PART I
<>Item 1. Identity of Directors, Senior Management and Advisers
<>Directors and Senior Management
<>The members of our Board of Directors and our executive management team, as well as their functions, are as follows:
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<>Name
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Function
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Business address
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Angeliki Frangou
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Chairman and Director
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85 Akti Miaouli Street
Piraeus, Greece 185 38
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Claudio Pablo Lopez
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Chief Executive Officer and Director
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846 Av. Santa Fe
Buenos Aires, Argentina
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Carlos Augusto Lopez
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Chief Commercial Officer—Shipping Division and Director
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846 Av. Santa Fe
Buenos Aires, Argentina
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Horacio Enrique Lopez
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Chief Operating Officer—Shipping Division and Director
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846 Av. Santa Fe
Buenos Aires, Argentina
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Ruben Martinez
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Chief Operating Officer—Port Division and Director
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2141 Av. Paraguay ZF
Aguada Park,
Montevideo, Uruguay 11800
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Ioannis Karyotis
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Chief Financial Officer
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85 Akti Miaouli Street
Piraeus, Greece 185 38
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George Achniotis
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Executive Vice President—Business Development and Director
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85 Akti Miaouli Street
Piraeus, Greece 185 38
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Vasiliki Papaefthymiou
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Executive Vice President—Legal
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85 Akti Miaouli Street
Piraeus, Greece 185 38
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Efstratios Desypris
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Senior Vice President—Strategic Planning and Director
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85 Akti Miaouli Street
Piraeus, Greece 185 38
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Anna Kalathakis
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Secretary, Senior Vice President—Legal Risk Management
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85 Akti Miaouli Street
Piraeus, Greece 185 38
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<>Information concerning the members of our Board of Directors and Senior Management is presented in “Item 6. Directors, Senior Management and Employees.”
<>Auditors
<>Our auditor since January 1, 2008 has been Price Waterhouse & Co. S.R.L., member firm of PricewaterhouseCoopers. Price Waterhouse & Co. S.R.L.’s address is Bouchard 557, C1106ABG, Buenos Aires, Argentina.
<>Item 2. Offer Statistics and Expected Timetable
<>Not Applicable.
<>Item 3. Key Information
<>A. Selected Financial Data
<>The selected consolidated historical financial information and operating results for the years ended December 31, 2011, 2010, and 2009, is derived from our audited consolidated financial statements which are included elsewhere in this report. The selected consolidated historical financial information as of December 31, 2009, 2008 and 2007 and for the years ended December 31, 2008 and December 31, 2007 have been derived from our audited financial statements not included in this report. On January 1, 2008, Navios Holdings contributed: (a) $112.2 million in cash; and (b) 100% of the authorized capital stock of its wholly owned subsidiary, CNSA, to us. As part of the same transaction, we acquired 100% ownership of Horamar. As such, the 2007 selected consolidated historical financial data showed for comparative purposes relates only to CNSA.
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<>
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Year
Ended
December 31,
2011
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Year
Ended
December 31,
2010
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Year
Ended
December 31,
2009
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Year
Ended
December 31,
2008
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Year
Ended
December 31,
2007
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<>
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(Expressed in thousands of U.S. dollars—except share and per share data)
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Statement of Income Data
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Time charter, voyage and port terminals revenues
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$ 165,625
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$ 136,756
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$ 112,263
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$ 97,977
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$ 9,689
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Sales of products
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69,063
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51,217
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26,627
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9,801
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—
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Time charter, voyage and port terminal expenses
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(41,680 )
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(35,410 )
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(32,428 )
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(29,146 )
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(3,860 )
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Direct vessel expenses
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(63,422 )
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(50,422 )
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(37,095 )
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(31,804 )
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—
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Cost of products sold
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(66,757 )
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(47,073 )
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(24,246 )
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(9,247 )
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—
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Depreciation of vessels, port terminals and other fixed assets, net
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(18,180 )
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(17,729 )
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(18,020 )
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(14,747 )
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(917 )
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Amortization of intangible assets and liabilities, net
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(4,436 )
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(4,486 )
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(3,111 )
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(3,244 )
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(949 )
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Amortization of deferred drydock and special survey costs
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(718 )
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(394 )
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(270 )
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(70 )
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—
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General and administrative expenses
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(13,662 )
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(12,210 )
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(9,115 )
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(8,044 )
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(507 )
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Provision for losses on accounts receivable
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(492 )
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(652 )
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(1,351 )
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(115 )
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—
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Taxes other than income taxes
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(8,934 )
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(7,921 )
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(4,821 )
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(2,954 )
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—
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Gain on sale of assets
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36
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52
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—
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—
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—
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Interest expense and finance cost, net
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(17,074 )
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(4,526 )
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(4,246 )
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(4,421 )
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—
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Interest income
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843
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298
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11
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502
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148
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Foreign exchange differences
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(645 )
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(3 )
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378
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831
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(642 )
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Other income, net
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669
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64
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569
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206
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1
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<>
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Income before income taxes and noncontrolling interest
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$ 236
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$ 7,561
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$ 5,145
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$ 5,525
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$ 2,963
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Income tax benefit/(expense)
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348
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(64 )
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1,654
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(1,190 )
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—
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<>
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Net income
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$ 584
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$ 7,497
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$ 6,799
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$ 4,335
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$ 2,963
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Less: Net income attributable to the noncontrolling interest
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(780 )
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(1,897 )
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(1,448 )
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(907 )
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—
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<>
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Net (loss)/income attributable to Navios Logistics’ stockholders
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$ (196 )
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$ 5,600
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$ 5,351
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$ 3,428
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$ 2,963
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<>
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Basic and diluted net (losses)/earnings per share attributable to Navios Logistics’ stockholders
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(0.0098 )
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0.2800
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0.2676
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0.1714
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0.2321
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<>
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Weighted average number of shares, basic and diluted
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20,000
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20,000
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20,000
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20,000
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12,765
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<>
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Balance Sheet Data (at period end)
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Current assets, including cash and cash
equivalents
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85,952
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70,424
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57,777
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32,580
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7,944
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Total assets
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621,234
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547,461
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484,549
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450,201
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76,708
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Current liabilities, including current portion of
long-term debt
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76,710
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43,780
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31,396
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22,430
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6,559
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Total long-term debt, including current portion
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200,668
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127,422
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120,393
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81,328
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—
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Total liabilities
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300,009
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218,182
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174,517
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150,249
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6,559
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Total Navios Logistics’ stockholders’ equity
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320,684
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310,030
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293,560
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288,209
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70,149
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