo Holdings Ltd.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    8/8  12/31Surf Maritime Co.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  5/19
    
    1/1  12/31
    
    8/8  12/31Quena Shipmanagement Inc.
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    7/29  12/31Orbiter Shipping Corp.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Aramis Navigation (2)
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    12/14  12/31
    
    White Narcissus Marine S.A.
    
    Vessel Owning Company
    
    100%
    
    Panama
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios G.P. L.L.C.
    
    Operating Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Pandora Marine Inc.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  11/14
    
    6/11-12/31
    
    Floral Marine Ltd.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    6/11  12/31
    
    Red Rose Shipping Corp.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    6/11-12/31
    
    Customized Development S.A.
    
    Vessel Owning Company
    
    100%
    
    Liberia
    
    1/1  11/14
    
    6/22-12/31
    
    Highbird Management Inc.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    7/14  12/31
    
    Ducale Marine Inc.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    6/22-12/31
    
    Kohylia Shipmanagement S.A.
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    1/1  12/31
    
    7/14  12/31
    
    Vector Shipping Corporation
    
    Vessel Owning Company
    
    100%
    
    Marshall Is.
    
    2/16  12/31
    
    
    
    Faith Marine Ltd. (2)
    
    Vessel Owning Company
    
    100%
    
    Liberia
    
    5/19  12/31
    
    
    
    Navios Maritime Finance (US) Inc.
    
    Operating Company
    
    100%
    
    Delaware
    
    1/1  12/31
    
    10/20-12/31
    
    
 F-13




---



##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 EffectiveNature /
    
    Ownership
    
    Country of
    
    Statement of operationsCompany Name
    
    Vessel Name
    
    Interest
    
    Incorporation
    
    2010
    
    2009
    
    2008Navios Maritime Acquisition Corporation and Subsidiaries:Navios Maritime Acquisition Corporation
    
    Sub-Holding Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Aegean Sea Maritime Holdings Inc.
    
    Sub-Holding Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Amorgos Shipping Corporation
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Andros Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Antiparos Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Ikaria Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Kos Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Mytilene Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Skiathos Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Syros Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Skopelos Shipping Corporation
    
    Vessel Owning Company
    
    53.7%
    
    Cayman Is.
    
    5/28  12/31
    
    
    
    Sifnos Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Ios Shipping Corporation
    
    Vessel Owning Company
    
    53.7%
    
    Cayman Is.
    
    5/28  12/31
    
    
    
    Thera Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Shinyo Dream Limited
    
    Vessel Owning Company
    
    53.7%
    
    Hong Kong
    
    9/10  12/31
    
    
    
    Shinyo Kannika Limited
    
    Vessel Owning Company
    
    53.7%
    
    Hong Kong
    
    9/10  12/31
    
    
    
    Shinyo Kieran Limited (1)
    
    Vessel Owning Company
    
    53.7%
    
    British Virgin Is.
    
    9/10  12/31
    
    
    
    Shinyo Loyalty Limited
    
    Vessel Owning Company
    
    53.7%
    
    Hong Kong
    
    9/10  12/31
    
    
    
    Shinyo Navigator Limited
    
    Vessel Owning Company
    
    53.7%
    
    Hong Kong
    
    9/10  12/31
    
    
    
    Shinyo Ocean Limited
    
    Vessel Owning Company
    
    53.7%
    
    Hong Kong
    
    9/10  12/31
    
    
    
    Shinyo Saowalak Limited
    
    Vessel Owning Company
    
    53.7%
    
    British Virgin Is.
    
    9/10  12/31
    
    
    
    Crete Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Rhodes Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Tinos Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    5/28  12/31
    
    
    
    Folegandros Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    10/26  12/31
    
    
    
    Navios Acquisition Finance (US) Inc
    
    Operating Company
    
    53.7%
    
    Delaware
    
    10/05  12/31
    
    
    
    Serifos Shipping Corporation (1)
    
    Vessel Owning Company
    
    53.7%
    
    Marshall Is.
    
    10/26  12/31
    
    
    
    
 F-14




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 EffectiveNature /
    
    Ownership
    
    Country of
    
    Statement of operationsCompany Name
    
    Vessel Name
    
    Interest
    
    Incorporation
    
    2010
    
    2009
    
    2008Navios South American Logistics and Subsidiaries:Navios South American Logistics Inc.
    
    Sub-Holding Company
    
    63.8%
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Corporacion Navios S.A.
    
    Operating Company
    
    63.8%
    
    Uruguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Nauticler S.A.
    
    Sub-Holding Company
    
    63.8%
    
    Uruguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Compania Naviera Horamar S.A.
    
    Vessel Operating Company/Management Company
    
    63.8%
    
    Argentina
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Compania de Transporte Fluvial Int S.A.
    
    Sub-Holding Company
    
    63.8%
    
    Uruguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Ponte Rio S.A.
    
    Operating Company
    
    63.8%
    
    Uruguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Thalassa Energy S.A.
    
    Barge Owning Company
    
    39.9%
    
    Argentina
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31HS Tankers Inc.
    
    Vessel Owning Company
    
    32.5%
    
    Panama
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31HS Navegation Inc.
    
    Vessel Owning Company
    
    32.5%
    
    Panama
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31HS Shipping Ltd Inc.
    
    Vessel Owning Company
    
    39.9%
    
    Panama
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31HS South Inc.
    
    Vessel Owning Company
    
    39.9%
    
    Panama
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Mercopar Internacional S.A. (3)
    
    Sub-Holding Company
    
    63.8%
    
    Uruguay
    
    
    
    1/1  12/9
    
    1/1  12/31Nagusa Internacional S.A. (3)
    
    Sub-Holding Company
    
    63.8%
    
    Uruguay
    
    
    
    1/1  12/9
    
    1/1  12/31Hidrovia OSR Internacional S.A. (3)
    
    Sub-Holding Company
    
    63.8%
    
    Uruguay
    
    
    
    1/1  12/9
    
    1/1  12/31Petrovia Internacional S.A.
    
    Land-Owning Company
    
    63.8%
    
    Uruguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Mercopar S.A.
    
    Operating/Barge Owning Company
    
    63.8%
    
    Paraguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navegacion Guarani S.A.
    
    Operating Barge and Pushboat Owning Company
    
    63.8%
    
    Paraguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Hidrovia OSR S.A.
    
    Oil Spill Response & Salvage Services/Vessel Owning Company
    
    63.8%
    
    Paraguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Petrovia S.A. (4)
    
    Shipping Company
    
    63.8%
    
    Paraguay
    
    
    
    1/1  1/20
    
    1/1  12/31Mercofluvial S.A.
    
    Operating Barge and Pushboat Owning Company
    
    63.8%
    
    Paraguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Petrolera San Antonio S.A. (PETROSAN)
    
    Port Facility Operating Company
    
    63.8%
    
    Paraguay
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Flota Mercante Paraguaya S.A. (4)
    
    Shipping Company
    
    63.8%
    
    Paraguay
    
    
    
    1/1  2/13
    
    1/1  12/31Compania de Transporte Fluvial S.A. (4)
    
    Shipping Company
    
    63.8%
    
    Paraguay
    
    
    
    1/1  2/13
    
    1/1  12/31Hidrogas S.A. (4)
    
    Shipping Company
    
    63.8%
    
    Paraguay
    
    
    
    1/1  1/20
    
    1/1  12/31Stability Oceanways S.A.
    
    Operating Barge and Pushboat Owning Company
    
    63.8%
    
    Panama
    
    1/1  12/31
    
    1/1  12/31
    
    4/16  12/31Hidronave S.A.
    
    Pushboat Owning Company
    
    32.5%
    
    Brazil
    
    1/1  12/31
    
    1/11  12/31
    
    Navarra Shipping Corporation
    
    Operating Company
    
    63.8%
    
    Marshall Is.
    
    4/1  12/31
    
    
    
    Pelayo Shipping Corporation
    
    Operating Company
    
    63.8%
    
    Marshall Is.
    
    4/1  12/31
    
    
    
    
 
 (1)
    
    Each company has the rights over a shipbuilding contract of a tanker vessel. (Note 7)(2)
    
    Each company has the rights over a shipbuilding contract of a dry cargo vessel. (Note 7)(3)
    
    These companies were sold on December 10, 2009 to independent third parties.(4)
    
    During 2009, these companies were merged into other Paraguayan shipping companies within the Navios Logistics group. F-15




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Affiliates included in the financial statements accounted for under the equity method:
 Nature /
    
    Ownership
    
    
    Country of
    
    Statement of operationsCompany Name
    
    Vessel Name
    
    Interest
    
    
    Incorporation
    
    2010
    
    2009
    
    2008Navios Maritime Partners L.P.(*)
    
    Sub-Holding Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios Maritime Operating L.L.C. (*)
    
    Operating Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Libra Shipping Enterprises Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Alegria Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Felicity Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Gemini Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Galaxy Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Prosperity Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Fantastiks Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Aldebaran Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Aurora Shipping Enterprises Ltd. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    1/1  12/31
    
    7/1  12/31Sagittarius Shipping Corporation (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    6/10  12/31
    
    Palermo Shipping S.A. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/1  12/31
    
    10/29  12/31
    
    Customized Development S.A. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Liberia
    
    11/15  12/31
    
    
    
    Pandora Marine Inc. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    11/15  12/31
    
    
    
    Hyperion Enterprises Inc. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    1/8  12/31
    
    
    
    Chilali Corp. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    03/18  12/31
    
    
    
    JTC Shipping Trading Ltd. (*)
    
    Operating Company
    
    
    18.76
    %
    
    Malta
    
    3/18  12/31
    
    
    
    Surf Maritime Co. (*)
    
    Vessel Owning Company
    
    
    18.76
    %
    
    Marshall Is.
    
    5/20  12/31
    
    
    
    Acropolis Chartering & Shipping Inc.
    
    Brokerage Company
    
    
    50
    %
    
    Liberia
    
    1/1  12/31
    
    1/1  12/31
    
    1/1  12/31Navios Maritime Acquisition Corporation
    
    Sub-Holding Company
    
    
    19
    %
    
    Marshall Is.
    
    1/1  5/27
    
    1/1  12/31
    
    7/1  12/31
 
 (*)
    
    Percentage does not include the ownership of 3,131,415, 1,174,219
and 788,370 common units received in relation to the sale of the
Navios Hope, the Navios Aurora II and both the Navios Fulvia and
the Navios Melodia, respectively, to Navios Maritime Partners
L.P. (Navios Partners) since these are considered
available-for-sale securities. F-16




---



##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 (d)
    
    Use of estimates:The preparation of consolidated
financial statements in conformity with the accounting
principles generally accepted in the United States of
America requires management to make estimates and
assumptions that affect the reported amounts of assets
and liabilities and disclosure of contingent assets and
liabilities as of the dates of the financial statements
and the reported amounts of revenues and expenses
during the reporting periods. On an on-going basis,
management evaluates the estimates and judgments,
including those related to uncompleted voyages, future
drydock dates, the carrying value of investments in
affiliates, the selection of useful lives for tangible
assets, expected future cash flows from long-lived
assets to support impairment tests, provisions
necessary for accounts receivables, provisions for
legal disputes, pension benefits, and contingencies.
Management bases its estimates and judgments on
historical experience and on various other factors that
are believed to be reasonable under the circumstances,
the results of which form the basis for making
judgments about the carrying values of assets and
liabilities that are not readily apparent from other
sources. Actual results could differ from those
estimates under different assumptions and/or
conditions.(e)
    
    Cash and cash equivalents:Cash and cash equivalents
consist of cash on hand, deposits held on call with
banks, and other short-term liquid investments with
original maturities of three months or less.(f)
    
    Restricted cash:Restricted cash consists of the
restricted portion of derivative base and margin
collaterals with NOS ASA, a Norwegian clearing house,
and cash retention accounts which are restricted for
use as general working capital unless such balances
exceed installment and interest payments due to
vessels lenders. A portion of the amounts on deposit
with NOS ASA and LCH are held as base and margin
collaterals on active trades. As of December 31, 2010
and 2009, the restricted balance with NOS ASA was $250
and $471, respectively, and with LCH was $0 and $1,104,
respectively.Also included in restricted cash as of December 31,
2010 and 2009 are amounts held as security in the form
of letters of guarantee or letters of credit totaling
$1,098 and $2,167, respectively. In addition, at each
of December 31, 2010 and 2009 restricted cash includes
$18,430 and $103,416 (out of which $90,878 was kept in
a pledged account and during 2010 was released to the
Company subject to nomination of substitute vessels
agreed by the bank), respectively. As of December 2010,
the amount of $18,430 relates to amounts held in
retention account in order to service debt and interest
payments, as required by certain of Navios Holdings
credit facilities.Restricted cash consists also of cash reserves
totalling $33,261 as of December 31, 2010 relating to
Navios Acquisition, held to pay future installments for
vessel deposits in accordance with Navios Acquisitions
new build program. In addition, restricted cash also
includes an amount of $538 held in retention account in
order to service debt and interest payments, as
required by certain of Navios Acquisitions credit
facilities as of December 31, 2010.(g)
    
    Insurance claims:Insurance claims at each balance
sheet date consist of claims submitted and/or claims in
the process of compilation or submission (claims
pending). They are recorded on the accrual basis and
represent the claimable expenses, net of applicable
deductibles, incurred through December 31 of each
reported period, which are probable to be recovered
from insurance companies. Any remaining costs to
complete the claims are included in accrued
liabilities. The classification of insurance claims
into current and non-current assets is based on
managements expectations as to their collection dates.(h)
    
    Inventories:Inventories, which are comprised of
lubricants and stock provisions on board the owned
vessels, are valued at the lower of cost or market
value as determined on the first-in first-out basis.(i)
    
    Vessel, Port Terminal. Tanker Vessels, Barges, Push boats and Other Fixed Assets,
net:Vessels, port terminal, tanker vessels, barges, push boats and other fixed
assets acquired as parts of business combination would be recorded at fair value on
the date of acquisition. Vessels acquired as asset acquisitions would be stated at
historical cost, which consists of the contract price and any material expenses
incurred upon acquisition (improvements and delivery expenses). Subsequent
expenditures for major improvements and upgrading are capitalized, provided they
appreciably extend the life, increase the earnings capacity or improve the
efficiency or safety of the vessels. The cost and related accumulated depreciation
of assets retired or sold are removed from the accounts at the time of sale or
retirement and any gain or loss is included in the accompanying consolidated
statements of income.Expenditures for routine maintenance and repairs are expensed as incurred.Depreciation is computed using the straight line method over the useful life of the
vessels, after considering the estimated residual value.Annual depreciation rates used, which approximate the useful life of the assets are:
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NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Vessels
    
    25 yearsPort facilities and transfer station
    
    3 to 40 yearsTanker vessels, barges and push boats
    
    15 to 44 yearsFurniture, fixtures and equipment
    
    3 to 10 yearsComputer equipment and software
    
    5 yearsLeasehold improvements
    
    shorter of  lease term or 6 years
 Management estimates the residual values of the
Companys vessels based on a scrap value of $285 per
lightweight ton, as the Company believes this level is
common in the shipping industry. Management estimates
the useful life of its vessels to be 25 years from the
vessels original construction. However, when
regulations place limitations over the ability of a
vessel to trade on a worldwide basis, its useful life
is re-estimated to end at the date such regulations
become effective. An increase in the useful life of a
vessel or in its residual value would have the effect
of decreasing the annual depreciation charge and
extending it into later periods. A decrease in the
useful life of a vessel or in its residual value would
have the effect of increasing the annual depreciation
charge.(j)
    
    Deposits for vessels acquisitions:This represents
amounts paid by the Company in accordance with the
terms of the purchase agreements for the construction
of vessels and other long-lived fixed assets. Interest
costs incurred during the construction (until the asset
is substantially complete and ready for its intended
use) are capitalized. Capitalized interest for the year
ended December 31, 2010 amounted to $11,295 ($11,854
and $4,070 for the years ended December 31, 2009 and
2008, respectively).(k)
    
    Assets Held for Sale:It is the Companys policy to
dispose of vessels and other fixed assets when suitable
opportunities occur and not necessarily to keep them
until the end of their useful life. The Company
classifies assets and disposal groups as being held for
sale in accordance with accounting for the impairment
or the disposal of long-lived assets, when the
following criteria are met: management has committed to
a plan to sell the asset (disposal group); the asset
(disposal group) is available for immediate sale in its
present condition; an active program to locate a buyer
and other actions required to complete the plan to sell
the asset (disposal group) have been initiated; the
sale of the asset (disposal group) is probable, and
transfer of the asset (disposal group) is expected to
qualify for recognition as a completed sale within one
year; the asset (disposal group) is being actively
marketed for sale at a price that is reasonable in
relation to its current fair value; and actions
required to complete the plan indicate that it is
unlikely that significant changes to the plan will be
made or that the plan will be withdrawn. Long-lived
assets or disposal groups classified as held for sale
are measured at the lower of their carrying amount or
fair value less cost to sell. These assets are not
depreciated once they meet the criteria to be held for
sale. No assets were classified as held for sale in any
of the periods presented.(l)
    
    Impairment of Long Lived Assets:Vessels, other fixed
assets, other long lived assets and certain
identifiable intangibles held and used by Navios
Holdings are reviewed periodically for potential
impairment whenever events or changes in circumstances
indicate that the carrying amount of a particular asset
may not be fully recoverable. In accordance with
accounting for long-lived assets, management determines
projected undiscounted cash flows for each asset and
compares it to its carrying amount. In the event that
projected undiscounted cash flows for an asset is less
than its carrying amount, then management reviews fair
values and compares them to the assets carrying
amount. In the event that impairment occurs, an
impairment charge is recognized by comparing the
assets carrying amount to its fair value. For the
purposes of assessing impairment, long lived-assets are
grouped at the lowest levels for which there are
separately identifiable cash flows.For the year ended December 31, 2010, the management of Navios
Holdings after considering various indicators, including but not
limited to the market price of its long-lived assets, its
contracted revenues and cash flows and the economic outlook,
concluded that no impairment loss should be recognized on the
long-lived assets of Navios Holdings.Although management believes the underlying indicators supporting
this assessment are reasonable, if charter rate trends and the
length of the current market downturn continue, management may be
required to perform impairment analysis in the future that could
expose Navios Holdings to material impairment charges in the
future.No impairment loss was recognized for any of the periods presented.
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NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 (m)
    
    Deferred Drydock and Special Survey Costs:The Companys vessels,
barges and push boats are subject to regularly scheduled drydocking
and special surveys which are carried out every 30 and 60 months,
respectively for vessels, every 60 months for oceangoing vessels and
every 84 months for pushboats and barges, to coincide with the renewal
of the related certificates issued by the Classification Societies,
unless a further extension is obtained in rare cases and under certain
conditions. The costs of drydocking and special surveys is deferred
and amortized over the above periods or to the next drydocking or
special survey date if such has been determined. Unamortized
drydocking or special survey costs of vessels, barges and push boats
sold are written off to income in the year the vessel, barge or push
boat is sold.This cost is determined by reference to the estimated economic
benefits to be derived until the next drydocking or special
survey. For each of the years ended December 31, 2010, 2009 and
2008, the amortization was $3,306, $2,441, and $1,933,
respectively.(n)
    
    Asset Retirement Obligation:The Company recorded a legal
obligation associated with the retirement of a tangible long lived
asset in the period in which it is incurred. At December 31, 2010
and 2009, the asset balance was $19 and $20 for each period,
respectively. At December 31, 2010 and 2009, the liability balance
associated with the lease of port terminal was $42 and $39,
respectively.(o)
    
    Deferred Financing Costs:Deferred financing costs include fees,
commissions and legal expenses associated with obtaining loan
facilities. These costs are amortized over the life of the related
debt using the effective interest rate method, and are included in
interest expense. Amortization and write offs for each of the
years ended December 31, 2010, 2009 and 2008 were $11,752, $6,682
and $2,077, respectively.(p)
    
    Goodwill and Other Intangibles(i) Goodwill:As required by the accounting guidance, goodwill
acquired in a business combination initiated after June 30, 2001
is not to be amortized. Goodwill is tested for impairment at the
reporting unit level at least annually and written down with a
charge to operations if its carrying amount exceeds the estimated
implied fair value.The Company will evaluate impairment of goodwill using a two-step
process. First, the aggregate fair value of the reporting unit is
compared to its carrying amount, including goodwill. The Company
determines the fair value of the reporting unit based on a
combination of discounted cash flow analysis and an industry
market multiple.If the fair value of a reporting unit exceeds the carrying amount,
no impairment exists. If the carrying amount of the reporting unit
exceeds the fair value, then the Company must perform the second
step to determine the implied fair value of the reporting units
goodwill and compare it with its carrying amount. The implied fair
value of goodwill is determined by allocating the fair value of
the reporting unit to all the assets and liabilities of that
reporting unit, as if the reporting unit had been acquired in a
business combination and the fair value of the reporting unit was
the purchase price. If the carrying amount of the goodwill exceeds
the implied fair value, then goodwill impairment is recognized by
writing the goodwill down to its implied fair value.No impairment loss was recognized for any of the periods presented.(ii) Intangibles other than goodwill:Navios Holdings intangible
assets and liabilities consist of favorable lease terms,
unfavorable lease terms, customer relationships, trade name, port
terminal operating rights, backlog assets and liabilities.
The fair value of the trade name was determined based on the
relief from royalty method which values the trade name based on
the estimated amount that a company would have to pay in an arms
length transaction to use that trade name. The asset is being
amortized under the straight line method over 32 years.The fair value of customer relationships was determined based on
the excess earnings method, which relies upon the future cash
flow generating ability of the asset. The asset is amortized under
the straight line method over 20 years.Other intangibles that are being amortized, such as the
amortizable portion of favorable leases, port terminal operating
rights, and backlog assets and liabilities, would be considered
impaired if their carrying value could not be recovered from the
future undiscounted cash flows associated with the asset. Vessel
purchase options, which are included in favorable lease terms, are
not amortized and would be considered impaired if the carrying
value of an option, when added to the option price of the vessel,
exceeded the fair value of the vessel.
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NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
      Intangible assets/liabilities
    
    YearsTrade name
    
    
    21.0Favorable lease terms (*)
    
    
    6.6Unfavorable lease terms (**)
    
    
    4.7Port terminal operating rights
    
    
    30.0Customer relationships
    
    
    20.0Backlog asset  port terminal
    
    
    3.6
 
 (*)
    
    The intangible asset associated with
the favorable lease terms includes
an amount of $53,668 related to
purchase options for the vessels.
This amount is not amortized and
should the purchase options be
exercised, any unamortized portion
of this asset will be capitalized as
part of the cost of the vessel and
will be depreciated over the
remaining useful life of the vessel
(Note 8) and if not exercised, the
intangible will be written off. As
of December 31, 2010, and 2009,
$16,545 and $16,545, respectively,
had been transferred to the
acquisition cost of vessels and as
of December 31, 2009 the amount of
$2,885, had been written off due to
the sale of Navios Sagittarius to
Navios Partners on June 10, 2009.(**)
    
    The intangible liability associated
with the unfavorable lease terms
includes an amount of $15,890
related to purchase options held by
third parties. This amount is not
amortized and if exercised by the
third party the liability will be
included in the calculation of the
gain or loss of the related vessel
and if not exercised, the intangible
will be written off. As of December
31, 2010 and 2009, no purchase
options held by third parties have
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NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 (q)
    
    Foreign Currency Translation:The Companys functional and reporting
currency is the U.S. dollar. The Company engages in worldwide commerce
with a variety of entities. Although, its operations may expose it to
certain levels of foreign currency risk, its transactions are
predominantly U.S. dollar denominated. Additionally, the Companys
subsidiaries in Uruguay, Argentina, Brazil and Paraguay transact a
nominal amount of their operations in Uruguayan pesos, Argentinean
pesos, Reales and Guaranies whereas the Companys wholly-owned vessel
subsidiaries and the vessel management subsidiary transact a nominal
amount of their operations in Euros; however, all of the subsidiaries
primary cash flows are U.S. dollar denominated. Transactions in
currencies other than the functional currency are translated at the
exchange rate in effect at the date of each transaction. Differences
in exchange rates during the period between the date a transaction
denominated in a foreign currency is consummated and the date on which
it is either settled or translated, are recognized in the statement of
income. The foreign currency exchange (losses)/gains recognized in the
consolidated statement of income for each of the years ended December
31, 2010, 2009 and 2008, were $(20), $181 and $(11), respectively.(r)
    
    Provisions:The Company, in the ordinary course of
business, is subject to various claims, suits and
complaints. Management, in consultation with internal and
external advisers, will provide for a contingent loss in
the financial statements if the contingency had been
incurred at the date of the financial statements and the
likelihood of loss was probable and the amount can be
reasonably estimated. If the Company has determined that
the reasonable estimate of the loss is a range and there
is no best estimate within the range, the Company will
provide the lower amount of the range. See Note 14,
Commitments and Contingencies for further discussion.The Company participates in Protection and Indemnity (P&I)
insurance plans provided by mutual insurance associations
known as P&I clubs. Under the terms of these plans,
participants may be required to pay additional premiums
(supplementary calls) to fund operating deficits incurred
by the clubs (back calls). Obligations for back calls
are accrued annually based on information provided by the
clubs.Provisions for estimated losses on uncompleted voyages and
vessels time chartered to others are provided for in the
period in which such losses are determined. At December
31, 2010, the balance for provision for loss making
voyages in progress was $21 (2009: $2,048).(s)
    
    Segment Reporting:Operating segments, as defined, are
components of an enterprise about which separate
financial information is available that is evaluated
regularly by the chief operating decision maker in
deciding how to allocate resources and in assessing
performance. Based on the Companys methods of internal
reporting and management structure, the Company has
three reportable segments: Drybulk Vessel Operations,
Tanker Vessel Operations and Logistics Business. The
Drybulk Vessel Operations business consists of
transportation and handling of bulk cargoes through
ownership, operation, and trading of vessels, freight,
and FFAs. Following the acquisition of Horamar and the
formation of Navios Logistics, the Company has renamed
its Port Terminal Segment to Logistics Business Segment,
to include the activities of Horamar which provides
similar products and services in the region that Navios
existing port facility currently operates. Following
also the formation of Navios Acquisition, the Company
included an additional reportable segment, the Tanker
Vessel Operations business, which consists of
transportation and handling of liquid cargoes through
ownership, operation, and trading of tanker vessels.(t)
    
    Revenue and Expense Recognition:Revenue Recognition:Revenue is recorded
when services are rendered, the Company
has a signed charter agreement or other
evidence of an arrangement, the price is
fixed or determinable, and collection is
reasonably assured. The Company
generates revenue from the following
sources, (1) transportation of cargo,
(2) time charter of vessels and (3) port
terminal operations.Voyage revenues for the transportation
of cargo are recognized ratably over the
estimated relative transit time of each
voyage. A voyage is deemed to commence
when a vessel is available for loading
and is deemed to end upon the completion
of the discharge of the current cargo.
Estimated losses on voyages are provided
for in full at the time such losses
become evident. Under a voyage charter,
the Company agrees to provide a vessel
for the transportation of specific goods
between specific ports in return for
payment of an agreed upon freight rate
per ton of cargo.Profit-sharing revenues are calculated
at an agreed percentage of the excess of
the charterers average daily income
(calculated on a quarterly or
half-yearly basis) over an agreed amount
and accounted for on an accrual basis
based on provisional amounts and for
those contracts that provisional
accruals cannot be made due to the
nature of the profit share elements,
these are accounted for on the actual
cash settlement.
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NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Revenues from time chartering of vessels are accounted for as operating leases
and are thus recognized on a straight line basis as the average revenue over
the rental periods of such charter agreements, as service is performed, except
for loss generating time charters, in which case the loss is recognized in the
period when such loss is determined. A time charter involves placing a vessel
at the charterers disposal for a period of time during which the charterer
uses the vessel in return for the payment of a specified daily hire rate. Short
period charters for less than three months are referred to as spot-charters.
Charters extending three months to a year are generally referred to as medium
term charters. All other charters are considered long term. Under time
charters, operating cost such as for crews, maintenance and insurance are
typically paid by the owner of the vessel.Revenues from port terminal operations consist of an
agreed flat fee per ton and cover the services performed
to unload barges (or trucks), transfer the product into
the silos for temporary storage and then loading the
ocean-going vessels. Revenues are recognized upon
completion of loading the ocean-going vessels.
Additionally, fees are charged for vessel dockage and for
storage time in excess of contractually specified terms.
Dockage revenues are recognized ratably up to completion
of loading. Storage fees are assessed and recognized when
the product remains in the silo storage beyond the
contractually agreed time allowed. Storage fee revenue is
recognized ratably over the storage period and ends when
the product is loaded onto the ocean-going vessel.Forward Freight Agreements (FFAs):Realized gains or
losses from FFAs are recognized monthly concurrent with
cash settlements. In addition, the FFAs are marked to
market quarterly to determine the fair values which
generate unrealized gains or losses. Trading of FFAs could
lead to material fluctuations in the Companys reported
results from operations on a period to period basis. See
Note 12.Deferred Voyage Revenue:Deferred voyage revenue primarily
relates to cash received from charterers prior to it being
earned. These amounts are recognized as revenue over the
voyage or charter period.Time Charter, Voyage and Port Terminal Expense:Time
charter and voyage expenses comprise all expenses related
to each particular voyage, including time charter hire
paid and voyage freight paid, bunkers, port charges, canal
tolls, cargo handling, agency fees and brokerage
commissions. Also included in time charter and voyage
expenses are charterers liability insurances, provision
for losses on time charters and voyages in progress at
year-end, direct port terminal expenses and other
miscellaneous expenses.Direct Vessel Expense:Direct
vessel expenses consist of all
expenses relating to the operation
of vessels, including crewing,
repairs and maintenance,
insurance, stores and lubricants
and miscellaneous expenses such as
communications and amortization of
drydocking and special survey
costs.Prepaid Voyage Costs:Prepaid
voyage costs relate to cash paid
in advance for expenses associated
with voyages. These amounts are
recognized as expense over the
voyage or charter period.(u)
    
    Employee benefits:Pension and retirement
obligations-crew:The Companys
ship-owning subsidiary companies
employ the crew on board under
short-term contracts (usually up
to nine months) and, accordingly,
they are not liable for any
pension or post-retirement
benefits.Provision for employees severance and retirement
compensation:The employees in the Companys
office in Greece are protected by Greek labor law.
Accordingly, compensation is payable to such
employees upon dismissal or retirement. The amount
of compensation is based on the number of years of
service and the amount of remuneration at the date
of dismissal or retirement. If the employees
remain in the employment of the Company until
normal retirement age, they are entitled to
retirement compensation which is equal to 40% of
the compensation amount that would be payable if
they were dismissed at that time. The number of
employees that will remain with the Company until
retirement age is not known. The Company is
required to annually value the statutory
terminations indemnities liability. Management
obtains a valuation from independent actuaries to
assist in the calculation of the benefits. The
Company provides, in full, for the employees
termination indemnities liability. This liability
amounted to $542 and $368 at December 31, 2010 and
2009, respectively.
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NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 U.S. Retirement savings plan:The Company sponsors a
401(k) retirement savings plan, which is categorized as a
defined contribution plan. The plan is available to full
time employees who meet the plans eligibility
requirements. The plan permits employees to make
contributions up to 15% of their annual salary with the
Company matching up to the first 6%. The Company makes
monthly contributions (matching contributions) to the plan
based on amounts contributed by employees. Subsequent to
making the matching contributions, the Company has no
further obligations. The Company may make an additional
discretionary contribution annually if such a contribution
is authorized by the Board of Directors. The plan is
administered by an independent professional firm that
specializes in providing such services. See Note 13.Other post-retirement obligations:The Company has a
legacy pension arrangement for certain Bahamian, Uruguayan
and former Navios Corporation employees. The entitlement
to these benefits is only to these former employees. The
expected costs of these benefits are accrued each year,
using an accounting methodology similar to that for
defined benefit pension plans. These obligations are
valued annually by independent actuaries.Stock-based compensation:On October 18, 2007 and
December 16, 2008, the Compensation Committee of the
Board of Directors authorized the issuance of
restricted common stock, restricted stock units and
stock options in accordance with the Companys stock
option plan for its employees, officers and directors.
The Company awarded shares of restricted common stock
and restricted stock units to its employees, officers
and directors and stock options to its officers and
directors, based on service conditions only, which vest
over two and three years, respectively. On December 17,
2009 and December 16, 2010, the Company authorized the
issuance of shares of restricted common stock,
restricted stock units and stock options in accordance
with the Companys stock option plan for its employees,
officers and directors. The awards on December 17, 2009
and December 16, 2010, of restricted common stock and
restricted stock units to its employees, officers and
directors, vest over three years.The fair value of stock option grants is determined
with reference to option pricing models, principally
adjusted Black-Scholes models. The fair value of
restricted stock and restricted stock units is
determined by reference to the quoted stock price on
the date of grant. Compensation expense, net of
estimated forfeitures, is recognized based on a graded
expense model over the vesting period.(v)
    
    Financial Instruments:Financial instruments carried on
the balance sheet include cash and cash equivalents,
restricted cash, trade receivables and payables, other
receivables and other liabilities, long-term debt and
capital leases. The particular recognition methods
applicable to each class of financial instrument are
disclosed in the applicable significant policy
description of each item, or included below as
applicable.Financial risk management:The Companys
activities expose it to a variety of financial
risks including fluctuations in future freight
rates, time charter hire rates, and fuel prices,
credit and interest rates risk. Risk management is
carried out under policies approved by executive
management. Guidelines are established for overall
risk management, as well as specific areas of
operations.Credit risk:The Company closely monitors its
exposure to customers and counter-parties for
credit risk. The Company has policies in place to
ensure that it trades with customers and
counterparties with an appropriate credit history.
Derivative counter-parties and cash transactions
are limited to high quality credit financial
institutions.Interest rate risk:The Company is party to
interest rate swap agreements. The purpose of the
agreements is to reduce exposure to fluctuations
in interest rates. Any differential to be paid or
received on an interest rate swap agreement is
recognized as a component of gain/loss on
derivatives over the period of the agreement.
Gains and losses on early termination of interest
rate swaps are taken to the consolidated statement
of income. The effective portion of changes in the
fair value of interest rate swap agreements that
are designated and qualify as cash flow hedges are
recognized in equity. The gain or loss relating to
the ineffective portion is recognized in the
statement of income.Liquidity risk:Prudent liquidity risk management
implies maintaining sufficient cash and marketable
securities, the availability of funding through an
adequate amount of committed credit facilities and
the ability to close out market positions. The
Company monitors cash balances adequately to meet
working capital needs.Foreign exchange risk:Foreign currency
transactions are translated into the measurement
currency rates prevailing at the dates of
transactions. Foreign exchange gains and losses
resulting from the settlement of such transactions
and from the translation of monetary assets and
liabilities denominated in foreign currencies are
recognized in the statement of income.
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NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Accounting for derivative financial instruments and hedging activities:The Company enters into drybulk shipping FFAs as economic hedges
relating to identifiable ship and or cargo positions and as economic
hedges of transactions the Company expects to carry out in the normal
course of its shipping business. By utilizing certain derivative
instruments, including drybulk shipping FFAs, the Company manages the
financial risk associated with fluctuating market conditions. In
entering into these contracts, the Company has assumed the risk that
might arise from the possible inability of counterparties to meet the
terms of their contracts.The Company also trades drybulk shipping FFAs which are cleared
through NOS ASA, a Norwegian clearing house and LCH, the London
clearing house. NOS ASA and LCH call for both base and margin
collaterals, which are funded by Navios Holdings, and which in turn
substantially eliminate counterparty risk. Certain portions of these
collateral funds may be restricted at any given time as determined by
NOS ASA and LCH.At the end of each calendar quarter, the fair value of drybulk shipping FFAs
traded over-the-counter are determined from an index published in London,
United Kingdom and the fair value of those FFAs traded with NOS ASA and LCH are
determined from the NOS and LCH valuations accordingly.The Company records all of its derivative financial
instruments and hedges as economic hedges except for
those qualifying for hedge accounting. Gains or losses
of instruments qualifying for hedge accounting as cash
flow hedges are reflected under Accumulated Other
Comprehensive Income/(Loss) in stockholders equity,
while those instruments that do not meet the criteria
for hedge accounting are reflected in the statements of
income. For FFAs that qualify for hedge accounting the
changes in fair values of the effective portion
representing unrealized gain or losses are recorded
under Accumulated Other Comprehensive Income/(Loss)
in stockholders equity while the unrealized gains or
losses of the FFAs not qualifying for hedge accounting
together with the ineffective portion of those
qualifying for hedge accounting, are recorded in the
statement of operations under Gain/(Loss) on
derivatives. The gains/(losses) included in
Accumulated Other Comprehensive Income/(Loss) are
being reclassified to earnings under Revenue in the
statements of income in the same period or periods
during which the hedged forecasted transaction affects
earnings. The reclassification to earnings commenced in
the third quarter of 2006 and extended until December
31, 2008, depending on the period or periods during
which the hedged forecasted transactions affected
earnings. All of the amount included in Accumulated
Other Comprehensive Income/(Loss) had been
reclassified to earnings as of December 31, 2008. For
both years ended December 31, 2010 and 2009, no
losses/gains were included in Accumulated Other
Comprehensive Income/ (Loss), and nothing was
reclassified to earnings. For the year ended December
31, 2008, $19,939 was included in Accumulated Other
Comprehensive Income/ (Loss) and was reclassified to
earnings in 2009.The Company classifies cash flows related to derivative
financial instruments within cash provided by operating
activities in the consolidated statements of cash
flows.(w)
    
    Earnings per Share:Basic earnings per share are
computed by dividing net income attributable to Navios
Holdings common stockholders by the weighted average
number of common shares outstanding during the periods
presented. Diluted earnings per share reflect the
potential dilution that would occur if securities or
other contracts to issue common stock were exercised.
Dilution has been computed by the treasury stock method
whereby all of the Companys dilutive securities (the
warrants and stock options) are assumed to be exercised
and the proceeds used to repurchase common shares at
the weighted average market price of the Companys
common stock during the relevant periods. The
incremental shares (the difference between the number
of shares assumed issued and the number of shares
assumed purchased) shall be included in the denominator
of the diluted earnings per share computation.
Restricted stock and restricted stock units (vested and
unvested) are included in the calculation of the
diluted earnings per share, based on the weighted
average number of restricted stock and restricted stock
units assumed to be outstanding during the period.
Convertibles shares are including in the calculation of
the diluted earnings per share, based on the weighted
average number of convertible shares assumed to be
outstanding during the period.(x)
    
    Income Taxes:The Company is a Marshall Islands
Corporation. Pursuant to various treaties and the
United States Internal Revenue Code, the Company
believes that substantially all its operations are
exempt from income taxes in the Marshall Islands and
United States of America. The tax expense reflected in
the Companys consolidated financial statements for the
year ended December 31, 2007 was attributable to its
subsidiary in Belgium, which was subject to the Belgium
income tax regime (Note 22). In June 2008, Navios
Holdings Belgian subsidiary received a ruling from the
Belgian tax authorities, confirming that provided it
meets certain quantitative criteria, it would be
eligible to be taxed under the tonnage tax system
(rather than the income tax regime up to 2007). The
effect of the ruling was that the deferred taxes
recognized in the balance sheets relating to Kleimar
N.V. (Kleimar) (amounting to $57,249) were reversed
through the statement of income in the second quarter
of 2008.
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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 The tax expense reflected in the Companys consolidated
financial statements for the year ended December 31, 2010
was attributable to its subsidiaries in South America,
which are subject to the Argentinean and Paraguayan income
tax regime.The asset and liability method is used to account for
future income taxes. Under this method, future income tax
assets and liabilities are recognized for the estimated
future tax consequences attributable to differences
between the financial statement carrying amounts and the
tax bases of assets and liabilities. Future income tax
assets and liabilities are measured using enacted tax
rates in effect for the year in which those temporary
differences are expected to be recovered or settled. The
effect on future income tax assets and liabilities of a
change in tax rates is recognized in income in the period
that includes the enactment date. A deferred tax asset is
recognized for temporary differences that will result in
deductible amounts in future years. A valuation allowance
is recognized if, based on the weight of available
evidence, it is more likely than not that some portion or
all of the deferred tax asset will not be realized.(y)
    
    Dividends:Dividends are recorded in the Companys financial
statements in the period in which they are declared. At December 31,
2010, the dividend declared relating to the third quarter of 2010 of
approximately $6,094 was paid on January 4, 2011, and thus it is
recorded on the consolidated balance sheets as a current liability.On November 8, 2010, the Board of Directors of Navios Acquisition
declared a quarterly cash dividend for the third quarter of 2010 of
$0.05 per share of common stock. The dividend was paid on January 12,
2011 to stockholders of record as of December 8, 2010. Dividend
payable to third parties amounting to $1,120 is recorded on the
consolidated balance sheets as a current liability.(z)
    
    Guarantees:A liability for the fair value of the
obligation undertaken in issuing the guarantee is
recognized. The recognition of fair value is not
required for certain guarantees such as the parents
guarantee of a subsidiarys debt to a third party or
guarantees on product warranties. For those guarantees
excluded from the above guidance, fair value
recognition provision, financial statement disclosures
of their terms are made.(aa)
    
    Leases:Vessel leases where Navios Holdings is
regarded as the lessor are classified as either
finance leases or operating leases based on an
assessment of the terms of the lease. For charters
classified as finance type leases the minimum lease
payments are recorded as the gross investment in the
lease. The difference between the gross investment in
the lease and the sum of the present values of the two
components of the gross investment is recorded as
unearned income which is amortized to income over the
lease term as finance lease interest income to produce
a constant periodic rate of return on the net
investment in the lease.(ab)
    
    Accounting for the acquisition of Horamar:The Company
accounted for the acquisition of Horamar Group (as
described in Note 3) as a partial sale of CNSA to the
noncontrolling shareholders of Navios Logistics, and a
partial acquisition of Horamar. Accordingly in 2008, a
gain was recognized by Navios for the portion of CNSA
sold amounting to $2,702. Horamars assets and
liabilities were revalued to 100% of their respective
fair values, CNSAs assets and liabilities were
recorded at carryover basis, reflecting the common
control nature of the transaction. The contingent shares consideration has been fully accounted at
December 31, 2010.(ac)
    
    Treasury Stock:Treasury stock is accounted for using
the cost method. Excess of the purchase price of the
treasury stock acquired, plus direct acquisition costs
over its par value is recorded in additional paid-in
capital.(ad)
    
    Trade Accounts receivable:The amount shown as
accounts receivable, trade, at each balance sheet
date, includes receivables from charterers for hire,
freight and demurrage billings and FFA counterparties,
net of a provision for doubtful accounts. At each
balance sheet date, all potentially uncollectible
accounts are assessed individually for purposes of
determining the appropriate provision for doubtful
accounts.
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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 (ae)
    
    Convertible Preferred Stock :2% Mandatorily Convertible Preferred
Stock (Preferred Stock) are recorded at fair market value on
issuance. The fair market value is determined using a binomial
valuation model. The model which is used takes into account the
credit spread of the Company, the volatility of its stock, as well as
the price of its stock at the issuance date. Each preferred share has
a par value of $0.0001. Each holder of Preferred Stock is entitled to
receive an annual dividend equal to 2% on the nominal value of the
Preferred Stock, payable quarterly, until such time as the Preferred
Stock converts into common stock. Five years after the issuance date
all Preferred Stock shall automatically convert into shares of common
stock at a conversion price equal to $10.00 per preferred share. At
any time following the third anniversary from their issuance date, if
the closing price of the common stock has been at least $20.00 per
share, for 10 consecutive business days, the remaining balance of the
then-outstanding preferred shares shall automatically convert at a
conversion price equal to $14.00 per share of common stock. The
holders of Preferred Stock are entitled, at their option, at any time
following their issuance date and prior to their final conversion
date, to convert all or any such then-outstanding preferred shares
into common stock at a conversion price equal to $14.00 per preferred
share.(af)
    
    Investment in available for sale securities:The Company
classifies its existing marketable equity securities as
available-for-sale. These securities are carried at fair value,
with unrealized gains and losses excluded from earnings and
reported directly in stockholders equity as a component of
other comprehensive income (loss) unless an unrealized loss is
considered other-than-temporary, in which case it is
transferred to the statements of income. Management evaluates
securities for other than temporary impairment (OTTI) on a
quarterly basis. Consideration is given to (1) the length of
time and the extent to which the fair value has been less than
cost, (2) the financial condition and near-term prospects of the
investee, and (3) the intent and ability of the Company to
retain its investment in the investee for a period of time
sufficient to allow for any anticipated recovery in fair value.(ag)
    
    Financial Instruments and Fair Value:The Company adopted
guidance on Fair Value Measurements as of January 1, 2008.
According to this guidance, a fair value hierarchy that
prioritizes the inputs to valuation techniques used to measure
fair value. The hierarchy gives the highest priority to
unadjusted quoted prices in active markets for identical assets
or liabilities (level 1 measurements) and the lowest priority to
unobservable inputs (level 3 measurements). The three levels of
the fair value hierarchy under guidance on Fair Value
Measurements are described below:
 Basis of Fair Value Measurement
     (ah)
    
    Recent Accounting Pronouncements:Fair Value DisclosuresIn January 2010, the FASB issued amended standard
requiring additional fair value disclosures. The amended
standards require disclosures of transfers in and out of
Levels 1 and 2 of the fair value hierarchy, as well as
requiring gross basis disclosures for purchases, sales,
issuances and settlements within the Level 3
reconciliation. Additionally, the update clarifies the
requirement to determine the level of disaggregation for
fair value measurement disclosures and to disclose
valuation techniques and inputs used for both recurring
and nonrecurring fair value measurements in either Level 2
or Level 3. Navios Holdings adopted the new guidance in
the first quarter of fiscal year 2010, except for the
disclosures related to purchases, sales, issuance and
settlements within level 3, which will be effective for
Navios Holdings beginning in the first quarter of fiscal
year 2011. The adoption of the new standard did not have a
significant impact on Navios Holdings consolidated
financial statements.
 F-26




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Measuring Liabilities at Fair ValueIn August 2009, the FASB released new guidance concerning
measuring liabilities at fair value. The new guidance provides
clarification that in circumstances in which a quoted price in
an active market for the identical liability is not available, a
reporting entity is required to measure fair value using certain
valuation techniques. Additionally, it clarifies that a
reporting entity is not required to adjust the fair value of a
liability for the existence of a restriction that prevents the
transfer of the liability. This new guidance is effective for
the first reporting period after its issuance. The application
of this new guidance did not have a significant impact on Navios
Holdings consolidated financial statements.Determining the Primary Beneficiary of a Variable Interest EntityIn June 2009, the FASB issued new guidance concerning the
determination of the primary beneficiary of a variable interest
entity (VIE). This new guidance amends current U.S. GAAP by:
requiring ongoing reassessments of whether an enterprise is the
primary beneficiary of a VIE; amending the quantitative approach
previously required for determining the primary beneficiary of
the VIE; modifying the guidance used to determine whether an
entity is a VIE; adding an additional reconsideration event
(e.g., troubled debt restructurings) for determining whether an
entity is a VIE; and requiring enhanced disclosures regarding an
entitys involvement with a VIE. This new guidance was effective
for Navios Holdings beginning in its first quarter of fiscal
year 2010 and its adoption did not have any significant effect
on its financial position, results of operations, or cash flows.
Navios Holdings will continue to consider the impacts of this
new guidance on an on-going basis.Transfers of Financial AssetsIn June 2009, the FASB issued new guidance concerning the
transfer of financial assets. This guidance amends the
criteria for a transfer of a financial asset to be
accounted for as a sale, creates more stringent conditions
for reporting a transfer of a portion of a financial asset
as a sale, changes the initial measurement of a
transferors interest in transferred financial assets,
eliminates the qualifying special-purpose entity concept
and provides for new disclosures. This new guidance was
effective for Navios Holdings for transfers of financial
assets beginning in its first quarter of fiscal year 2010
and its adoption did not have any significant effect on
its financial position, results of operations, or cash
flows.Subsequent EventsIn February 2010, the FASB issued amended guidance on
subsequent events. Securities and Exchange Commission
filers are no longer required to disclose the date through
which subsequent events have been evaluated in originally
issued and revised financial statements. This guidance was
effective immediately and Navios Holdings adopted these
new requirements in the first quarter of fiscal year 2010.Supplementary Pro Forma Information for Business CombinationsIn December 2010, the FASB issued an amendment of the Accounting
Standards Codification regarding Business Combinations. This
amendment affects any public entity as defined by Topic 805 that
enters into business combinations that are material on an individual
or aggregate basis. The amendments specify that if a public entity
presents comparative financial statements, the entity should
disclose revenue and earnings of the combined entity as though the
business combination(s) that occurred during the current year had
occurred as of the beginning of the comparable prior annual
reporting period only. The amendments in this Update also expand
the supplemental pro forma disclosures under Topic 805 to include a
description of the nature and amount of material, nonrecurring pro
forma adjustments directly attributable to the business combination
included in the reported pro forma revenue and earnings. The
amendments are effective for business combinations for which the
acquisition date is on or after the beginning of the first annual
reporting period beginning on or after December 15, 2010. Early
adoption is permitted. Navios Holdings adopted these new
requirements in fiscal year 2010.
 NOTE 3: ACQUISITIONS
 Navios Acquisition acquired assets from Navios Holdings upon de-SPAC-ing
  F-27




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
    As of May 28, 2010Tangible assetsDeposits for vessel acquisitions
    
    $
    175,005Intangible assetsPurchase options
    
    
    3,158Working capitalWorking capital
    
    
    (1,324
    )Cash and cash equivalents
    
    
    66,355Restricted cash
    
    
    35,596100,627Long term liabilitiesLiability relating to shipbuilding contracts
    
    
    (3,158
    )Long-term debt
    
    
    (132,987
    )(136,145
    )Total net assets acquired
    
    
    142,645Goodwill
    
    
    13,143$
    155,788ConsiderationNavios Holdings investment in Navios Acquisition
    
    
    95,232Noncontrolling interest
    
    
    60,556Total
    
    $
    155,788
   F-28




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 VLCC Acquisition
     VLCC AcquisitionPurchase price:Cash consideration
    
    $
    134,270Equity issuance
    
    
    10,745Total purchase price
    
    
    145,015Fair value of assets and liabilities acquired:Vessels
    
    
    419,500Deposits for vessel acquisition
    
    
    62,575Favorable lease terms
    
    
    57,070Current assets, including cash of $32,232
    
    
    35,716Current liabilities
    
    
    (15,155
    )Long term debt assumed (including current portion)
    
    
    (410,451
    )Unfavorable lease terms
    
    
    (5,819
    )Fair value of net assets acquired
    
    
    143,436Goodwill
    
    $
    1,579
  Weighted average
    
    December 31,amortization
    
    2010(years)
    
    AmortizationFavorable lease terms
    
    
    12.5
    
    
    $
    (4,566
    )Unfavorable lease terms
    
    
    8.5
    
    
    
    683
  AccumulatedGross Amount
    
    
    Depreciation
    
    
    Net AmountDescriptionFavorable lease terms
    
    $
    57,070
    
    
    $
    (1,236
    )
    
    $
    55,834Unfavorable lease terms
    
    
    (5,819
    )
    
    
    208
    
    
    
    (5,611
    )Balance December 31, 2010
    
    $
    51,251
    
    
    $
    (1,028
    )
    
    $
    50,223
  F-29




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
    Acquisition of Horamar Group
       F-30




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NOTE 4: CASH AND CASH EQUIVALENTS
  December 31,
    
    
    December 31,2010
    
    
    2009Cash on hand and at banks
    
    $
    114,615
    
    
    $
    60,316Short-term deposits and highly liquid funds
    
    
    92,795
    
    
    
    113,617Total cash and cash equivalents
    
    $
    207,410
    
    
    $
    173,933
  NOTE 5: ACCOUNTS RECEIVABLE, NET
  December 31,
    
    
    December 31,2010
    
    
    2009Accounts receivable
    
    $
    79,023
    
    
    $
    89,084Less: provision for doubtful receivables
    
    
    (8,635
    )
    
    
    (10,580
    )Accounts receivables, net
    
    $
    70,388
    
    
    $
    78,504
  Balance at
    
    Charges to
    
    
    
    
    
    Balance atBeginning of
    
    Costs and
    
    Amount
    
    End ofAllowance for doubtful receivables
    
    Period
    
    expenses
    
    Utilized
    
    PeriodYear ended December 31, 2008
    
    $
    (5,675
    )
    
    $
    (2,668
    )
    
    $
    
    
    
    $
    (8,343
    )Year ended December 31, 2009
    
    $
    (8,343
    )
    
    $
    (2,237
    )
    
    $
    
    
    
    $
    (10,580
    )Year ended December 31, 2010
    
    $
    (10,580
    )
    
    $
    (4,660
    )
    
    $
    6,605
    
    
    $
    (8,635
    )
  NOTE 6: PREPAID EXPENSES AND OTHER CURRENT ASSETS
  December 31,
    
    
    December 31,2010
    
    
    2009Prepaid voyage costs
    
    $
    7,536
    
    
    $
    1,825Claim receivables, net
    
    
    2,721
    
    
    
    3,907Advances to agents
    
    
    349
    
    
    
    937Inventories
    
    
    19,425
    
    
    
    13,716Prepaid taxes
    
    
    1,833
    
    
    
    2,526Contributions from noncontrolling shareholders
    
    
    
    
    
    
    2,302Other
    
    
    1,490
    
    
    
    2,517Total prepaid expenses and other current assets
    
    $
    33,354
    
    
    $
    27,730
  F-31




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NOTE 7: VESSELS, PORT TERMINAL AND OTHER FIXED ASSETS
 Accumulated
    
    
    Net BookVessels
    
    Cost
    
    
    Depreciation
    
    
    ValueBalance December 31, 2007
    
    $
    433,302
    
    
    $
    (34,173
    )
    
    $
    399,129Additions
    
    
    133,932
    
    
    
    (20,368
    )
    
    
    113,564Disposals
    
    
    (28,647
    )
    
    
    219
    
    
    
    (28,428
    )Balance December 31, 2008
    
    
    538,587
    
    
    
    (54,322
    )
    
    
    484,265Additions
    
    
    883,108
    
    
    
    (32,498
    )
    
    
    850,610Disposals
    
    
    (30,975
    )
    
    
    5,844
    
    
    
    (25,131
    )Balance December 31, 2009
    
    
    1,390,720
    
    
    
    (80,976
    )
    
    
    1,309,744Additions
    
    
    544,234
    
    
    
    (54,581
    )
    
    
    489,653Disposals
    
    
    (386,571
    )
    
    
    8,475
    
    
    
    (378,096
    )Balance December 31, 2010
    
    $
    1,548,383
    
    
    $
    (127,082
    )
    
    $
    1,421,301
 Accumulated
    
    
    Net BookPort Terminals
    
    Cost
    
    
    Depreciation
    
    
    ValueBalance December 31, 2007
    
    $
    27,098
    
    
    $
    (2,149
    )
    
    $
    24,949Acquisition of subsidiary (Note 3)
    
    
    12,557
    
    
    
    
    
    
    
    12,557Additions
    
    
    4,770
    
    
    
    (1,730
    )
    
    
    3,040Balance December 31, 2008
    
    
    44,425
    
    
    
    (3,879
    )
    
    
    40,546Additions
    
    
    3,045
    
    
    
    (2,244
    )
    
    
    801Transfer to port terminals
    
    
    12,659
    
    
    
    (437
    )
    
    
    12,222Balance December 31, 2009
    
    
    60,129
    
    
    
    (6,560
    )
    
    
    53,569Additions
    
    
    5,129
    
    
    
    (2,471
    )
    
    
    2,658Balance December 31, 2010
    
    $
    65,258
    
    
    $
    (9,031
    )
    
    $
    56,227
 Accumulated
    
    
    Net BookTanker vessels, barges and push boats (Navios Logistics)
    
    Cost
    
    
    Depreciation
    
    
    ValueBalance December 31, 2007
    
    $
    
    
    
    $
    
    
    
    $
    Acquisition of subsidiary (Note 3)
    
    
    126,732
    
    
    
    
    
    
    
    126,732Additions
    
    
    93,941
    
    
    
    (13,436
    )
    
    
    80,505Balance December 31, 2008
    
    
    220,673
    
    
    
    (13,436
    )
    
    
    207,237Additions
    
    
    30,829
    
    
    
    (16,049
    )
    
    
    14,780Disposals
    
    
    (392
    )
    
    
    250
    
    
    
    (142
    )Transfer to port terminals
    
    
    (12,659
    )
    
    
    437
    
    
    
    (12,222
    )Balance December 31, 2009
    
    
    238,451
    
    
    
    (28,798
    )
    
    
    209,653Additions
    
    
    40,453
    
    
    
    (13,886
    )
    
    
    26,567Disposals
    
    
    (67
    )
    
    
    47
    
    
    
    (20
    )Balance December 31, 2010
    
    $
    278,837
    
    
    $
    (42,637
    )
    
    $
    236,200
 Accumulated
    
    
    Net BookTanker vessels (Navios Acquisition)
    
    Cost
    
    
    Depreciation
    
    
    ValueBalance December 31, 2009
    
    $
    
    
    
    $
    
    
    
    $
    Vessels delivered from initial acquisition
    
    
    119,251
    
    
    
    (2,024
    )
    
    
    117,227VLCC Acquisition (Note 3)
    
    
    419,500
    
    
    
    (7,068
    )
    
    
    412,432Balance December 31, 2010
    
    $
    538,751
    
    
    $
    (9,092
    )
    
    $
    529,659
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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
  Accumulated
    
    
    Net BookOther fixed assets
    
    Cost
    
    
    Depreciation
    
    
    ValueBalance December 31, 2007
    
    $
    2,652
    
    
    $
    (1,139
    )
    
    $
    1,513Acquisition of subsidiary (Note 3)
    
    
    2,106
    
    
    
    
    
    
    
    2,106Disposals
    
    
    (258
    )
    
    
    258
    
    
    
    Additions
    
    
    2,466
    
    
    
    (1,039
    )
    
    
    1,427Balance December 31, 2008
    
    
    6,966
    
    
    
    (1,920
    )
    
    
    5,046Additions
    
    
    592
    
    
    
    (734
    )
    
    
    (142
    )Disposals
    
    
    (345
    )
    
    
    216
    
    
    
    (129
    )Write off of fully depreciated assets
    
    
    (673
    )
    
    
    673
    
    
    
    Balance December 31, 2009
    
    
    6,540
    
    
    
    (1,765
    )
    
    
    4,775Additions
    
    
    2,389
    
    
    
    (822
    )
    
    
    1,567Disposals
    
    
    (162
    )
    
    
    110
    
    
    
    (52
    )Balance December 31, 2010
    
    $
    8,767
    
    
    $
    (2,477
    )
    
    $
    6,290
 Accumulated
    
    
    Net BookTotal
    
    Cost
    
    
    Depreciation
    
    
    ValueBalance December 31, 2007
    
    $
    463,052
    
    
    $
    (37,461
    )
    
    $
    425,591Acquisition of subsidiary (Note 3)
    
    
    141,395
    
    
    
    
    
    
    
    141,395Additions
    
    
    235,109
    
    
    
    (36,573
    )
    
    
    198,536Disposals
    
    
    (28,905
    )
    
    
    477
    
    
    
    (28,428
    )Balance December 31, 2008
    
    
    810,651
    
    
    
    (73,557
    )
    
    
    737,094Additions
    
    
    917,574
    
    
    
    (51,525
    )
    
    
    866,049Disposals
    
    
    (31,712
    )
    
    
    6,310
    
    
    
    (25,402
    )Write off of fully depreciated assets
    
    
    (673
    )
    
    
    673
    
    
    
    Balance December 31, 2009
    
    
    1,695,840
    
    
    
    (118,099
    )
    
    
    1,577,741Additions
    
    
    1,130,956
    
    
    
    (80,852
    )
    
    
    1,050,104Disposals
    
    
    (386,800
    )
    
    
    8,632
    
    
    
    (378,168
    )Balance December 31, 2010
    
    $
    2,439,996
    
    
    $
    (190,319
    )
    
    $
    2,249,677
 Sale of Vessels
        F-33




---



##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Vessel Acquisitions
           F-34




---



##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
      Deposits for Vessel Acquisitions
    Navios Acquisition
    F-35




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
   Navios Logistics
          F-36




---



##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NOTE 8: INTANGIBLE ASSETS OTHER THAN GOODWILL
  Navios Holdings (excluding Navios Acquisition)
 Accumulated
    
    
    Disposal/Transfer to
    
    
    Net Book ValueAcquisition Cost
    
    
    Amortization
    
    
    vessel cost
    
    
    December 31, 2010Trade name
    
    $
    100,420
    
    
    $
    (18,172
    )
    
    $
    
    
    
    $
    82,248Port terminal operating rights
    
    
    34,060
    
    
    
    (4,605
    )
    
    
    
    
    
    
    29,455Customer relationships
    
    
    35,490
    
    
    
    (5,323
    )
    
    
    
    
    
    
    30,167Favorable construction contracts
    
    
    7,600
    
    
    
    
    
    
    
    (7,600
    )
    
    
    Favorable lease terms (*)(**)
    
    
    250,674
    
    
    
    (123,178
    )
    
    
    (655
    )
    
    
    126,841Total Intangible assets
    
    
    428,244
    
    
    
    (151,278
    )
    
    
    (8,255
    )
    
    
    268,711Unfavorable lease terms (***)
    
    
    (127,513
    )
    
    
    76,249
    
    
    
    
    
    
    
    (51,264
    )Total
    
    $
    300,731
    
    
    $
    (75,029
    )
    
    $
    (8,255
    )
    
    $
    217,447
 Navios Acquisition
 Accumulated
    
    
    Disposal/Transfer
    
    
    Net Book ValueAcquisition Cost
    
    
    Amortization
    
    
    To vessel cost
    
    
    December 31, 2010Favorable lease terms
    
    
    60,228
    
    
    
    (1,236
    )
    
    
    
    
    
    
    58,992Total intangible assets
    
    
    60,228
    
    
    
    (1,236
    )
    
    
    
    
    
    
    58,992Unfavorable lease terms
    
    
    (5,819
    )
    
    
    208
    
    
    
    
    
    
    
    (5,611
    )Total
    
    $
    54,409
    
    
    $
    (1,028
    )
    
    $
    
    
    
    $
    53,381
 Total Navios Holdings
 Accumulated
    
    
    Disposal/Transfer to
    
    
    Net Book ValueAcquisition Cost
    
    
    Amortization
    
    
    vessel cost
    
    
    December 31, 2010Total intangible assets
    
    $
    488,472
    
    
    $
    (152,514
    )
    
    $
    (8,255
    )
    
    $
    327,703Total unfavorable lease terms
    
    
    (133,332
    )
    
    
    76,457
    
    
    
    
    
    
    
    (56,875
    )Total
    
    $
    355,140
    
    
    $
    (76,057
    )
    
    $
    (8,255
    )
    
    $
    270,828
 Total Navios Holdings
 Accumulated
    
    
    Disposal/Transfer to
    
    
    Net Book ValueAcquisition Cost
    
    
    Amortization
    
    
    vessel cost
    
    
    December 31, 2009Trade name
    
    $
    100,420
    
    
    $
    (14,320
    )
    
    $
    
    
    
    $
    86,100Port terminal operating rights
    
    
    34,060
    
    
    
    (3,678
    )
    
    
    
    
    
    
    30,382Customer relationships
    
    
    35,490
    
    
    
    (3,549
    )
    
    
    
    
    
    
    31,941Favorable construction contracts
    
    
    7,600
    
    
    
    
    
    
    
    (3,200
    )
    
    
    4,400Favorable lease terms (**)
    
    
    255,816
    
    
    
    (103,760
    )
    
    
    (4,308
    )
    
    
    147,748Total intangible assets
    
    
    433,386
    
    
    
    (125,307
    )
    
    
    (7,508
    )
    
    
    300,571Unfavorable lease terms (***)
    
    
    (130,523
    )
    
    
    71,320
    
    
    
    
    
    
    
    (59,203
    )Backlog assets
    
    
    14,830
    
    
    
    (14,830
    )
    
    
    
    
    
    
    Total
    
    $
    317,693
    
    
    $
    (68,817
    )
    
    $
    (7,508
    )
    
    $
    241,368
 F-37




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 
 (*)
    
    On April 28, 2010, the Navios Vector, a 50,296 dwt Ultra-Handymax
vessel and former long-term chartered-in vessel in operation, was
delivered to Navios Holdings owned fleet. The unamortized amount of
$655 of the Navios Vectors favorable lease was included as an
adjustment to the carrying value of the vessel.(**)
    
    The intangible asset associated with the favorable lease terms
includes an amount of $53,668 related to purchase options for the
vessels. This amount is not amortized and should the purchase
options be exercised, any unamortized portion of this asset will be
capitalized as part of the cost of the vessel and will be
depreciated over the remaining useful life of the vessel (Note 8)
and if not exercised, the intangible will be written off. As of
December 31, 2010, and 2009, $16,545 and $16,545, respectively, had
been transferred to the acquisition cost of vessels and as of
December 31, 2009 the amount of $2,885, had been written off due to
the sale of Navios Sagittarius to Navios Partners on June 10, 2009.(***)
    
    The intangible liability associated with the unfavorable lease terms
includes an amount of $15,890 related to purchase options held by
third parties. This amount is not amortized and if exercised by the
third party the liability will be included in the calculation of the
gain or loss of the related vessel and if not exercised, the
intangible will be written off. As of December 31, 2010 and 2009, no
purchase options held by third parties have been exercised.
 Amortization
    
    
    Amortization
    
    
    AmortizationExpense
    
    
    Expense
    
    
    ExpenseYear Ended
    
    
    Year Ended
    
    
    Year EndedDecember 31,
    
    
    December 31,
    
    
    December 31,2010
    
    
    2009
    
    
    2008Trade name
    
    $
    (3,852
    )
    
    $
    (3,853
    )
    
    $
    (3,860
    )Port terminal operating rights
    
    
    (927
    )
    
    
    (927
    )
    
    
    (929
    )Customer relationships
    
    
    (1,774
    )
    
    
    (1,774
    )
    
    
    (1,774
    )Favorable lease terms
    
    
    (21,488
    )
    
    
    (33,243
    )
    
    
    (34,015
    )Unfavorable lease terms
    
    
    8,147
    
    
    
    17,481
    
    
    
    22,543Backlog assets
    
    
    
    
    
    
    (44
    )
    
    
    (2,454
    )Total
    
    $
    (19,894
    )
    
    $
    (22,360
    )
    
    $
    (20,489
    )
  Within oneDescription
    
    year
    
    
    Year Two
    
    
    Year Three
    
    
    Year Four
    
    
    Year Five
    
    
    Thereafter
    
    
    TotalNavios Holdings (excluding Navios Acquisition)Trade name
    
    $
    3,853
    
    
    $
    3,860
    
    
    $
    3,853
    
    
    $
    3,853
    
    
    $
    3,853
    
    
    $
    62,976
    
    
    $
    82,248Favorable lease terms
    
    
    17,661
    
    
    
    17,670
    
    
    
    14,328
    
    
    
    12,879
    
    
    
    11,510
    
    
    
    21,713
    
    
    
    95,761Unfavorable lease terms
    
    
    (6,439
    )
    
    
    (6,136
    )
    
    
    (5,131
    )
    
    
    (4,933
    )
    
    
    (3,545
    )
    
    
    (9,190
    )
    
    
    (35,374
    )Port terminal
operating rights
    
    
    925
    
    
    
    930
    
    
    
    926
    
    
    
    925
    
    
    
    925
    
    
    
    24,824
    
    
    
    29,455Customer relationships
    
    
    1,775
    
    
    
    1,775
    
    
    
    1,775
    
    
    
    1,775
    
    
    
    1,775
    
    
    
    21,292
    
    
    
    30,16717,775
    
    
    
    18,099
    
    
    
    15,751
    
    
    
    14,499
    
    
    
    14,518
    
    
    
    121,615
    
    
    
    202,257Navios AcquisitionFavorable lease terms
    
    
    4,856
    
    
    
    5,418
    
    
    
    5,418
    
    
    
    5,135
    
    
    
    4,959
    
    
    
    30,048
    
    
    
    55,834Unfavorable lease terms
    
    
    (683
    )
    
    
    (683
    )
    
    
    (683
    )
    
    
    (683
    )
    
    
    (683
    )
    
    
    (2,196
    )
    
    
    (5,611
    )4,173
    
    
    
    4,735
    
    
    
    4,735
    
    
    
    4,452
    
    
    
    4,276
    
    
    
    27,852
    
    
    
    50,223Total
    
    $
    21,948
    
    
    $
    22,834
    
    
    $
    20,486
    
    
    $
    18,951
    
    
    $
    18,794
    
    
    $
    149,467
    
    
    $
    252,480
  F-38




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NOTE 9: INVESTMENT IN AFFILIATES
 Navios Maritime Partners L.P.
      Acropolis Chartering and Shipping Inc.
  Navios Maritime Acquisition Corporation
  F-39




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
   December 31, 2010
    
    December 31, 2009Navios
    
    Navios
    
    
    
    
    
    Navios
    
    NaviosBalance Sheet
    
    Partners
    
    Acquisition
    
    Acropolis
    
    Partners
    
    Acquisition
    
    AcropolisCurrent assets
    
    $
    55,612
    
    
    $
    
    
    
    $
    1,018
    
    
    $
    92,579
    
    
    $
    142
    
    
    $
    2,067Non-current assets
    
    
    785,273
    
    
    
    
    
    
    
    30
    
    
    
    344,177
    
    
    
    251,493
    
    
    
    35Current liabilities
    
    
    45,425
    
    
    
    
    
    
    
    228
    
    
    
    13,351
    
    
    
    9,356
    
    
    
    243Non-current liabilities
    
    
    303,957
    
    
    
    
    
    
    
    
    
    
    
    215,415
    
    
    
    
    
    
    
    
 Year Ended
    
    Year Ended
    
    Year EndedDecember 31, 2010
    
    December 31, 2009
    
    December 31, 2008Navios
    
    Navios
    
    
    
    
    
    Navios
    
    Navios
    
    
    
    
    
    Navios
    
    NaviosIncome Statement
    
    Partners
    
    Acquisition
    
    Acropolis
    
    Partners
    
    Acquisition
    
    Acropolis
    
    Partners
    
    Acquisition
    
    AcropolisRevenue
    
    $
    143,231
    
    
    $
    
    
    
    $
    2,934
    
    
    $
    92,643
    
    
    $
    
    
    
    $
    3,260
    
    
    $
    75,082
    
    
    $
    
    
    
    $
    8,423Net Income/(loss)
    
    
    60,511
    
    
    
    
    
    
    
    1,720
    
    
    
    34,322
    
    
    
    (648
    )
    
    
    2,329
    
    
    
    28,758
    
    
    
    1,047
    
    
    
    4,558
 NOTE 10: ACCRUED EXPENSES
  December 31,
    
    
    December 31,2010
    
    
    2009Payroll
    
    $
    9,624
    
    
    $
    6,827Accrued interest
    
    
    19,102
    
    
    
    13,573Accrued voyage expenses
    
    
    12,421
    
    
    
    12,979Accrued running costs
    
    
    5,920
    
    
    
    3,743Provision for losses on voyages in progress
    
    
    21
    
    
    
    2,048Audit fees and related services
    
    
    506
    
    
    
    64Accrued taxes
    
    
    2,840
    
    
    
    2,195Professional fees
    
    
    2,841
    
    
    
    1,651Other accrued expenses
    
    
    9,142
    
    
    
    4,950Total accrued expenses
    
    $
    62,417
    
    
    $
    48,030
 F-40




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NOTE 11: BORROWINGS
  December 31,
    
    
    December 31,Navios Holdings loans
    
    2010
    
    
    2009Loan Facility HSH Nordbank and Commerzbank A.G.
    
    $
    62,961
    
    
    $
    146,810Revolver Facility HSH Nordbank and Commerzbank A.G.
    
    
    15,745
    
    
    
    23,893Commerzbank A.G.
    
    
    111,496
    
    
    
    174,055Dekabank Deutsche Girozentrale
    
    
    91,000
    
    
    
    120,000Loan Facility Emporiki Bank ($154,000)
    
    
    61,380
    
    
    
    113,870Loan Facility Emporiki Bank ($75,000)
    
    
    75,000
    
    
    
    61,671Loan DVB Bank ($21,000)
    
    
    
    
    
    
    16,240Emporiki Bank ($40,000)
    
    
    28,000
    
    
    
    Loan DNB NOR Bank ($40,000)
    
    
    19,000
    
    
    
    Loan DNB NOR Bank
    
    
    60,700
    
    
    
    66,500Loan facility Marfin Egnatia Bank
    
    
    
    
    
    
    34,025Convertible debt
    
    
    
    
    
    
    33,500Unsecured bond
    
    
    20,000
    
    
    
    20,000Ship mortgage notes
    
    
    400,000
    
    
    
    400,000Senior notes
    
    
    300,000
    
    
    
    300,000Total Navios Holdings loans
    
    $
    1,245,282
    
    
    $
    1,510,564
 December 31,
    
    
    December 31,Navios Logistics loans
    
    2010
    
    
    2009Loan Marfin Egnatia Bank
    
    $
    70,000
    
    
    $
    70,000Other long-term loans
    
    
    57,423
    
    
    
    50,393Total Navios Logistics loans
    
    $
    127,423
    
    
    $
    120,393
 December 31,
    
    
    December 31,Navios Acquisition loans
    
    2010
    
    
    2009Deutsche Schifsbank AG, Alpha Bank AE, Credit Agricole Corporate and Investment Bank
    
    $
    107,236
    
    
    $
    BNP Paribas S.A. and DVB Bank SE
    
    
    36,175
    
    
    
    DVB Bank SE and ABN AMRO Bank N.V.
    
    
    50,207
    
    
    
    Marfin Egnatia Bank
    
    
    80,000
    
    
    
    Eurobank Ergasias S.A. $52,000
    
    
    22,800
    
    
    
    Eurobank Ergasias S.A. $52,000
    
    
    13,000
    
    
    
    Ship Mortgage Notes
    
    
    400,000
    
    
    
    Total Navios Acquisition loans
    
    $
    709,418
    
    
    $
    
 F-41




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 December 31,
    
    
    December 31,Total Navios Holdings loans (including Navios Acquisition and Navios Logistics loans)
    
    2010
    
    
    2009Total borrowings
    
    $
    2,082,123
    
    
    $
    1,630,957Less: unamortized discount
    
    
    (6,213
    )
    
    
    (8,251
    )Less: current portion
    
    
    (63,297
    )
    
    
    (59,804
    )Total long-term borrowings
    
    $
    2,012,613
    
    
    $
    1,562,902
 Senior Notes:
 Ship Mortgage Notes:
 F-42




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
  Loan Facilities:
  HSH/Commerzbank Facility:
       Emporiki Facilities:
 F-43




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
    DNB Facilities:
  Dekabank Facility:
 Convertible Debt:
  F-44




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Marfin Facility:
 Commerzbank Facility:
 Unsecured Bond:
 DVB Facility:
 Navios Acquisition loans:
 Ship Mortgage Notes:
   F-45




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
  Credit Facilities
 Deutsche Schiffsbank AG, Alpha Bank A.E., and Credit Agricole Corporate and Investment Bank:
 BNP Paribas SA Bank and DVB Bank S.E.:
 DVB Bank S.E. and ABN AMRO Bank N.V.:
 Marfin Egnatia Bank:
 Eurobank Ergasias S.A
 Eurobank Ergasias S.A.:
 The VLCC Acquisition Credit Facilities
   F-46




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
      F-47




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
  Navios Logistics loans:
 Marfin Facility
  Joint Venture Indebtedness
      F-48




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Other Indebtedness
    Amount in thousands ofYear
    
    USD2011
    
    $
    63,2972012
    
    
    226,8082013
    
    
    58,2452014
    
    
    407,5452015
    
    
    70,4752016 and thereafter
    
    
    1,255,753Total
    
    $
    2,082,123
 NOTE 12: DERIVATIVES AND FAIR VALUE OF FINANCIAL INSTRUMENTS
 Warrants
    Interest rate risk
  F-49




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
   Forward Freight Agreements (FFAs)
        December 31,
    
    
    December 31,Forward Freight Agreements (FFAs)
    
    2010
    
    
    2009Short term FFA derivative assets
    
    $
    
    
    
    $
    28,194Long term FFA derivative assets
    
    
    149
    
    
    
    Short term FFA derivative liability
    
    
    (245
    )
    
    
    (9,542
    )Net fair value on FFA contracts
    
    $
    (96
    )
    
    $
    18,652NOS FFAs portion of fair value transferred to NOS derivative account (*)
    
    $
    92
    
    
    $
    (77
    )LCH FFAs portion of fair value transferred to LCH derivative account (**)
    
    $
    1,328
    
    
    $
    10,265
  December 31,
    
    December 31,Interest Rate Swaps
    
    2010
    
    2009Short term interest rate swap liability
    
    $
    
    
    
    $
    (1,133
    )Net fair value of interest rate swap contract
    
    $
    
    
    
    $
    (1,133
    )
 F-50




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Reconciliation of balances
  December 31,
    
    
    December 31,2010
    
    
    2009FFAs
    
    $
    (96
    )
    
    $
    18,652NOS FFAs portion of fair value transferred to NOS derivative account (*)
    
    
    92
    
    
    
    (77
    )LCH FFAs portion of fair value transferred to LCH derivative account (**)
    
    
    1,328
    
    
    
    10,265Navios Acquisition Warrants
    
    
    
    
    
    
    8,181Interest rate swaps
    
    
    
    
    
    
    (1,133
    )Total
    
    $
    1,324
    
    
    $
    35,888
 Balance Sheet Values
 December 31,
    
    
    December 31,2010
    
    
    2009Total short term derivative asset
    
    $
    1,420
    
    
    $
    38,382Total long term derivative asset
    
    
    149
    
    
    
    8,181Total short term derivative liability
    
    
    (245
    )
    
    
    (10,675
    )Total
    
    $
    1,324
    
    
    $
    35,888
 
 (*)
    
    NOS: The Norwegian Futures and Options Clearing House (NOS Clearing ASA).(**)
    
    LCH: The London Clearing House. Fair value of financial instruments
  Cash and cash equivalents:
 Forward Contracts:
 Borrowings:
 Interest rate swaps:
 Forward freight agreements:
 F-51




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
  December 31, 2010
    
    December 31, 2009Book Value
    
    Fair Value
    
    Book Value
    
    Fair ValueCash and cash equivalent
    
    $
    207,410
    
    
    $
    207,410
    
    
    $
    173,933
    
    
    $
    173,933Restricted cash
    
    $
    53,577
    
    
    $
    53,577
    
    
    $
    107,158
    
    
    $
    107,158Trade receivables
    
    $
    70,388
    
    
    $
    70,388
    
    
    $
    78,504
    
    
    $
    78,504Accounts payable
    
    $
    (49,496
    )
    
    $
    (49,496
    )
    
    $
    (61,990
    )
    
    $
    (61,990
    )Senior and ship mortgage
notes, net of discount
    
    $
    (1,093,787
    )
    
    $
    (1,152,752
    )
    
    $
    (693,049
    )
    
    $
    (714,500
    )Long term debt
    
    $
    (982,123
    )
    
    $
    (982,123
    )
    
    $
    (929,657
    )
    
    $
    (929,657
    )Available for sale securities
    
    $
    99,078
    
    
    $
    99,078
    
    
    $
    46,314
    
    
    $
    46,314Interest rate swaps
    
    $
    
    
    
    $
    
    
    
    $
    (1,133
    )
    
    $
    (1,133
    )Navios Acquisition Warrants
    
    $
    
    
    
    $
    
    
    
    $
    8,181
    
    
    $
    8,181Forward Freight Agreements, net
    
    $
    (96
    )
    
    $
    (96
    )
    
    $
    18,652
    
    
    $
    18,652
  Fair Value Measurements as of December 31, 2010Quoted Prices in
    
    
    Significant Other
    
    
    SignificantActive Markets for
    
    
    Observable
    
    
    UnobservableIdentical Assets
    
    
    Inputs
    
    
    InputsAssets
    
    Total
    
    
    (Level 1)
    
    
    (Level 2)
    
    
    (Level 3)FFAs
    
    $
    149
    
    
    $
    149
    
    
    $
    
    
    
    $
    Investments in available for sale securities
    
    
    99,078
    
    
    
    99,078
    
    
    
    
    
    
    
    Total
    
    $
    99,227
    
    
    $
    99,227
    
    
    $
    
    
    
    $
    
 Fair Value Measurements as of December 31, 2010Quoted Prices in
    
    
    Significant Other
    
    
    SignificantActive Markets for
    
    
    Observable
    
    
    UnobservableIdentical Assets
    
    
    Inputs
    
    
    InputsLiabilities
    
    Total
    
    
    (Level 1)
    
    
    (Level 2)
    
    
    (Level 3)FFAs
    
    $
    245
    
    
    $
    245
    
    
    $
    
    
    
    $
    Total
    
    $
    245
    
    
    $
    245
    
    
    $
    
    
    
    $
    
 Fair Value Measurements as of December 31, 2009Quoted Prices in
    
    
    Significant Other
    
    
    SignificantActive Markets for
    
    
    Observable
    
    
    UnobservableIdentical Assets
    
    
    Inputs
    
    
    InputsAssets
    
    Total
    
    
    (Level 1)
    
    
    (Level 2)
    
    
    (Level 3)FFAs
    
    $
    28,194
    
    
    $
    28,194
    
    
    $
    
    
    
    $
    Navios Acquisition Warrants
    
    
    8,181
    
    
    
    
    
    
    
    8,181
    
    
    
    Investments in available for sale securities
    
    
    46,314
    
    
    
    46,314
    
    
    
    
    
    
    
    Total
    
    $
    82,689
    
    
    $
    74,508
    
    
    $
    8,181
    
    
    $
    
 F-52




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Fair Value Measurements as of December 31, 2009Quoted Prices in
    
    
    Significant Other
    
    
    SignificantActive Markets for
    
    
    Observable
    
    
    UnobservableIdentical Assets
    
    
    Inputs
    
    
    InputsLiabilities
    
    Total
    
    
    (Level 1)
    
    
    (Level 2)
    
    
    (Level 3)FFAs
    
    $
    9,542
    
    
    $
    9,542
    
    
    $
    
    
    
    $
    Interest rate swap contracts
    
    
    1,133
    
    
    
    
    
    
    
    1,133
    
    
    
    Total
    
    $
    10,675
    
    
    $
    9,542
    
    
    $
    1,133
    
    
    $
    
  NOTE 13: EMPLOYEE BENEFIT PLANS
 Retirement Saving Plan
  Defined Benefit Pension Plan
   Stock Plan
     F-53




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
  
    
    Expected term:The simplified method was used which
includes taking the average of the weighted average time
to vesting and the contractual term of the option award.
The option awards vest over three years at 33.3%, 33.3%
and 33.4% respectively, resulting in a weighted average
time to vest of approximately 2 years. The contractual
term of the award is 7 years. Utilizing the simplified
approach formula, the derived expected term estimate for
the Companys option award is 4.5 years.
    
    Expected volatility:The historical volatility of Navios
Holdings shares was used in order to estimate the
volatility of the stock option awards. The final expected
volatility estimate (which equals the historical estimate
is 81.52%, 68.86% and 61.30% for 2010, 2009 and 2008,
respectively).
    
    Expected dividends:The expected dividend is based on the
current dividend, our historical pattern of dividend
increases and the market price of our stock.
    
    Risk-free rate:Navios Holdings has selected to employ the
risk-free yield-to-maturity rate to match the expected
term estimated under the simplified method. The 4.5 year
yield-to-maturity rate as of the grant date is 1.81%,
3.64% and 1.23% for 2010, 2009 and 2008, respectively.
      F-54




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
  Weighted
    
    Weightedaverage
    
    average
    
    Aggregateexercise
    
    remaining
    
    intrinsicShares
    
    price
    
    term
    
    valueOptionsOutstanding at January 1, 2008
    
    
    288,000
    
    
    
    
    
    
    
    
    
    
    
    1,542Granted
    
    
    571,266
    
    
    
    3.18
    
    
    
    
    
    
    
    691Outstanding as of December 31, 2008
    
    
    859,266
    
    
    
    7.73
    
    
    
    8.57
    
    
    
    2,233Vested at December 31, 2008
    
    
    96,000
    
    
    
    
    
    
    
    
    
    
    
    Exercisable at December 31, 2008
    
    
    96,000
    
    
    
    
    
    
    
    
    
    
    
    Outstanding at January 1, 2009
    
    
    859,266
    
    
    
    
    
    
    
    
    
    
    
    2,233Granted
    
    
    405,365
    
    
    
    5.87
    
    
    
    
    
    
    
    1,049Outstanding as of December 31, 2009
    
    
    1,264,631
    
    
    
    7.13
    
    
    
    8.02
    
    
    
    3,282Vested at December 31, 2009
    
    
    286,422
    
    
    
    
    
    
    
    
    
    
    
    Exercisable at December 31, 2009
    
    
    286,422Outstanding at January 1, 2010
    
    
    1,264,631
    
    
    
    
    
    
    
    
    
    
    
    3,282Exercised
    
    
    (130,577
    )
    
    
    
    
    
    
    
    
    
    
    (158
    )Granted
    
    
    954,842
    
    
    
    5.15
    
    
    
    
    
    
    
    2,422Outstanding as of December 31, 2010
    
    
    2,088,896
    
    
    
    6.47
    
    
    
    7.98
    
    
    
    5,546Vested at December 31, 2010
    
    
    446,856
    
    
    
    
    
    
    
    
    
    
    
    Exercisable at December 31, 2010
    
    
    316,279
    
    
    
    
    
    
    
    
    
    
    
    Restricted stock and restricted stock unitsOutstanding as of January 1, 2008
    
    
    147,264
    
    
    
    
    
    
    
    
    
    
    
    2,467Granted
    
    
    314,016
    
    
    
    
    
    
    
    
    
    
    
    1,255Vested
    
    
    (79,858
    )
    
    
    
    
    
    
    
    
    
    
    (1,301
    )Forfeited or expired
    
    
    (1,083
    )
    
    
    
    
    
    
    
    
    
    
    (18
    )Non Vested as of December 31, 2008
    
    
    380,339
    
    
    
    
    
    
    
    1.7
    
    
    
    2,403Outstanding as of January 1, 2009
    
    
    380,339
    
    
    
    
    
    
    
    
    
    
    
    2,403Granted
    
    
    384,149
    
    
    
    
    
    
    
    
    
    
    
    2,164Vested
    
    
    (217,894
    )
    
    
    
    
    
    
    
    
    
    
    (1,719
    )Forfeited or expired
    
    
    (22,457
    )
    
    
    
    
    
    
    
    
    
    
    (127
    )Non Vested as of December 31, 2009
    
    
    524,137
    
    
    
    
    
    
    
    2.3
    
    
    
    2,721Outstanding as of January 1, 2010
    
    
    524,137
    
    
    
    
    
    
    
    
    
    
    
    2,721Granted
    
    
    567,810
    
    
    
    
    
    
    
    
    
    
    
    2,924Vested
    
    
    (276,879
    )
    
    
    
    
    
    
    
    
    
    
    (1,283
    )Forfeited or expired
    
    
    (12,652
    )
    
    
    
    
    
    
    
    
    
    
    (61
    )Non Vested as of December 31, 2010
    
    
    802,416
    
    
    
    
    
    
    
    2.61
    
    
    
    4,301
  F-55




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NOTE 14: COMMITMENTS AND CONTINGENCIES:
       AmountDecember 31, 2011
    
    $
    132,727December 31, 2012
    
    
    115,708$
    248,435
 NOTE 15: LEASES
 Chartered-in:
  Amount2011
    
    $
    94,6432012
    
    
    105,1772013
    
    
    106,6952014
    
    
    101,3122015
    
    
    93,9742016 and thereafter
    
    
    484,135$
    985,936
   F-56




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
  Chartered-out:
  Amount2011
    
    $
    450,5602012
    
    
    385,4392013
    
    
    314,3542014
    
    
    232,4582015
    
    
    196,6282016 and thereafter
    
    
    853,908Total minimum revenue, net of commissions
    
    $
    2,433,347
  Office space:
  Amount2011
    
    $
    2,1372012
    
    
    2,0612013
    
    
    1,9412014
    
    
    1,9652015
    
    
    2,0512016 and thereafter
    
    
    6,553Total minimum lease payments
    
    $
    16,708
   F-57




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NOTE 16: TRANSACTIONS WITH RELATED PARTIES
 Office rent:
   Purchase of services:
 Management fees:
  General & administrative expenses:
 F-58




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
  Balance due from affiliate:
 Omnibus agreements:
  Sale of Navios Hope:
 Navios Bonavis
 F-59




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Sale of rights of Navios Sagittarius
  Sale of Navios Apollon:
 Sale of Navios Hyperion:
 Sale of Navios Aurora II:
 Sale of Navios Pollux:
 F-60




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Sale of Navios Fulvia:
 Sale of Navios Melodia:
  Purchase of shares in Navios Acquisition:
 Acquisition of Eleven Product Tanker and Two Chemical Tanker Vessels:
 Navios Acquisition Warrant Exercise Program:
 NOTE 17: PREFERRED AND COMMON STOCK
 Navios Holdings
  F-61




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
    Issuances to Employees and Exercise of Options
        Vested, Surrendered and Forfeited
       Issuances for Construction or Purchase of Vessels
   F-62




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
        Buyback of $131,320 2% Preferred Stock
  Navios Acquisition
 Preferred Stock
  F-63




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
     Common Stock
  Warrant Exercise Program
    
    
    19,246,056 Public Warrants (76.13% of the Public Warrants then
outstanding) were exercised on a cashless basis at an exchange rate of
4.25 Public Warrants for one share of common stock;
    
    $78,342 of gross cash proceeds were raised from the
exercise of 15,950 of the Public Warrants by payment of
$5.65 cash exercise price, and 13,850,000 private warrants
owned by Navios Holdings and Angeliki Frangou, Navios
Acquisitions Chairman and Chief Executive Officer; Total
expenses associated with the Warrant Exercise Program were
$3,364;
    
    a portion of the private warrants exercised were held by
officers and directors of Navios Acquisition, 15,000 and
75,000 were exercised on a cash basis and cashless basis,
respectively; and
    
    18,412,053 new shares of common stock were issued.
 F-64




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
  NOTE 18: INTEREST EXPENSE AND FINANCE COST, NET
  For the Year
    
    
    For the Year
    
    
    For the YearEnded
    
    
    Ended
    
    
    EndedDecember 31,
    
    
    December 31,
    
    
    December 31,2010
    
    
    2009
    
    
    2008Interest expense
    
    $
    91,527
    
    
    $
    56,616
    
    
    $
    46,574Amortization of finance charges
    
    
    6,065
    
    
    
    4,279
    
    
    
    2,084Other
    
    
    8,430
    
    
    
    2,723
    
    
    
    470Total interest expense and finance cost, net
    
    $
    106,022
    
    
    $
    63,618
    
    
    $
    49,128
 NOTE 19: DISPOSAL OF ASSETS
  Navios HyperionCash consideration received
    
    $
    63,000Book value of vessel Navios Hyperion sold to Navios Partners
    
    
    (25,168
    )Total gain
    
    
    37,832Deferred gain (see Note 16)
    
    
    (13,996
    )Gain recognized on sale of Navios Hyperion
    
    
    
    
    
    $
    23,836Navios Aurora IICash consideration received
    
    
    90,000Shares consideration received
    
    
    20,326Book value of vessel Navios Aurora II sold to Navios Partners
    
    
    (109,508
    )Total gain
    
    
    818Deferred gain (see Note 16)
    
    
    (271
    )Gain recognized on sale of Navios Aurora II
    
    
    
    
    
    $
    547Navios PolluxCash consideration received
    
    $
    110,000Book value of vessel Navios Pollux sold to Navios Partners
    
    
    (107,452
    )Total gain
    
    
    2,548Deferred gain (see Note 16)
    
    
    (797
    )Gain recognized on sale of Navios Pollux
    
    
    
    
    
    $
    1,751Navios MelodiaCash consideration received
    
    $
    72,100Shares consideration received
    
    
    6,687Book value of vessel Navios Melodia sold to Navios Partners
    
    
    (68,757
    )Total gain
    
    
    10,030Deferred gain (see Note 16)
    
    
    (2,876
    )Gain recognized on sale of Navios Melodia
    
    
    
    
    
    $
    7,154
 F-65




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Navios FulviaCash consideration received
    
    $
    89,900Shares consideration received
    
    
    8,284Book value of vessel Navios Fulvia sold to Navios Partners
    
    
    (67,211
    )Total gain
    
    
    30,973Deferred gain (see Note 16)
    
    
    (8,880
    )Gain recognized on sale of Navios Fulvia
    
    
    
    
    
    $
    22,093VanessaCash consideration received
    
    
    18,250Book value of finance lease of vessel Vanessa
    
    
    (18,250
    )$
    Gain from sale of other assets
    
    
    
    
    
    $
    51Total gain on sale of assets
    
    
    
    
    
    $
    55,432
   Navios ApollonCash consideration received
    
    $
    32,000Book value of vessel Apollon sold to Navios Partners
    
    
    (25,131
    )Total gain
    
    
    6,869Deferred gain (see Note 16)
    
    
    (2,874
    )Gain recognized on sale of Navios Apollon
    
    
    
    
    
    $
    3,995Navios SagittariusCash consideration received
    
    
    34,600Book value of purchase option of Navios Sagittarius sold to Navios Partners
    
    
    (2,885
    )Book value of favorable lease term of Navios Sagittarius sold to Navios Partners
    
    
    (1,423
    )Total gain
    
    
    30,292Deferred gain (see Note 16)
    
    
    (13,510
    )Gain recognized on sale of rights of Navios Sagittarius to Navios Partners
    
    
    
    
    
    $
    16,782Gain from sale of other assets
    
    
    
    
    
    $
    8Total gain on sale of assets
    
    
    
    
    
    $
    20,785
 F-66




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
  Navios HopeCash consideration received
    
    $
    35,000Shares consideration received
    
    
    44,936Book value of vessel Navios Hope sold to Navios Partners
    
    
    (28,428
    )Total gain
    
    
    51,508Deferred gain (see Note 16)
    
    
    (26,568
    )Gain recognized on sale of Navios Hope
    
    
    
    
    
    $
    24,940ObeliksCash consideration received
    
    
    35,090Book value of vessel Obeliks sold
    
    
    (34,915
    )Gain recognized on sale of Obeliks
    
    
    
    
    
    $
    175Partial sale of subsidiarySale price
    
    $
    78,000Book value of CNSA contributed to Navios Logistics
    
    
    (70,150
    )Excess of fair value sale (including noncontrolling interests)
    
    
    7,850Gain on sale of partial subsidiary
    
    
    
    
    
    $
    2,702Total gain on sale of assets/partial sale of subsidiary
    
    
    
    
    
    $
    27,817
 NOTE 20: SEGMENT INFORMATION
   F-67




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Drybulk Vessel
    
    
    
    
    
    Tanker VesselOperations
    
    Logistics Business
    
    Operations
    
    Totalfor the
    
    for the
    
    for the
    
    for theYear Ended
    
    Year Ended
    
    Year Ended
    
    Year EndedDecember 31,
    
    December 31,
    
    December 31,
    
    December 31,2010
    
    2010
    
    2010
    
    2010Revenue
    
    $
    458,377
    
    
    $
    187,973
    
    
    $
    33,568
    
    
    $
    679,918Gain on derivatives
    
    
    4,064
    
    
    
    
    
    
    
    
    
    
    
    4,064Interest income
    
    
    2,568
    
    
    
    297
    
    
    
    777
    
    
    
    3,642Interest income from investments in finance leases
    
    
    877
    
    
    
    
    
    
    
    
    
    
    
    877Interest expense and finance cost, net
    
    
    (85,720
    )
    
    
    (4,526
    )
    
    
    (15,776
    )
    
    
    (106,022
    )Depreciation and amortization
    
    
    (69,458
    )
    
    
    (22,215
    )
    
    
    (10,120
    )
    
    
    (101,793
    )Equity in net earnings of affiliated companies
    
    
    40,585
    
    
    
    
    
    
    
    
    
    
    
    40,585Net income/(loss) attributable to Navios Holdings
common stockholders
    
    
    151,241
    
    
    
    5,600
    
    
    
    (11,084
    )
    
    
    145,757Total assets
    
    
    2,141,770
    
    
    
    548,382
    
    
    
    986,615
    
    
    
    3,676,767Goodwill
    
    
    56,239
    
    
    
    104,096
    
    
    
    14,722
    
    
    
    175,057Capital expenditures
    
    
    (387,310
    )
    
    
    (15,885
    )
    
    
    (179,582
    )
    
    
    (582,777
    )Investment in affiliates
    
    
    18,695
    
    
    
    
    
    
    
    
    
    
    
    18,695Cash and cash equivalents
    
    
    106,846
    
    
    
    39,204
    
    
    
    61,360
    
    
    
    207,410Restricted cash (including current and non
current portion)
    
    
    19,214
    
    
    
    564
    
    
    
    33,799
    
    
    
    53,577Long term debt (including current and non current
portion)
    
    $
    1,239,070
    
    
    $
    127,422
    
    
    $
    709,418
    
    
    $
    2,075,910
 Drybulk Vessel
    
    
    
    
    
    Tanker VesselOperations
    
    Logistics Business
    
    Operations
    
    Totalfor the
    
    for the
    
    for the
    
    for theYear Ended
    
    Year Ended
    
    Year Ended
    
    Year EndedDecember 31,
    
    December 31,
    
    December 31,
    
    December 31,2009
    
    2009
    
    2009
    
    2009Revenue
    
    $
    459,786
    
    
    $
    138,890
    
    
    $
    
    
    
    $
    598,676Gain on derivatives
    
    
    375
    
    
    
    
    
    
    
    
    
    
    
    375Interest income
    
    
    1,688
    
    
    
    11
    
    
    
    
    
    
    
    1,699Interest income from investments in finance leases
    
    
    1,330
    
    
    
    
    
    
    
    
    
    
    
    1,330Interest expense and finance cost, net
    
    
    (59,371
    )
    
    
    (4,247
    )
    
    
    
    
    
    
    (63,618
    )Depreciation and amortization
    
    
    (52,281
    )
    
    
    (21,604
    )
    
    
    
    
    
    
    (73,885
    )Equity in net earnings of affiliated companies
    
    
    29,222
    
    
    
    
    
    
    
    
    
    
    
    29,222Net income attributable to Navios Holdings common
stockholders
    
    
    62,584
    
    
    
    5,350
    
    
    
    
    
    
    
    67,934Total assets
    
    
    2,430,710
    
    
    
    504,472
    
    
    
    
    
    
    
    2,935,182Goodwill
    
    
    56,239
    
    
    
    91,677
    
    
    
    
    
    
    
    147,916Capital expenditures
    
    
    (751,659
    )
    
    
    (26,799
    )
    
    
    
    
    
    
    (778,458
    )Investment in affiliates
    
    
    13,042
    
    
    
    
    
    
    
    
    
    
    
    13,042Cash and cash equivalents
    
    
    147,006
    
    
    
    26,927
    
    
    
    
    
    
    
    173,933Restricted cash (including current and non
current portion)
    
    
    105,484
    
    
    
    1,674
    
    
    
    
    
    
    
    107,158Long term debt (including current and non current
portion)
    
    $
    1,502,313
    
    
    $
    120,393
    
    
    $
    
    
    
    $
    1,622,706
 F-68




---



##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 Drybulk Vessel
    
    
    
    
    
    Tanker VesselOperations
    
    Logistics Business
    
    Operations
    
    Totalfor the
    
    for the
    
    for the
    
    for theYear Ended
    
    Year Ended
    
    Year Ended
    
    Year EndedDecember 31,
    
    December 31,
    
    December 31,
    
    December 31,2008
    
    2008
    
    2008
    
    2008Revenue
    
    $
    1,138,284
    
    
    $
    107,778
    
    
    $
    
    
    
    $
    1,246,062Gain on derivatives
    
    
    8,092
    
    
    
    
    
    
    
    
    
    
    
    8,092Interest income
    
    
    7,252
    
    
    
    501
    
    
    
    
    
    
    
    7,753Interest income from investments in finance leases
    
    
    2,185
    
    
    
    
    
    
    
    
    
    
    
    2,185Interest expense and finance cost, net
    
    
    (44,707
    )
    
    
    (4,421
    )
    
    
    
    
    
    
    (49,128
    )Depreciation and amortization
    
    
    (38,499
    )
    
    
    (18,563
    )
    
    
    
    
    
    
    (57,062
    )Equity in net earnings of affiliated companies
    
    
    17,431
    
    
    
    
    
    
    
    
    
    
    
    17,431Net income attributable to Navios Holdings common
stockholders
    
    
    115,100
    
    
    
    3,427
    
    
    
    
    
    
    
    118,527Total assets
    
    
    1,783,132
    
    
    
    472,246
    
    
    
    
    
    
    
    2,255,378Goodwill
    
    
    56,239
    
    
    
    91,393
    
    
    
    
    
    
    
    147,632Capital expenditures
    
    
    (318,287
    )
    
    
    (99,212
    )
    
    
    
    
    
    
    (417,499
    )Investment in affiliates
    
    
    5,605
    
    
    
    
    
    
    
    
    
    
    
    5,605Cash and cash equivalents
    
    
    122,108
    
    
    
    11,516
    
    
    
    
    
    
    
    133,624Restricted cash (including current and non
current portion)
    
    
    16,808
    
    
    
    1,050
    
    
    
    
    
    
    
    17,858Long term debt (including current and non current
portion)
    
    $
    806,387
    
    
    $
    81,328
    
    
    $
    
    
    
    $
    887,715
   Revenue by Geographic Region
 Year ended
    
    
    Year ended
    
    
    Year endedDecember 31,
    
    
    December 31,
    
    
    December 31,2010
    
    
    2009
    
    
    2008North America
    
    $
    22,856
    
    
    $
    34,366
    
    
    $
    84,543Europe
    
    
    119,286
    
    
    
    77,976
    
    
    
    400,867Asia
    
    
    335,039
    
    
    
    322,346
    
    
    
    600,286South America
    
    
    193,830
    
    
    
    145,831
    
    
    
    107,778Other
    
    
    8,907
    
    
    
    18,157
    
    
    
    52,588Total
    
    $
    679,918
    
    
    $
    598,676
    
    
    $
    1,246,062
  F-69




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NOTE 21: EARNINGS PER COMMON SHARE
  Year ended
    
    
    Year ended
    
    
    Year endedDecember 31,
    
    
    December 31,
    
    
    December 31,2010
    
    
    2009
    
    
    2008Numerator:Net income attributable to Navios Holdings
common stockholders
    
    $
    145,757
    
    
    $
    67,934
    
    
    $
    118,527Less:Dividend on Preferred Stock
    
    
    (2,450
    )
    
    
    (909
    )
    
    
    Interest on convertible debt and
amortization of convertible bond
discount
    
    
    1,121
    
    
    
    1,107
    
    
    
    Income available to common shareholders
    
    $
    144,428
    
    
    $
    68,132
    
    
    $
    118,527Denominator:Denominator for basic net income per share attributable
to Navios Holdings stockholders  weighted average
shares
    
    
    100,518,880
    
    
    
    99,924,587
    
    
    
    104,343,083Dilutive potential common shares  weighted averageRestricted stock, restricted stock units and stock options
    
    
    735,316
    
    
    
    533,075
    
    
    
    178,691Convertible preferred stock and convertible debt
    
    
    14,928,160
    
    
    
    4,736,997
    
    
    
    Warrants outstanding  weighted average
    
    
    
    
    
    
    
    
    
    
    6,759,586Proceeds on exercises of warrants
    
    $
    
    
    
    $
    
    
    
    $
    33,797,930Number of shares to be repurchased
    
    
    
    
    
    
    
    
    
    
    3,936,612Dilutive effect of securities  warrants
    
    
    15,663,476
    
    
    
    5,270,072
    
    
    
    3,001,665Denominator for diluted net income per share attributable
to
Navios Holdings stockholders  adjusted weighted shares
and assumed conversions
    
    
    116,182,356
    
    
    
    105,194,659
    
    
    
    107,344,748Basic net income per share attributable to Navios Holdings
stockholders
    
    $
    1.43
    
    
    $
    0.68
    
    
    $
    1.14Diluted net income per share attributable to Navios
Holdings
stockholders
    
    $
    1.24
    
    
    $
    0.65
    
    
    $
    1.10
 F-70




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NOTE 22: INCOME TAXES
     
    
    for the financial year of putting into service: maximum depreciation 20% straight line;
    
    for each of the two following financial years: maximum depreciation of 15% straight line;
    
    then per financial year up to the complete writing off: maximum depreciation of 10% straight line.
      F-71




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
     NOTE 23: NONCONTROLLING INTEREST
   Noncontrolling interest December 31, 2007
    
    $
    Acquisition of Horamar
    
    
    96,186Noncontrolling interest in subsidiaries of Horamar
    
    
    31,050Profit for the year
    
    
    1,723Noncontrolling interest December 31, 2008
    
    $
    128,959Contribution from noncontrolling shareholders
    
    
    2,801Acquisition of Hidronave S.A.
    
    
    480Profit for the year
    
    
    3,030Noncontrolling interest December 31, 2009
    
    $
    135,270Consolidation of Navios Acquisition
    
    
    65,157Navios Acquisition consultancy fees
    
    
    5,619Navios Acquisition  equity issuance and warrant exercise (net of
$3,364 of program related expenses) including reallocation adjustments
    
    
    50,530Navios Acquisition  equity consideration for VLCC acquisition (Note 3)
    
    
    10,744Navios Acquisition  dividends paid
    
    
    (1,120
    )Navios Logistics  reallocation of non-controlling interest
    
    
    (19,501
    )Navios Logistics  equity issuance
    
    
    1,350Navios Logistics  release of escrow shares (Note 3)
    
    
    10,869Navios Logistics dividends to noncontrolling shareholders
    
    
    (470
    )Loss for the year
    
    
    (488
    )Noncontrolling interest December 31, 2010
    
    $
    257,960
 F-72




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NOTE 24: INVESTMENT IN AVAILABLE FOR SALE SECURITIES
      NOTE 25: OTHER FINANCIAL INFORMATION
  F-73




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NaviosMaritime
    
    
    Other
    
    
    NonIncome Statement for the year
    
    Holdings Inc.
    
    
    Guarantor
    
    
    Guarantorended December 31, 2010
    
    Issuer
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalRevenue
    
    $
    
    
    
    $
    458,377
    
    
    $
    221,541
    
    
    $
    
    
    
    $
    679,918Time charter, voyage and logistic
business expenses
    
    
    
    
    
    
    (202,904
    )
    
    
    (133,654
    )
    
    
    
    
    
    
    (336,558
    )Direct vessel expenses
    
    
    
    
    
    
    (37,357
    )
    
    
    (9,752
    )
    
    
    
    
    
    
    (47,109
    )General and administrative expenses
    
    
    (15,661
    )
    
    
    (21,272
    )
    
    
    (21,671
    )
    
    
    
    
    
    
    (58,604
    )Depreciation and amortization
    
    
    (2,811
    )
    
    
    (66,647
    )
    
    
    (32,335
    )
    
    
    
    
    
    
    (101,793
    )Provision for losses on accounts
receivable
    
    
    
    
    
    
    (4,008
    )
    
    
    (652
    )
    
    
    
    
    
    
    (4,660
    )Interest income from finance leases
    
    
    
    
    
    
    877
    
    
    
    
    
    
    
    
    
    
    
    877Interest income
    
    
    961
    
    
    
    2,243
    
    
    
    438
    
    
    
    
    
    
    
    3,642Interest expense and finance cost, net
    
    
    (71,001
    )
    
    
    (14,719
    )
    
    
    (20,302
    )
    
    
    
    
    
    
    (106,022
    )Gain/ (loss) on derivatives
    
    
    5,888
    
    
    
    (1,824
    )
    
    
    
    
    
    
    
    
    
    
    4,064Gain on sale of assets
    
    
    
    
    
    
    55,379
    
    
    
    53
    
    
    
    
    
    
    
    55,432Gain on change in control
    
    
    17,742
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17,742Other income
    
    
    3,891
    
    
    
    5,028
    
    
    
    553
    
    
    
    
    
    
    
    9,472Other expense
    
    
    
    
    
    
    (3,240
    )
    
    
    (8,063
    )
    
    
    
    
    
    
    (11,303
    )(Loss)/income before equity in net
earnings of affiliated companies
    
    
    (60,991
    )
    
    
    169,933
    
    
    
    (3,844
    )
    
    
    
    
    
    
    105,098Income/(loss) from subsidiaries
    
    
    184,222
    
    
    
    3,573
    
    
    
    
    
    
    
    (187,795
    )
    
    
    Equity in net earnings of
affiliated companies
    
    
    22,526
    
    
    
    18,059
    
    
    
    
    
    
    
    
    
    
    
    40,585Income/(loss) before taxes
    
    
    145,757
    
    
    
    191,565
    
    
    
    (3,844
    )
    
    
    (187,795
    )
    
    
    145,683Income taxes
    
    
    
    
    
    
    (350
    )
    
    
    (64
    )
    
    
    
    
    
    
    (414
    )Net income/(loss)
    
    
    145,757
    
    
    
    191,215
    
    
    
    (3,908
    )
    
    
    (187,795
    )
    
    
    145,269Less: Net loss attributable to the
noncontrolling interest
    
    
    
    
    
    
    
    
    
    
    488
    
    
    
    
    
    
    
    488Net income/(loss) attributable to
Navios Holdings common
stockholders
    
    $
    145,757
    
    
    $
    191,215
    
    
    $
    (3,420
    )
    
    $
    (187,795
    )
    
    $
    145,757
 F-74




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NaviosMaritime
    
    
    Other
    
    
    NonIncome Statement for the year
    
    Holdings Inc.
    
    
    Guarantor
    
    
    Guarantorended December 31, 2009
    
    Issuer
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalRevenue
    
    $
    
    
    
    $
    459,786
    
    
    $
    138,890
    
    
    $
    
    
    
    $
    598,676Time charter, voyage and logistic
business expenses
    
    
    
    
    
    
    (259,798
    )
    
    
    (94,040
    )
    
    
    
    
    
    
    (353,838
    )Direct vessel expenses
    
    
    
    
    
    
    (31,454
    )
    
    
    
    
    
    
    
    
    
    
    (31,454
    )General and administrative expenses
    
    
    (16,149
    )
    
    
    (18,632
    )
    
    
    (9,116
    )
    
    
    
    
    
    
    (43,897
    )Depreciation and amortization
    
    
    (2,810
    )
    
    
    (49,471
    )
    
    
    (21,604
    )
    
    
    
    
    
    
    (73,885
    )Provision for losses on accounts
receivable
    
    
    
    
    
    
    (886
    )
    
    
    (1,351
    )
    
    
    
    
    
    
    (2,237
    )Interest income from investments in
finance leases
    
    
    
    
    
    
    1,330
    
    
    
    
    
    
    
    
    
    
    
    1,330Interest income
    
    
    184
    
    
    
    1,504
    
    
    
    11
    
    
    
    
    
    
    
    1,699Interest expenses and finance cost, net
    
    
    (53,067
    )
    
    
    (6,304
    )
    
    
    (4,247
    )
    
    
    
    
    
    
    (63,618
    )Gain/ (loss) on derivatives
    
    
    5,863
    
    
    
    (5,488
    )
    
    
    
    
    
    
    
    
    
    
    375Gain on sale of assets
    
    
    
    
    
    
    20,785
    
    
    
    
    
    
    
    
    
    
    
    20,785Other income
    
    
    6,083
    
    
    
    (281
    )
    
    
    947
    
    
    
    
    
    
    
    6,749Other expense
    
    
    (13,831
    )
    
    
    (1,856
    )
    
    
    (4,821
    )
    
    
    
    
    
    
    (20,508
    )(Loss)/income before equity in net
earnings of affiliated companies
    
    
    (73,727
    )
    
    
    109,235
    
    
    
    4,669
    
    
    
    
    
    
    
    40,177Income from subsidiaries
    
    
    125,883
    
    
    
    3,502
    
    
    
    
    
    
    
    (129,385
    )
    
    
    Equity in net earnings of affiliated
companies
    
    
    15,778
    
    
    
    13,444
    
    
    
    
    
    
    
    
    
    
    
    29,222Income before taxes
    
    
    67,934
    
    
    
    126,181
    
    
    
    4,669
    
    
    
    (129,385
    )
    
    
    69,399Income tax (expense)/benefit
    
    
    
    
    
    
    (298
    )
    
    
    1,863
    
    
    
    
    
    
    
    1,565Net income
    
    
    67,934
    
    
    
    125,883
    
    
    
    6,532
    
    
    
    (129,385
    )
    
    
    70,964Less: Net income attributable to the
noncontrolling interest
    
    
    
    
    
    
    
    
    
    
    (3,030
    )
    
    
    
    
    
    
    (3,030
    )Net income attributable to Navios
Holdings common stockholders
    
    $
    67,934
    
    
    $
    125,883
    
    
    $
    3,502
    
    
    $
    (129,385
    )
    
    $
    67,934
 F-75




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NaviosMaritime
    
    
    Other
    
    
    NonIncome Statement for the year
    
    Holdings Inc.
    
    
    Guarantor
    
    
    Guarantorended December 31, 2008
    
    Issuer
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalRevenue
    
    $
    
    
    
    $
    1,138,284
    
    
    $
    107,778
    
    
    $
    
    
    
    $
    1,246,062Time charter, voyage and logistic
business expenses
    
    
    
    
    
    
    (995,971
    )
    
    
    (70,268
    )
    
    
    
    
    
    
    (1,066,239
    )Direct vessel expenses
    
    
    
    
    
    
    (26,621
    )
    
    
    
    
    
    
    
    
    
    
    (26,621
    )General and administrative expenses
    
    
    (8,851
    )
    
    
    (20,151
    )
    
    
    (8,045
    )
    
    
    
    
    
    
    (37,047
    )Depreciation and amortization
    
    
    (2,818
    )
    
    
    (35,682
    )
    
    
    (18,562
    )
    
    
    
    
    
    
    (57,062
    )Provision for losses on accounts
receivable
    
    
    
    
    
    
    (2,668
    )
    
    
    
    
    
    
    
    
    
    
    (2,668
    )Interest income from finance leases
    
    
    
    
    
    
    2,185
    
    
    
    
    
    
    
    
    
    
    
    2,185Interest income
    
    
    4,073
    
    
    
    3,178
    
    
    
    502
    
    
    
    
    
    
    
    7,753Interest expense and finance cost, net
    
    
    (23,335
    )
    
    
    (21,372
    )
    
    
    (4,421
    )
    
    
    
    
    
    
    (49,128
    )Gain/(loss) on derivatives
    
    
    (5,282
    )
    
    
    13,374
    
    
    
    
    
    
    
    
    
    
    
    8,092Gain on sale of assets/partial sale of
subsidiary
    
    
    
    
    
    
    27,817
    
    
    
    
    
    
    
    
    
    
    
    27,817Other income
    
    
    
    
    
    
    
    
    
    
    948
    
    
    
    
    
    
    
    948Other expense
    
    
    64
    
    
    
    (4,470
    )
    
    
    (2,980
    )
    
    
    
    
    
    
    (7,386
    )(Loss)/income before equity in net
earnings of affiliated companies
    
    
    (36,149
    )
    
    
    77,903
    
    
    
    4,952
    
    
    
    
    
    
    
    46,706Income from subsidiaries
    
    
    140,061
    
    
    
    
    
    
    
    
    
    
    
    (140,061
    )
    
    
    Equity in net earnings of affiliated
companies
    
    
    14,615
    
    
    
    2,816
    
    
    
    
    
    
    
    
    
    
    
    17,431Income before taxes
    
    
    118,527
    
    
    
    80,719
    
    
    
    4,952
    
    
    
    (140,061
    )
    
    
    64,137Income tax benefit/(expense)
    
    
    
    
    
    
    57,094
    
    
    
    (981
    )
    
    
    
    
    
    
    56,113Net income
    
    
    118,527
    
    
    
    137,813
    
    
    
    3,971
    
    
    
    (140,061
    )
    
    
    120,250Less: Net income attributable to the
noncontrolling interest
    
    
    
    
    
    
    
    
    
    
    (1,723
    )
    
    
    
    
    
    
    (1,723
    )Net income attributable to Navios
Holdings common stockholders
    
    $
    118,527
    
    
    $
    137,813
    
    
    $
    2,248
    
    
    $
    (140,061
    )
    
    $
    118,527
 F-76




---



##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NaviosMaritime
    
    
    Other
    
    
    NonHoldings Inc.
    
    
    Guarantor
    
    
    GuarantorBalance Sheet as of December 31, 2010
    
    Issuer
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalCurrent assetsCash and cash equivalent
    
    $
    6,323
    
    
    $
    100,523
    
    
    $
    100,564
    
    
    $
    
    
    
    $
    207,410Restricted cash
    
    
    15,726
    
    
    
    3,488
    
    
    
    15,576
    
    
    
    
    
    
    
    34,790Accounts receivable, net
    
    
    
    
    
    
    48,807
    
    
    
    21,581
    
    
    
    
    
    
    
    70,388Intercompany receivables
    
    
    173,796
    
    
    
    7,534
    
    
    
    
    
    
    
    (181,330
    )
    
    
    Short term derivative assets
    
    
    
    
    
    
    1,420
    
    
    
    
    
    
    
    
    
    
    
    1,420Due from affiliate companies
    
    
    
    
    
    
    2,603
    
    
    
    
    
    
    
    
    
    
    
    2,603Prepaid expenses and other current assets
    
    
    164
    
    
    
    19,285
    
    
    
    13,905
    
    
    
    
    
    
    
    33,354Total current assets
    
    
    196,009
    
    
    
    183,660
    
    
    
    151,626
    
    
    
    (181,330
    )
    
    
    349,965Deposit for vessel acquisitions
    
    
    
    
    
    
    80,834
    
    
    
    296,690
    
    
    
    
    
    
    
    377,524Vessels, port terminal and other fixed
assets, net
    
    
    
    
    
    
    1,423,885
    
    
    
    825,792
    
    
    
    
    
    
    
    2,249,677Loan receivable from Navios Acquisition
    
    
    12,391
    
    
    
    
    
    
    
    (12,391
    )
    
    
    
    
    
    
    Restricted cash
    
    
    
    
    
    
    
    
    
    
    18,787
    
    
    
    
    
    
    
    18,787Long term derivative assets
    
    
    
    
    
    
    149
    
    
    
    
    
    
    
    
    
    
    
    149Investments in subsidiaries
    
    
    1,405,723
    
    
    
    197,193
    
    
    
    
    
    
    
    (1,602,916
    )
    
    
    Investment in available for sale
securities
    
    
    99,078
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    99,078Investment in affiliates
    
    
    18,301
    
    
    
    394
    
    
    
    
    
    
    
    
    
    
    
    18,695Deferred financing costs, net
    
    
    13,321
    
    
    
    5,547
    
    
    
    18,887
    
    
    
    
    
    
    
    37,755Deferred dry dock and special survey
costs, net
    
    
    
    
    
    
    9,966
    
    
    
    2,041
    
    
    
    
    
    
    
    12,007Other long term assets
    
    
    
    
    
    
    4,933
    
    
    
    5,437
    
    
    
    
    
    
    
    10,370Goodwill and other intangibles
    
    
    100,812
    
    
    
    155,838
    
    
    
    246,110
    
    
    
    
    
    
    
    502,760Total non-current assets
    
    
    1,649,626
    
    
    
    1,878,739
    
    
    
    1,401,353
    
    
    
    (1,602,916
    )
    
    
    3,326,802Total assets
    
    
    1,845,635
    
    
    
    2,062,399
    
    
    
    1,552,979
    
    
    
    (1,784,246
    )
    
    
    3,676,767LIABILITIES AND EQUITYCurrent liabilitiesAccounts payable
    
    
    
    
    
    
    23,450
    
    
    
    26,046
    
    
    
    
    
    
    
    49,496Accrued expenses
    
    
    7,465
    
    
    
    36,122
    
    
    
    18,830
    
    
    
    
    
    
    
    62,417Deferred income and cash received in
advance
    
    
    
    
    
    
    14,917
    
    
    
    2,765
    
    
    
    
    
    
    
    17,682Dividends payable
    
    
    6,094
    
    
    
    
    
    
    
    1,120
    
    
    
    
    
    
    
    7,214Intercompany Payables
    
    
    
    
    
    
    173,796
    
    
    
    7,534
    
    
    
    (181,330
    )
    
    
    Short term derivative liability
    
    
    
    
    
    
    245
    
    
    
    
    
    
    
    
    
    
    
    245Capital lease obligations
    
    
    
    
    
    
    
    
    
    
    1,252
    
    
    
    
    
    
    
    1,252Current portion of long term debt
    
    
    7,929
    
    
    
    40,111
    
    
    
    15,257
    
    
    
    
    
    
    
    63,297Total current liabilities
    
    
    21,488
    
    
    
    288,641
    
    
    
    72,804
    
    
    
    (181,330
    )
    
    
    201,603Long term debt, net of current portion
    
    
    764,564
    
    
    
    426,467
    
    
    
    821,582
    
    
    
    
    
    
    
    2,012,613Capital lease obligations, net of current
portion
    
    
    
    
    
    
    
    
    
    
    31,009
    
    
    
    
    
    
    
    31,009Other long term liabilities
    
    
    
    
    
    
    30,983
    
    
    
    5,037
    
    
    
    
    
    
    
    36,020Unfavorable lease terms
    
    
    
    
    
    
    51,264
    
    
    
    5,611
    
    
    
    
    
    
    
    56,875Deferred tax liability
    
    
    
    
    
    
    
    
    
    
    21,104
    
    
    
    
    
    
    
    21,104Total non-current liabilities
    
    
    764,564
    
    
    
    508,714
    
    
    
    884,343
    
    
    
    
    
    
    
    2,157,621Total liabilities
    
    
    786,052
    
    
    
    797,355
    
    
    
    957,147
    
    
    
    (181,330
    )
    
    
    2,359,224Noncontrolling interest
    
    
    
    
    
    
    
    
    
    
    257,960
    
    
    
    
    
    
    
    257,960Total Navios Holdings stockholders equity
    
    
    1,059,583
    
    
    
    1,265,044
    
    
    
    337,872
    
    
    
    (1,602,916
    )
    
    
    1,059,583Total liabilities and stockholders equity
    
    $
    1,845,635
    
    
    $
    2,062,399
    
    
    $
    1,552,979
    
    
    $
    (1,784,246
    )
    
    $
    3,676,767
 F-77




---



##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NaviosMaritime
    
    
    Other
    
    
    NonHoldings Inc.
    
    
    Guarantor
    
    
    GuarantorBalance Sheet as of December 31, 2009
    
    Issuer
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalCurrent assetsCash and cash equivalent
    
    $
    115,535
    
    
    $
    31,471
    
    
    $
    26,927
    
    
    $
    
    
    
    $
    173,933Restricted cash
    
    
    102,216
    
    
    
    3,268
    
    
    
    1,674
    
    
    
    
    
    
    
    107,158Accounts receivable, net
    
    
    82
    
    
    
    62,844
    
    
    
    15,578
    
    
    
    
    
    
    
    78,504Intercompany receivables
    
    
    413,067
    
    
    
    94
    
    
    
    
    
    
    
    (413,161
    )
    
    
    Short term derivative assets
    
    
    
    
    
    
    38,382
    
    
    
    
    
    
    
    
    
    
    
    38,382Due from affiliate companies
    
    
    
    
    
    
    1,973
    
    
    
    
    
    
    
    
    
    
    
    1,973Prepaid expenses and other current assets
    
    
    301
    
    
    
    13,831
    
    
    
    13,598
    
    
    
    
    
    
    
    27,730Total current assets
    
    
    631,201
    
    
    
    151,863
    
    
    
    57,777
    
    
    
    (413,161
    )
    
    
    427,680Deposit for vessel acquisitions
    
    
    
    
    
    
    344,515
    
    
    
    
    
    
    
    
    
    
    
    344,515Vessels, port terminal and other fixed assets,
net
    
    
    
    
    
    
    1,311,891
    
    
    
    265,850
    
    
    
    
    
    
    
    1,577,741Long term derivative asset
    
    
    8,181
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8,181Investments in subsidiaries
    
    
    1,049,231
    
    
    
    191,560
    
    
    
    
    
    
    
    (1,240,791
    )
    
    
    Investment in available for sale securities
    
    
    46,314
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    46,314Investment in affiliates
    
    
    12,347
    
    
    
    695
    
    
    
    
    
    
    
    
    
    
    
    13,042Investment in leased assets
    
    
    
    
    
    
    18,431
    
    
    
    
    
    
    
    
    
    
    
    18,431Deferred financing costs, net
    
    
    19,870
    
    
    
    4,945
    
    
    
    870
    
    
    
    
    
    
    
    25,685Deferred dry dock and special survey
costs, net
    
    
    
    
    
    
    4,280
    
    
    
    1,673
    
    
    
    
    
    
    
    5,953Other long term assets
    
    
    
    
    
    
    9,713
    
    
    
    9,440
    
    
    
    
    
    
    
    19,153Goodwill and other intangibles
    
    
    103,622
    
    
    
    145,622
    
    
    
    199,243
    
    
    
    
    
    
    
    448,487Total non-current assets
    
    
    1,239,565
    
    
    
    2,031,652
    
    
    
    477,076
    
    
    
    (1,240,791
    )
    
    
    2,507,502Total assets
    
    
    1,870,766
    
    
    
    2,183,515
    
    
    
    534,853
    
    
    
    (1,653,952
    )
    
    
    2,935,182LIABILITIES AND EQUITYCurrent liabilitiesAccounts payable
    
    
    
    
    
    
    44,036
    
    
    
    17,954
    
    
    
    
    
    
    
    61,990Accrued expenses and other current
liabilities
    
    
    9,257
    
    
    
    31,253
    
    
    
    7,520
    
    
    
    
    
    
    
    48,030Deferred income and cash received in advance
    
    
    
    
    
    
    9,529
    
    
    
    
    
    
    
    
    
    
    
    9,529Dividends payable
    
    
    6,052
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,052Intercompany payables
    
    
    
    
    
    
    413,067
    
    
    
    94
    
    
    
    (413,161
    )
    
    
    Short term derivative liability
    
    
    
    
    
    
    10,675
    
    
    
    
    
    
    
    
    
    
    
    10,675Current portion of long term debt
    
    
    6,466
    
    
    
    47,509
    
    
    
    5,829
    
    
    
    
    
    
    
    59,804Total current liabilities
    
    
    21,775
    
    
    
    556,069
    
    
    
    31,397
    
    
    
    (413,161
    )
    
    
    196,080Long term debt, net of current portion
    
    
    923,511
    
    
    
    524,827
    
    
    
    114,564
    
    
    
    
    
    
    
    1,562,902Other long term liabilities
    
    
    
    
    
    
    27,270
    
    
    
    6,200
    
    
    
    
    
    
    
    33,470Unfavorable lease terms
    
    
    
    
    
    
    59,203
    
    
    
    
    
    
    
    
    
    
    
    59,203Deferred tax liability
    
    
    
    
    
    
    
    
    
    
    22,777
    
    
    
    
    
    
    
    22,777Total non-current liabilities
    
    
    923,511
    
    
    
    611,300
    
    
    
    143,541
    
    
    
    
    
    
    
    1,678,352Total liabilities
    
    
    945,286
    
    
    
    1,167,369
    
    
    
    174,938
    
    
    
    (413,161
    )
    
    
    1,874,432Noncontrolling interest
    
    
    
    
    
    
    
    
    
    
    135,270
    
    
    
    
    
    
    
    135,270Total Navios Holdings stockholders equity
    
    
    925,480
    
    
    
    1,016,146
    
    
    
    224,645
    
    
    
    (1,240,791
    )
    
    
    925,480Total Liabilities and Equity
    
    $
    1,870,766
    
    
    $
    2,183,515
    
    
    $
    534,853
    
    
    $
    (1,653,952
    )
    
    $
    2,935,182
 F-78




---



##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NaviosMaritime
    
    
    Other
    
    
    NonCash flow statement for
    
    Holdings Inc.
    
    
    Guarantor
    
    
    Guarantorthe year ended December 31, 2010
    
    Issuer
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalNet cash provided by/(used in)
operating activities
    
    $
    176,345
    
    
    $
    (51,448
    )
    
    $
    57,593
    
    
    $
    
    
    
    $
    182,490Cash flows from investing activitiesAcquisition of subsidiaries, net of cash
acquired
    
    
    (63,230
    )
    
    
    
    
    
    
    (35,683
    )
    
    
    
    
    
    
    (98,913
    )Receipts from finance lease
    
    
    
    
    
    
    180
    
    
    
    
    
    
    
    
    
    
    
    180Proceeds from sale of assets
    
    
    
    
    
    
    484,082
    
    
    
    
    
    
    
    
    
    
    
    484,082Decrease in restricted cash
    
    
    65,324
    
    
    
    
    
    
    
    2,335
    
    
    
    
    
    
    
    67,659Acquisition of vessels
    
    
    
    
    
    
    (132,876
    )
    
    
    (89,897
    )
    
    
    
    
    
    
    (222,773
    )Deposits for vessel acquisitions
    
    
    
    
    
    
    (253,558
    )
    
    
    (89,685
    )
    
    
    
    
    
    
    (343,243
    )Purchase of property and equipment
    
    
    
    
    
    
    (876
    )
    
    
    (15,885
    )
    
    
    
    
    
    
    (16,761
    )Net cash provided by/(used in)
investing activities
    
    
    2,094
    
    
    
    96,952
    
    
    
    (228,815
    )
    
    
    
    
    
    
    (129,769
    )Cash flows from financing activitiesIssuance of common stock
    
    
    415
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    415Repurchase of preferred stock
    
    
    (49,030
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (49,030
    )Preferred shares issuance costs
    
    
    
    
    
    
    
    
    
    
    (1,805
    )
    
    
    
    
    
    
    (1,805
    )Dividends/Contributions to/from
noncontrolling shareholders
    
    
    
    
    
    
    
    
    
    
    (470
    )
    
    
    
    
    
    
    (470
    )Proceeds from long term loans
    
    
    30,901
    
    
    
    257,216
    
    
    
    178,517
    
    
    
    
    
    
    
    466,634Proceeds from ship mortgage notes
    
    
    
    
    
    
    
    
    
    
    400,000
    
    
    
    
    
    
    
    400,000Repayment of long term debt and
payment of principal
    
    
    (156,925
    )
    
    
    (229,987
    )
    
    
    (417,485
    )
    
    
    
    
    
    
    (804,397
    )Debt issuance costs
    
    
    (453
    )
    
    
    (977
    )
    
    
    (22,028
    )
    
    
    
    
    
    
    (23,458
    )Proceeds from warrant exercise
    
    
    (77,038
    )
    
    
    
    
    
    
    74,978
    
    
    
    
    
    
    
    (2,060
    )Proceeds from equity offering, net of
fees
    
    
    
    
    
    
    
    
    
    
    33,402
    
    
    
    
    
    
    
    33,402Repurchase of convertible bond
    
    
    (29,100
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (29,100
    )Decrease/(Increase) in restricted cash
    
    
    20,616
    
    
    
    (2,704
    )
    
    
    (250
    )
    
    
    
    
    
    
    17,662Dividends paid
    
    
    (27,037
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (27,037
    )Net cash (used in)/provided by
financing activities
    
    
    (287,651
    )
    
    
    23,548
    
    
    
    244,859
    
    
    
    
    
    
    
    (19,244
    )Net (decrease)/increase in cash and
cash equivalents
    
    
    (109,212
    )
    
    
    69,052
    
    
    
    73,637
    
    
    
    
    
    
    
    33,477Cash and cash equivalents, beginning
of year
    
    
    115,535
    
    
    
    31,471
    
    
    
    26,927
    
    
    
    
    
    
    
    173,933Cash and cash equivalents, end of year
    
    $
    6,323
    
    
    $
    100,523
    
    
    $
    100,564
    
    
    $
    
    
    
    $
    207,410
 F-79




---



##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NaviosMaritime
    
    
    Other
    
    
    NonCash flow statement for
    
    Holdings Inc.
    
    
    Guarantor
    
    
    Guarantorthe year ended December 31, 2009
    
    Issuer
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalNet cash provided by operating
activities
    
    $
    69,834
    
    
    $
    122,164
    
    
    $
    24,453
    
    
    $
    
    
    
    $
    216,451Cash flows from investing activitiesAcquisition of subsidiary, net of
cash acquired
    
    
    
    
    
    
    
    
    
    
    (369
    )
    
    
    
    
    
    
    (369
    )Receipts from finance lease
    
    
    
    
    
    
    567
    
    
    
    
    
    
    
    
    
    
    
    567Proceeds from sale of assets
    
    
    
    
    
    
    66,600
    
    
    
    
    
    
    
    
    
    
    
    66,600Increase in restricted cash
    
    
    (90,878
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (90,878
    )Acquisition of vessels
    
    
    
    
    
    
    (512,760
    )
    
    
    
    
    
    
    
    
    
    
    (512,760
    )Deposits on vessel acquisitions
    
    
    
    
    
    
    (238,810
    )
    
    
    
    
    
    
    
    
    
    
    (238,810
    )Purchase of property and equipment
    
    
    
    
    
    
    (89
    )
    
    
    (26,799
    )
    
    
    
    
    
    
    (26,888
    )Net cash used in investing activities
    
    
    (90,878
    )
    
    
    (684,492
    )
    
    
    (27,168
    )
    
    
    
    
    
    
    (802,538
    )Cash flows from financing activitiesContributions from noncontrolling
shareholders
    
    
    
    
    
    
    
    
    
    
    563
    
    
    
    
    
    
    
    563Proceeds from long term loans
    
    
    110,000
    
    
    
    488,801
    
    
    
    22,469
    
    
    
    
    
    
    
    621,270Proceeds from senior notes, net of
discount
    
    
    394,412
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    394,412Repayment of long term debt and
payment of principal
    
    
    (326,896
    )
    
    
    (2,884
    )
    
    
    (4,172
    )
    
    
    
    
    
    
    (333,952
    )Debt issuance costs
    
    
    (12,774
    )
    
    
    (4,589
    )
    
    
    (734
    )
    
    
    
    
    
    
    (18,097
    )Acquisition of treasury stock
    
    
    (717
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (717
    )Increase in restricted cash
    
    
    (9,500
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,500
    )Dividends paid
    
    
    (27,583
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (27,583
    )Net cash provided by financing
activities
    
    
    126,942
    
    
    
    481,328
    
    
    
    18,126
    
    
    
    
    
    
    
    626,396Net increase/(decrease) in cash and
cash equivalents
    
    
    105,898
    
    
    
    (81,000
    )
    
    
    15,411
    
    
    
    
    
    
    
    40,309Cash and cash equivalents, beginning
of year
    
    
    9,637
    
    
    
    112,471
    
    
    
    11,516
    
    
    
    
    
    
    
    133,624Cash and cash equivalents, end of
year
    
    $
    115,535
    
    
    $
    31,471
    
    
    $
    26,927
    
    
    $
    
    
    
    $
    173,933
 F-80




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NaviosMaritime
    
    
    Other
    
    
    NonCash flow statement for
    
    Holdings Inc.
    
    
    Guarantor
    
    
    Guarantorthe year ended December 31, 2008
    
    Issuer
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalNet cash (used in)/provided by
operating activities
    
    $
    (277,609
    )
    
    $
    221,002
    
    
    $
    28,219
    
    
    $
    
    
    
    $
    (28,388
    )Cash flows from investing activitiesAcquisition of subsidiaries, net of
cash acquired
    
    
    
    
    
    
    (113,161
    )
    
    
    5,592
    
    
    
    
    
    
    
    (107,569
    )Deposits in escrow in connection
with acquisition of subsidiary
    
    
    
    
    
    
    (2,500
    )
    
    
    
    
    
    
    
    
    
    
    (2,500
    )Receipts from finance lease
    
    
    
    
    
    
    4,843
    
    
    
    
    
    
    
    
    
    
    
    4,843Proceeds from sale of assets
    
    
    
    
    
    
    70,088
    
    
    
    
    
    
    
    
    
    
    
    70,088Acquisition of vessels
    
    
    
    
    
    
    (118,814
    )
    
    
    
    
    
    
    
    
    
    
    (118,814
    )Deposits for vessel acquisitions
    
    
    
    
    
    
    (197,853
    )
    
    
    
    
    
    
    
    
    
    
    (197,853
    )Purchase of property and equipment
    
    
    
    
    
    
    (1,621
    )
    
    
    (99,211
    )
    
    
    
    
    
    
    (100,832
    )Net cash used in investing activities
    
    
    
    
    
    
    (359,018
    )
    
    
    (93,619
    )
    
    
    
    
    
    
    (452,637
    )Cash flows from financing activitiesIssuance of common stock
    
    
    6,749
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,749Proceeds from long term borrowing,
net of finance fees
    
    
    192,667
    
    
    
    52,040
    
    
    
    70,120
    
    
    
    
    
    
    
    314,827Repayment of long term debt and
payment of principal
    
    
    (42,793
    )
    
    
    (9,770
    )
    
    
    
    
    
    
    
    
    
    
    (52,563
    )Debt issuance costs
    
    
    (939
    )
    
    
    (817
    )
    
    
    (554
    )
    
    
    
    
    
    
    (2,310
    )Acquisition of treasury stock
    
    
    (51,033
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (51,033
    )Dividends paid
    
    
    (28,588
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (28,588
    )Net cash provided by financing
activities
    
    
    76,063
    
    
    
    41,453
    
    
    
    69,566
    
    
    
    
    
    
    
    187,082Net (decrease)/increase in cash and
cash equivalents
    
    
    (201,546
    )
    
    
    (96,563
    )
    
    
    4,166
    
    
    
    
    
    
    
    (293,943
    )Cash and cash equivalents, beginning
of year
    
    
    211,183
    
    
    
    209,034
    
    
    
    7,350
    
    
    
    
    
    
    
    427,567Cash and cash equivalents, end of
year
    
    $
    9,637
    
    
    $
    112,471
    
    
    $
    11,516
    
    
    $
    
    
    
    $
    133,624
 F-81




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 NOTE 26: SUBSEQUENT EVENTS
 (a)
    
    On January 27, 2011, Navios Acquisition took delivery of
the Nave Polaris, a 25,145 dwt chemical tanker, from a
South Korean shipyard into its owned fleet. The vessel is
chartered out for six months at a net rate of $10 per day
for the first three months and at a net rate of $11 per
day for the remaining three months.(b)
    
    On January 28, 2011, Navios Holdings took delivery of the
Navios Altamira, a 179,165 dwt 2010-built Capesize Vessel,
from a South Korean shipyard for a purchase price of
approximately $54,000, of which $14,000 was paid in cash
and the remaining was funded though loan (see note 7). The
vessel is chartered-out for 12 years at a net rate of $25
per day.(c)
    
    On January 28, 2011, Navios Holdings completed the sale of
$350,000 of 8 1/8% Senior Notes due 2019 (the 2019
Notes). The 2019 Notes are guaranteed by all of the
subsidiaries that provide a guarantee of Navios Holdings
existing 8 7/8% first priority ship mortgage notes due
2017.The net proceeds from the sale of the 8 1/8% Notes were
used to redeem any and all of Navios Holdings outstanding
9 1/2% Senior Notes due 2014 (2014 Notes) and pay
related transaction fees and expenses and for general
corporate purposes. The offer to redeem the 8 1/8% Notes
(Tender offer) expired on February 11, 2011 with $25,000
in aggregate principal amount of 2014 Notes outstanding.Navios Holdings redeemed for cash, on February 28, 2011,
all 2014 Notes that remained outstanding after completion
of the Tender Offer, at a redemption price of $1.05 per
$1.0 principal amount of 2014 Notes, plus accrued and
unpaid interest to, but not including that redemption
date.(d)
    
    On February 7, 2011, the Board of Directors of Navios
Acquisition declared a quarterly cash dividend in respect
of the fourth quarter of 2010 of $0.05 per common share
payable on April 5, 2011 to stockholders of record as of
March 16, 2011.(e)
    
    On February 14, 2011, Navios Holdings took delivery of the
Navios Azimuth, a 179,169 dwt 2011-built Capesize vessel
from a South Korean shipyard for a purchase price of
approximately $54,151, of which $12,500 was paid in cash,
$40,000 was financed through a loan and the remaining was
funded through the issuance of 300 shares of preferred
stock which have a nominal value of $3,000 and a fair
value of $1,651 (see Note 7). The vessel is chartered-out
for 12 years at a net rate of $27 per day.(f)
    
    On February 14, 2011, Navios Holdings received an amount
of $6,126 as a dividend distribution from its affiliate
Navios Partners.(g)
    
    On February 18, 2011, the Board of Directors of Navios
Holdings resolved that a dividend of $0.06 per share of
common stock will be paid on April 12, 2011 to
stockholders of record on March 22, 2011.(h)
    
    In November 2010, Navios Holdings agreed to exercise its
option to purchase the Navios Astra for $20,972. The
Navios Astra was delivered to Navios Holdings on February
21, 2011. As of December 31, 2010, Navios Holdings had
paid a 10% deposit of purchase price for the acquisition
of the Navios Astra amounting to $2,097 and the remaining
amount of $18,800 was paid upon vessels delivery.(i)
    
    Navios Holdings exchanged 7,676,000 shares of Navios
Acquisitions common stock it held for non-voting
preferred stock of Navios Acquisition pursuant to an
Exchange Agreement entered into on March 30, 2011, between
Navios Acquisition and Navios Holdings. Following this
exchange, Navios Holdings interest in Navios Acquisition
decreased to 45%.
 F-82




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##### Table of Contents



NAVIOS MARITIME HOLDINGS INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (continued)
 (j)
    
    On March 29, 2011, Navios Logistics agreed with Marfin Popular Bank to amend its current loan agreement with
its subsidiary, Nauticler S.A., to provide for a $40,000 revolving credit facility. The proposed amended
facility is expected to provide for the existing margin of 300 basis points and would be secured by
mortgages on four tanker vessels or alternative security over other assets acceptable to the bank. The
proposed amended facility will require compliance with customary covenants. The obligation of the bank
under the proposed amended facility is subject to prepayment of the existing facility and is subject to
customary conditions, such as the receipt of satisfactory appraisals, insurance, opinions and the
negotiation, execution and delivery of mutually satisfactory loan documentation.(k)
    
    On March 31, 2011, Navios Holdings announced that its majority owned subsidiary, Navios Logistics intends
to offer through a private placement, subject to market and other conditions, approximately $185,000 of
senior notes due 2019 (the Notes). The Notes will be offered and sold in the United States only to
qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the
Securities Act), and in offshore transactions to non-United States persons in reliance on Regulation S
under the Securities Act. Navios Holdings is not acting as either an obligor or guarantor of the Notes in
the offering.The Notes will be the senior unsecured obligations of Navios Logistics and will rank equal in right of
payment to all of Navios Logistics existing and future senior unsecured indebtedness, and will rank senior
in right of payment to all of Navios Logistics existing and future subordinated indebtedness. On the issue
date of the Notes, Navios Logistics direct and indirect subsidiaries, other than certain identified
subsidiaries, are expected to guarantee the Notes on an unsecured senior basis.
 F-83