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Seaspan Reports Financial Results for the Quarter and Year Ended December 31, 2011

Announces 33% Increase to Common Share Quarterly Dividend Effective First Quarter 2012 to $0.25 Per Common Share and up to $50 Million Share Repurchase Program

HONG KONG, CHINA -- (MARKET WIRE) -- 02/29/12 -- Seaspan Corporation (NYSE: SSW) announced today its financial results for the quarter and year ended December 31, 2011. Below is a summary of Seaspan's key financial results:

Summary of Key Financial Results (in thousands of USD):




                                          Quarter Ended

                                            December 31,             Change

                                  ------------------------------------------

                                       2011        2010          $        %

                                  ------------------------------------------

Reported net earnings             $  23,517 $   141,590 $ (118,073)  (83.4%)

Normalized net earnings(1)        $  35,453 $    26,954 $    8,499    31.5%

Earnings per share, basic         $    0.13 $      1.96 $    (1.83)  (93.4%)

Earnings per share, diluted       $    0.13 $      1.60 $    (1.47)  (91.9%)

Normalized earnings per share,

 converted(1) (Series A preferred

 shares converted at $15)         $    0.31 $      0.31 $        -       -

Cash available for distribution

 to common shareholders(2)        $  65,564 $    55,117 $   10,447    19.0%

Adjusted EBITDA(3)                $ 118,376 $    85,390 $   32,986    38.6%



                               Year Ended December 31,               Change

                              ----------------------------------------------

                                    2011         2010            $        %

                              ----------------------------------------------

Reported net loss             $  (83,400)  $  (87,747)  $    4,347     5.0%

Normalized net earnings(1)    $  123,407   $   94,991   $   28,416    29.9%

Loss per share, basic and

 diluted                      $    (2.04)  $    (1.70)  $    (0.34)  (20.0%)

Normalized earnings per share,

 converted(1) (Series A

 preferred shares converted

 at $15)                      $     1.08   $     1.12   $    (0.04)   (3.6%)

Cash available for

 distribution to common

 shareholders(2)              $  233,926   $  193,389   $   40,537    21.0%

Adjusted EBITDA(3)            $  416,406   $  289,501   $  126,905    43.8%



(1) Normalized net earnings and normalized earnings per share are non-GAAP measures that are adjusted for items such as the change in fair value of financial instruments, interest expense, interest expense at the hedged rate, loss on vessels, organizational development costs and certain other items that Seaspan believes are not representative of its operating performance. Normalized earnings per share, converted, reflects normalized earnings per share on a pro-forma basis on the assumption that Seaspan's outstanding Series A preferred shares are converted at $15.00 per share. Please read "Reconciliation of Non-GAAP Financial Measures for the Quarters and Years Ended December 31, 2011 and 2010 - Description of Non-GAAP Financial Measures - B. Normalized Net Earnings and Normalized Earnings per Share" for a description of normalized net earnings and normalized earnings per share and normalized earnings per share, converted, and for reconciliations of these measures to net earnings and earnings per share, respectively.

(2) Cash available for distribution to common shareholders is a non-GAAP measure that represents net earnings (loss) adjusted for depreciation, amortization of deferred charges, non-cash share-based compensation, dry-dock adjustment, change in fair value of financial instruments, interest expense, interest expense at the hedged rate, cash dividends paid on preferred shares, loss on vessels, bareboat charter adjustment, organizational development costs and certain other items that Seaspan believes are not representative of its operating performance. Please read "Reconciliation of Non-GAAP Financial Measures for the Quarters and Years Ended December 31, 2011 and 2010 - Description of Non-GAAP Financial Measures - A. Cash Available for Distribution to Common Shareholders" for a description of cash available for distribution to common shareholders and a reconciliation of cash available for distribution to net earnings.

(3) Adjusted EBITDA is a non-GAAP measure that represents net earnings (loss) before interest expense and other debt-related expenses, interest income, income tax expense, depreciation and amortization expense, change in fair value of financial instruments, loss on vessels, bareboat charter adjustment, organizational development costs and certain non-cash charges and certain other items that Seaspan believes are not representative of its operating performance. Please read "Reconciliation of Non-GAAP Financial Measures for the Quarters and Years Ended December 31, 2011 and 2010 - Description of Non-GAAP Financial Measures - C. Adjusted EBITDA" for a description of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net earnings.

Summary of Key Highlights




--  Achieved vessel utilization of 99.5% and 99.3%, respectively, for the

    quarter and year ended December 31, 2011.



--  Accepted delivery of 10 newbuilding vessels in 2011, bringing Seaspan's

    operating fleet to a total of 65 vessels at December 31, 2011. Four of

    the 10 delivered vessels are 13100 TEU vessels, the largest vessels in

    Seaspan's fleet and flagship vessels in COSCON's containership fleet.



--  Paid a third quarter dividend of $0.59375 per Series C preferred share

    on October 31, 2011, representing a distribution of $8.3 million. The

    dividend was paid to all Series C shareholders of record as of October

    28, 2011 for the period from July 30, 2011 to October 29, 2011. Full

    year dividend paid for 2011 for Series C preferred shares is $2.39 per

    share.



--  Paid a third quarter dividend of $0.1875 per common share on November

    23, 2011; paid a fourth quarter dividend of $0.1875 per common share on

    February 22, 2012, increasing cumulative dividends paid to $7.72 per

    common share since Seaspan's August 2005 initial public offering. Full

    year dividend paid for 2011 for common shares was $0.75 per share.



--  Redeemed all of the 260,000 outstanding Series B preferred shares for

    $24.6 million on November 30, 2011.



Gerry Wang, Chief Executive Officer, Co-Chairman, and Co-Founder of Seaspan, commented, "During 2011, Seaspan once again grew both its fleet and revenue stream under contract, achieved strong utilization and increased net earnings and cash flow. In addition to taking delivery of 10 vessels that commenced fixed-rate time charters with leading liner companies, we took advantage of a compelling ship acquisition environment to commence our next phase of fleet growth. As we pursue opportunities to further grow our fleet, we intend to continue to capitalize on our SAVER vessel design, which we believe provides customers with improved efficiency and operational savings."

Mr. Wang added, "Following the completion of our recent tender offer, we are pleased to announce a 33.3% increase in our common share dividend for the first quarter of 2012 and an additional $50 million common share repurchase program. The share repurchase program underscores the Board's confidence in Seaspan's future prospects as well as our commitment to enhance shareholder value while preserving a strong balance sheet and flexible capital structure that positions us well to manage uncertain market conditions and pursue select opportunities to grow our fleet."

Fourth Quarter Developments

Bareboat Charters

Seaspan entered into agreements to bareboat charter to Mediterranean Shipping Company S.A. ("MSC") four 4800 TEU vessels, each for a five-year term, beginning from the vessel delivery dates that occurred in October and November 2011. MSC has agreed to purchase the vessels for $5.0 million each at the end of the five-year bareboat charter terms. Each transaction is considered a sales-type lease and is accounted for as a disposition of vessels upon delivery of each vessel. As a result, Seaspan incurred a loss on vessels of $16.2 million for the year ended December 31, 2011.

Term Loan Financing

In October 2011, Seaspan, through one of its subsidiaries, entered into a financing transaction with a leading U.S. bank for the UASC Madinah, a 4250 TEU vessel. The vessel has been sold from Seaspan to one of its subsidiaries, funded by a $53 million mortgage-secured term loan from an affiliate of the U.S. bank, leased by the subsidiary to Seaspan and Seaspan continues to time charter the vessel to United Arab Shipping Company (S.A.G.). In June 2012, subject to certain conditions, it is expected that the vessel will be sold to the same affiliate of the U.S. bank for the amount outstanding under the term loan, and will be leased back to Seaspan's subsidiary under an operating lease for approximately nine years. Seaspan anticipates that it will continue to time charter the vessel to third parties.

Subsequent Events

Dividends

On January 17, 2012, Seaspan declared a quarterly dividend of $0.59375 per Series C preferred share, representing a total distribution of $8.3 million. The dividend was paid on January 30, 2012 to all shareholders of record on January 27, 2012.

On February 1, 2012, Seaspan declared a quarterly dividend of $0.1875 per common share. The dividend was paid on February 22, 2012 to all shareholders of record as of February 13, 2012.

In February 2012, Seaspan's board of directors approved a 33.3% increase in the quarterly common share dividend to $0.25 per share, which dividend will be subsequently declared for the quarter ending March 31, 2012. With this dividend, Seaspan will have increased its quarterly common share dividend by 150% since March 31, 2010. Seaspan expects common share dividends for the four quarters ending December 31, 2012 to total $1.00 per share.

Tender offer

On January 19, 2012, Seaspan repurchased 11.3 million shares of its Class A common stock tendered in a tender offer at a price of $15.00 per share, for an aggregate cost of $169.5 million excluding fees and expenses related to the tender offer.

Acquisition of Seaspan Management Services Limited

On January 27, 2012, Seaspan acquired all of the issued and outstanding share capital of Seaspan Management Services Limited (the "Manager"), and acquired and cancelled all of the issued and outstanding shares of Seaspan's Class C common stock, which were owned by a subsidiary of the Manager.

The purchase price for the acquisition, excluding potential balance sheet adjustments and any contingent consideration for managed fleet growth payments, was $54.0 million, which Seaspan paid through the issuance of approximately 4.2 million shares of its Class A common stock, valued on a per share basis equal to $12.794, being the volume-weighted average trading price for the 90 trading days immediately preceding the closing date of the acquisition.

The Manager provides technical, administrative and strategic services to Seaspan. Prior to the acquisition, the Manager was owned by affiliates of Seaspan's largest shareholder and certain of Seaspan's directors. The acquisition increases Seaspan's control over access to services that the Manager provides on a long-term basis, and reduces certain conflicts between Seaspan and its directors who had interests in the Manager. Seaspan previously paid fees to the Manager for technical services on a fixed basis, which fees were adjusted every three years. As a result of the acquisition, Seaspan's costs for these services will vary more directly with the actual cost, set by the market, of providing technical services for Seaspan's fleet. The conflicts committee of Seaspan's board of directors, which committee is composed of independent directors, with the assistance of financial and legal advisors, reviewed and approved the acquisition of the Manager. For additional information about Seaspan's acquisition of the Manager, please see Seaspan's Form 6-K filed with the SEC on January 30, 2012.

Open Market Share Repurchase Plan

Seaspan's Board of Directors has authorized the repurchase of up to $50.0 million of its Class A common shares. The share repurchase authorization does not have an expiration date and repurchase activity will depend on factors such as working capital needs, repayment of debt, share price, and economic and market conditions. Share repurchases may be effected from time to time through open market purchases or in privately negotiated transactions, and the repurchase program may be suspended, delayed or discontinued at any time. Seaspan intends to enter into a Rule 10b5-1 plan in connection with the share repurchase program.

Results for the Quarter and Year Ended December 31, 2011

The following tables summarize vessel utilization and the impact of off-hire time on Seaspan's revenues for the quarter and year ended December 31, 2011:




                              First Quarter  Second Quarter   Third Quarter

                            --------------- --------------- ---------------

                               2011    2010    2011    2010    2011    2010

                            ------- ------- ------- ------- ------- -------

Vessel Utilization:

Ownership Days                5,087   3,908   5,421   4,390   5,857   4,871

Less Off-hire Days:

  Scheduled 5-Year Survey       (53)    (20)    (58)    (42)     (6)    (52)

  Unscheduled Off-hire           (2)    (91)     (3)     (4)     (7)    (10)

                            ------- ------- ------- ------- ------- -------

Operating Days                5,032   3,797   5,360   4,344   5,844   4,809

                            ------- ------- ------- ------- ------- -------

                            ------- ------- ------- ------- ------- -------

Vessel Utilization            98.9%   97.2%   98.9%   99.0%   99.8%   98.7%

                            ------- ------- ------- ------- ------- -------

                            ------- ------- ------- ------- ------- -------



                                  Fourth Quarter            Year Ended

                           --------------------- ---------------------

                                 2011       2010       2011       2010

                           ---------- ---------- ---------- ----------

Vessel Utilization:

Ownership Days                  5,741      5,015     22,106     18,184

Less Off-hire Days:

  Scheduled 5-Year Survey         (17)        (5)      (134)      (119)

  Unscheduled Off-hire            (12)        (9)       (24)      (114)

                           ---------- ---------- ---------- ----------

Operating Days                  5,712      5,001     21,948     17,951

                           ---------- ---------- ---------- ----------

                           ---------- ---------- ---------- ----------

Vessel Utilization              99.5%      99.7%      99.3%      98.7%

                           ---------- ---------- ---------- ----------

                           ---------- ---------- ---------- ----------





                      First Quarter      Second Quarter       Third Quarter

               -------------------- ------------------- -------------------

                     2011      2010      2011      2010      2011      2010

               ---------- --------- --------- --------- --------- ---------

                               Revenue (in thousands of USD)

Revenue -

 Impact of Off-

 Hire:

100%

 Utilization    $ 121,983 $  82,378 $ 134,902 $  98,360 $ 155,056 $ 112,473



Less Off-hire:

Scheduled 5-

 Year Survey         (955)     (347)   (1,173)     (738)      (98)     (914)

Unscheduled

 Off-hire(4)          (33)   (1,662)      (57)      (77)     (132)     (208)

               ---------- --------- --------- --------- --------- ---------

Actual Revenue

 Earned         $ 120,995 $  80,369  $133,672   $97,545  $154,826  $111,351

               ---------- --------- --------- --------- --------- ---------

               ---------- --------- --------- --------- --------- ---------



                                       Fourth Quarter            Year Ended

                                --------------------- ---------------------

                                      2011       2010       2011       2010

                                ---------- ---------- ---------- ----------

                                       Revenue (in thousands of USD)

Revenue - Impact of Off-Hire:

100% Utilization                $  155,822 $  118,186 $  567,763 $  411,397



Less Off-hire:

Scheduled 5-Year Survey               (305)       (85)    (2,531)    (2,084)

Unscheduled Off-hire(4)               (280)      (155)      (502)    (2,102)

------------------------------------------ ---------- ---------- ----------

Actual Revenue Earned           $  155,237 $  117,946 $  564,730 $  407,211

------------------------------------------ ---------- ---------- ----------

------------------------------------------ ---------- ---------- ----------



(4) Includes charterer deductions that are not related to off-hire.

Seaspan accepted delivery of 10 vessels during the year ended December 31, 2011, increasing its operating fleet from 55 vessels at the start of 2011 to a total of 65 as at December 31, 2011. Operating days are the primary driver of revenue, while ownership days are the primary driver for ship operating costs.




                 Quarter Ended                  Year Ended

                  December 31,    Increase     December 31,      Increase

                ------------------------------------------------------------

                   2011    2010   Days      %    2011    2010    Days      %

                ------------------------------------------------------------

Operating days    5,712   5,001    711  14.2%  21,948  17,951   3,997  22.3%

Ownership days    5,741   5,015    726  14.5%  22,106  18,184   3,922  21.6%





Financial Summary  Quarter Ended                   Year Ended

 (in millions)       December 31,       Change    December 31,        Change

                 -----------------------------------------------------------

                    2011    2010      $      %   2011    2010       $      %

                 -----------------------------------------------------------



Revenue          $ 155.2 $ 117.9 $ 37.3  31.6% $564.7 $ 407.2 $ 157.5  38.7%

Ship operating

 expense            35.9    29.8    6.1  20.5%  135.7   108.1    27.6  25.5%

Depreciation        37.5    28.4    9.1  32.0%  138.0    99.7    38.3  38.5%

General and

 administrative

 expenses            5.2     2.7    2.5  92.6%   16.8     9.6     7.2  75.0%

Interest expense    16.0     8.5    7.5  88.2%   50.8    28.8    22.0  76.6%

Change in fair

 value of

 financial

 instruments loss   27.5   (95.5) 123.0 128.8%  281.0   241.0    40.0  16.6%

Loss on vessels      7.3       -    7.3 100.0%   16.2       -    16.2 100.0%

Equity loss on

 investment          1.2       -    1.2 100.0%    1.2       -     1.2 100.0%



Revenue

The increase in operating days and the dollar impact thereof, for the quarter and year ended December 31, 2011 relative to the corresponding periods in 2010 was due to the following:




                                      Quarter Ended              Year Ended

                                  December 31, 2011       December 31, 2011

                            ----------------------- -----------------------

                                           $ impact                $ impact

                              Operating         (in   Operating         (in

                            Days Impact    millions)Days Impact    millions)

                            ----------- ----------- ----------- -----------

2011 vessel deliveries              920      $ 41.4       2,270      $ 97.7

Full period contribution for

 2010 vessel deliveries              45         1.8       1,891        63.9

Changes due to bareboat

 charter                           (239)       (5.6)       (239)       (5.6)

Changes in daily charterhire

 rates                                -           -           -         0.3

Scheduled off-hire                  (12)       (0.2)        (15)       (0.4)

Unscheduled off-hire                 (3)       (0.1)         90         1.6

                            ----------- ----------- ----------- -----------

Total                               711      $ 37.3       3,997     $ 157.5

                            ----------- ----------- ----------- -----------

                            ----------- ----------- ----------- -----------



Vessel utilization was 99.5% and 99.3%, respectively, for the quarter and year ended December 31, 2011 compared to 99.7% and 98.7%, respectively, for the comparable periods in the prior year.

The increase in vessel utilization for the year ended December 31, 2011 was primarily due to the 90 days of unscheduled off-hire resulting from the grounding of the CSAV Licanten (formerly the CSCL Hamburg) in the Gulf of Aqaba on December 31, 2009.

During the year ended December 31, 2011 Seaspan completed nine dry-dockings which resulted in a total of 134 days of scheduled off-hire for the following vessels:




            Vessel                                     Commenced

            ----------------------------------------------------



            CSCL Sao Paulo(5)                                 Q1

            Jakarta Express                                   Q1

            Saigon Express                                    Q1

            Rio Grande Express                                Q1

            Lahore Express                                    Q2

            Santos Express                                    Q2

            Victor                                            Q2

            CSCL Chiwan                                       Q3

            Manila Express                                    Q4



(5) CSCL Sao Paulo's next dry-docking was originally scheduled for 2013; however, Seaspan combined the scheduled dry-docking for this vessel with repairs initiated in December 2010 to achieve savings and defer the next scheduled dry-docking to 2016.

Seaspan's cumulative vessel utilization since its initial public offering in August 2005 is 99.2%.

Ship Operating Expense

The increase in ownership days, and the dollar impact thereof, for the quarter and year ended December 31, 2011 relative to the corresponding periods in the prior year was due to the following:






                                     Quarter Ended               Year Ended

                                 December 31, 2011        December 31, 2011

                           ----------------------- ------------------------

                            Ownership

                                 Days  $ impact(in   Ownership  $ impact(in

                               impact     millions)Days impact     millions)

                           ---------- ------------ ----------- ------------



2011 vessel deliveries            920  $       6.6       2,270  $      16.2

Full period contribution

 for 2010 vessel deliveries        45          0.3       1,891         11.7

Changes due to bareboat

 charter                         (239)        (1.8)       (239)        (1.8)

Other operating expenses            -          0.2           -          0.2

Changes in extraordinary

 costs and expenses(6) not

 covered by the fixed fee           -          0.8           -          1.3

                           ---------- ------------ ----------- ------------

Total                             726  $       6.1       3,922  $      27.6

                           ---------- ------------ ----------- ------------

                           ---------- ------------ ----------- ------------



(6) Extraordinary costs and expenses are defined in Seaspan's management agreements and do not relate to extraordinary items as defined by financial reporting standards. The portion of extraordinary costs compared to the fixed technical management fee Seaspan pays its Manager were 5.8% and 4.6% of total expenses for the quarter and year ended December 31, 2011, as compared to 3.4% and 4.4% for the comparable periods in the prior year. The increases were mainly attributable to the increasing size of the operating fleet.

Depreciation

The increases in depreciation expense for the quarter and year ended December 31, 2011 were due to the 10 vessel deliveries in 2011 and a full period of ownership for the 13 deliveries in 2010.

General and Administrative Expenses

The increases in general and administrative expenses for the quarter and year ended December 31, 2011 were primarily due to the new employment agreement with Seaspan's chief executive officer (which had an effective date of January 1, 2011), additional fees paid to Seaspan's independent board of directors for an increased number of conflicts committee meetings and increased legal costs and professional fees to support financing, growth transactions and the acquisition of the Manager. For the quarter and year ended December 31, 2011, the Company has incurred $1.8 million of organizational development costs related to the acquisition of the Manager.

Interest Expense

Interest expense is comprised of interest at the variable rate plus the applicable margin incurred on debt for operating vessels and a reclassification of amounts from accumulated other comprehensive income related to previously designated hedging relationships. The increases in interest expense for the quarter and year ended December 31, 2011, were primarily due to higher average operating debt balances compared to the comparable periods in the prior year. The average LIBORs for the quarters and years ended December 31, 2011 and 2010 was 0.4%. Although Seaspan has entered into fixed interest rate swaps for much of its variable rate debt, the difference between the variable interest rate and the swapped fixed rate on operating debt is recorded in Seaspan's change in fair value of financial instruments caption as required by financial reporting standards. The interest incurred on long-term debt for Seaspan's vessels under construction is capitalized to the respective vessels under construction.

Equity loss on investment

Seaspan has an 11.1% investment in Greater China Intermodal Investments LLC (the "Vehicle"), an investment vehicle established by an affiliate of The Carlyle Group. The Vehicle will invest up to $900.0 million equity capital in containership assets strategic to the People's Republic of China, Taiwan, Hong Kong and Macau. Seaspan agreed to make a minority investment in the Vehicle of up to $100.0 million during the investment period, which is anticipated to be up to five years. During 2011, Seaspan made a capital contribution of $2.0 million related to the purchase of four vessels, working capital obligations, organizational expenses and financial advisory fees. Seaspan accounts for its 11.1% investment in the Vehicle on the equity method. The equity loss on investment of $1.2 million represents Seaspan's 11.1% share of losses in the Vehicle and consists primarily of the expenses incurred by the Vehicle in connection with its formation, organization and documentation of agreements.

Change in Fair Value of Financial Instruments

The change in fair value of financial instruments resulted in a loss of $27.5 million for the quarter ended December 31, 2011, compared to a gain of $95.5 million for the comparable quarter last year. The change in fair value of financial instruments resulted in a loss of $281.0 million for the year ended December 31, 2011, compared to a loss of $241.0 million for the comparable period last year. The changes in change in fair value for the quarter and year ended December 31, 2011 were primarily due to decreases in the forward LIBOR curve and overall market changes in credit risk since December 31, 2010. The fair value of interest rate swap and swaption agreements is subject to change based on Seaspan's company-specific credit risk included in the discount factor and the interest rate implied by the current swap curve, including its relative steepness. In determining the fair value, these factors are based on the current information available to Seaspan. These factors are expected to change through the life of the instruments, causing the fair value to fluctuate significantly due to the large notional amounts and long-term nature of Seaspan's derivative instruments. As these factors may change, the fair value of the instruments is an estimate and may deviate significantly from the actual cash settlements realized over the term of the instruments. Seaspan's valuation techniques have not changed and remain consistent with those followed by other valuation practitioners.

Dividends Declared:

For the quarter ended December 31, 2011, Seaspan declared a quarterly dividend of $0.1875 per common share, representing a total distribution of $11.7 million. The dividend was paid on February 22, 2012 to all shareholders of record as of February 13, 2012. Because Seaspan adopted a dividend reinvestment plan, or DRIP, the actual amount of cash dividend paid was $7.4 million based on shareholder participation in the DRIP.

Since Seaspan's initial public offering in August 2005, it has paid cumulative dividends of $7.72 per common share. Since Seaspan adopted the DRIP in May 2008, a total of 3.3 million shares have been issued, and $38.1 million of dividends have been reinvested, through shareholder participation in the DRIP.

About Seaspan

Seaspan is a leading independent charter owner and manager of containerships, which it charters primarily pursuant to long-term fixed-rate time charters to major container liner companies. Seaspan's contracted fleet of 72 containerships consists of 65 containerships in operation and seven containerships scheduled for delivery through 2014. Seaspan's operating fleet of 65 vessels has an average age of approximately five years and an average remaining charter period of approximately seven years. All of the seven vessels to be delivered to Seaspan are already committed to fixed-rate time charters between 10 and 12 years in duration from delivery. Seaspan's customer base consists of nine of the world's largest liner companies, including, China Shipping Container Lines (Asia) Co., Ltd., Compania Sud Americana de Vapores S.A., COSCO Container Lines Co., Ltd., Hanjin Shipping Co., Ltd., Hapag-Lloyd USA, LLC, Kawasaki Kisen Kaisha Ltd., Mediterranean Shipping Company S.A., Mitsui O.S.K. Lines, Ltd., and United Arab Shipping Company (S.A.G.).

Seaspan's common shares are listed on the New York Stock Exchange under the symbol "SSW".

Seaspan's Series C preferred shares are listed on the New York Stock Exchange under the symbol "SSW PR C".

Conference Call and Webcast

Seaspan will host a conference call and webcast presentation for investors and analysts to discuss its results for the quarter and year ended December 31, 2011 on Thursday March 1, 2012 at 5:30 a.m. PT / 8:30 a.m. ET. Participants should call 1-877-246-9875 (US/Canada) or 1-707-287-9353 (International) and request the Seaspan call. A telephonic replay will be available for anyone unable to participate in the live call. To access the replay, call 1-855-859-2056 or 1-404-537-3406 and enter the replay passcode: 55609786. The recording will be available from March 1, 2012 at 8:00 a.m. PT / 11:00 a.m. ET through 8:59 p.m. PT / 11:59 p.m. ET on March 15, 2012. The conference call will also be broadcast live over the Internet and will include a slide presentation. To access the live webcast and slide presentation, go to www.seaspancorp.com and click on "News & Events" and then "Events & Presentations" for the link. The webcast and slides will be archived on the site for one year.




SEASPAN CORPORATION

UNAUDITED CONSOLIDATED BALANCE SHEET

AS OF DECEMBER 31, 2011

(IN THOUSANDS OF US DOLLARS)





                                        December 31, 2011 December 31, 2010

                                        ----------------- -----------------

Assets

Current assets:

  Cash and cash equivalents             $         481,123 $          34,219

  Accounts receivable                               6,837             1,017

  Prepaid expenses                                 17,398            11,528

  Gross investment in lease                        14,640                 -

                                         ----------------  ----------------

                                                  519,998            46,764



Vessels                                         4,289,331         3,191,734

Vessels under construction                        407,918         1,019,138

Deferred charges                                   45,917            37,607

Other assets                                       88,754            81,985

Gross investment in lease                          95,798                 -

                                         ----------------  ----------------

                                        $       5,447,716 $       4,377,228

                                         ----------------  ----------------

                                         ----------------  ----------------



Liabilities and Shareholders' Equity

Current liabilities:

  Accounts payable and accrued

   liabilities                          $          47,400 $          28,394

  Deferred revenue                                 23,257            10,696

  Current portion of long-term debt                81,482                 -

  Current portion of other long-term

   liabilities                                     37,649            19,096

                                         ----------------  ----------------

                                                  189,788            58,186



Long-term deferred revenue                         12,503                 -

Long-term debt                                  2,914,247         2,396,771

Other long-term liabilities                       583,263           524,716

Fair value of financial instruments               564,490           407,819

                                         ----------------  ----------------

                                                4,264,291         3,387,492



Share capital                                         838               691

Additional paid-in capital                      1,860,979         1,526,822

Deficit                                          (622,406)         (469,616)

Accumulated other comprehensive loss              (55,986)          (68,161)

                                         ----------------  ----------------

Total shareholders' equity                      1,183,425           989,736

                                         ----------------  ----------------



                                        $       5,447,716 $       4,377,228

                                         ----------------  ----------------

                                         ----------------  ----------------





SEASPAN CORPORATION

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND DEFICIT FOR THE

QUARTERS AND YEARS ENDED DECEMBER 31, 2011 AND 2010

(IN THOUSANDS OF US DOLLARS, EXCEPT SHARE AND PER SHARE AMOUNTS)





                                   Quarter    Quarter

                                     ended      ended Year ended Year ended

                                  December   December   December   December

                                  31, 2011   31, 2010   31, 2011   31, 2010

                                ---------- ---------- ---------- ----------



Revenue                         $  155,237 $  117,946 $  564,730 $  407,211



Operating expenses:

  Ship operating                    35,891     29,829    135,696    108,098

  Depreciation                      37,515     28,351    137,987     99,653

  General and administrative         5,160      2,727     16,818      9,612

  Loss on vessels                    7,347          -     16,237          -

                                ---------- ---------- ---------- ----------

                                    85,913     60,907    306,738    217,363

                                ---------- ---------- ---------- ----------



Operating earnings                  69,324     57,039    257,992    189,848



Other expenses (earnings):

  Interest expense                  16,048      8,529     50,849     28,801

  Interest income                     (383)       (19)      (854)       (60)

  Interest income from leasing        (880)         -       (880)         -

  Undrawn credit facility fees         848      1,443      4,282      4,515

  Amortization of deferred

   charges                           1,492      1,010      5,788      3,306

  Equity loss on investment          1,180          -      1,180          -

  Change in fair value of

   financial instruments            27,502    (95,514)   281,027    241,033

                                ---------- ---------- ---------- ----------

                                    45,807    (84,551)   341,392    277,595

                                ---------- ---------- ---------- ----------



Net earnings (loss)             $   23,517 $  141,590 $  (83,400)$  (87,747)



Deficit, beginning of period      (627,340)  (602,055)  (469,616)  (349,802)

Dividends on common shares         (12,989)    (8,553)   (47,414)   (30,658)

Dividends on Series B preferred

 shares                                  -       (598)    (1,813)    (1,409)

Redemption of Series B preferred

 shares                              2,873          -      2,873          -

Dividends on Series C preferred

 shares                             (8,312)         -    (22,206)         -

Amortization of Series C

 issuance costs                       (155)         -       (830)         -

                                ---------- ---------- ---------- ----------

Deficit, end of period          $ (622,406)$ (469,616)$ (622,406)$ (469,616)

                                ---------- ---------- ---------- ----------

                                ---------- ---------- ---------- ----------



Weighted average number of

 shares, basic (thousands)          69,551     68,479     69,217     68,195

Weighted average number of

 shares, diluted (thousands)        69,551     87,866     69,217     89,353

                                ---------- ---------- ---------- ----------



Earnings (loss) per share, basic$     0.13 $     1.96 $    (2.04)$    (1.70)

                                ---------- ---------- ---------- ----------

                                ---------- ---------- ---------- ----------

Earnings (loss) per share, basic

 and diluted                    $     0.13 $     1.60 $    (2.04)$    (1.70)

                                ---------- ---------- ---------- ----------

                                ---------- ---------- ---------- ----------





SEASPAN CORPORATION

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME AND LOSS FOR THE

QUARTERS AND YEARS ENDED DECEMBER 31, 2011 AND 2010

(IN THOUSANDS OF US DOLLARS)





                  Quarter ended   Quarter ended    Year ended    Year ended

                    December 31,    December 31,  December 31,  December 31,

                           2011            2010          2011          2010

                  ------------- --------------- ------------- -------------



Net earnings

 (loss)           $      23,517 $       141,590 $     (83,400)$     (87,747)



Other

 comprehensive

 income:

Amounts

 reclassified to

 earnings (loss)

 during the period        2,863           3,443        12,175        13,086

                  ------------- --------------- ------------- -------------



Comprehensive

 income (loss)    $      26,380 $       145,033 $     (71,225)$     (74,661)

                  ------------- --------------- ------------- -------------

                  ------------- --------------- ------------- -------------





SEASPAN CORPORATION

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE QUARTERS AND YEARS ENDED DECEMBER 31, 2011 AND 2010

(IN THOUSANDS OF US DOLLARS)





                                   Quarter    Quarter

                                     ended      ended Year ended Year ended

                                  December   December   December   December

                                  31, 2011   31, 2010   31, 2011   31, 2010

                                ---------- ---------- ---------- ----------



Cash provided by (used in):



Operating activities:

  Net earnings (loss)           $   23,517 $  141,590 $  (83,400)$  (87,747)

  Items not involving cash:

    Depreciation                    37,515     28,351    137,987     99,653

    Share-based compensation         1,012        690      3,278      2,670

    Amortization of deferred

     charges                         1,492      1,010      5,788      3,306

    Amounts reclassified from

     other comprehensive loss        2,700      3,353     11,670     12,797

    Unrealized change in fair

     value of financial

     instruments                    (4,071)  (125,088)   156,671    127,374

    Loss on vessels                  7,347          -     16,237          -

    Equity loss on investment        1,180          -      1,180          -

Change in assets and liabilities    10,514      6,008     (9,547)    (4,466)

                                ---------- ---------- ---------- ----------

Cash provided by operating

 activities                         81,206     55,914    239,864    153,587

                                ---------- ---------- ---------- ----------



Financing activities:

  Preferred shares issued, net

   of share issue costs                (28)        16    344,539     25,896

  Preferred shares redeemed, net

   of cost                         (24,600)         -    (24,600)         -

  Draws on credit facilities        54,417     26,325    601,577    513,625

  Repayment on credit facilities    (2,253)         -     (2,619)         -

  Repayment on other long-term

   liabilities                      (7,151)         -    (19,061)    21,250

  Financing fees                    (1,982)    (4,042)    (9,990)    (7,356)

  Dividends on common shares(7)     (9,371)    (6,328)   (34,375)   (22,958)

  Dividends on Series B

   preferred shares                      -       (328)      (972)      (777)

  Dividends on Series C

   preferred shares                 (8,312)         -    (22,206)         -

                                ---------- ---------- ---------- ----------

Cash provided by financing

 activities                            720     15,643    832,293    529,680

                                ---------- ---------- ---------- ----------



Investing activities:

  Expenditures for vessels         (19,776)  (123,569)  (621,947)  (715,640)

  Restricted cash                        -    (60,000)         -    (65,000)

  Investment in affiliate            2,051          -     (1,964)         -

  Intangible assets                  1,186       (478)    (1,342)    (1,808)

                                ---------- ---------- ---------- ----------

Cash used in investing

 activities                        (16,539)  (184,047)  (625,253)  (782,448)

                                ---------- ---------- ---------- ----------



Increase (decrease) in cash and

 cash equivalents                   65,387   (112,490)   446,904    (99,181)



Cash and cash equivalents,

 beginning of period               415,736    146,709     34,219    133,400

                                ---------- ---------- ---------- ----------

Cash and cash equivalents, end

 of period                      $  481,123 $   34,219 $  481,123 $   34,219

                                ---------- ---------- ---------- ----------

                                ---------- ---------- ---------- ----------



(7) During the quarter and year ended December 31, 2011, non-cash dividends of $3.6 and $13.0 million were paid through the dividend reinvestment plan, respectively. Shareholders have invested a total of $38.1 million in the dividend reinvestment plan since its adoption in May 2008.




SEASPAN CORPORATION

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

FOR THE QUARTERS AND YEARS ENDED DECEMBER 31, 2011 AND 2010

(IN THOUSANDS OF US DOLLARS)



Description of Non-GAAP Financial Measures

A. Cash Available for Distribution to Common Shareholders

Cash available for distribution to common shareholders is defined as net earnings (loss) adjusted for depreciation, interest expense, amortization of deferred charges, non-cash share-based compensation, change in fair value of financial instruments, loss on vessels, bareboat charter adjustment, organizational development costs, amounts paid for dry-docking, cash dividends paid on preferred shares, interest expense at the hedged rate and certain other items that Seaspan believes affect the comparability of its operating results.

Cash available for distribution to common shareholders is a non-GAAP measure used to assist in evaluating Seaspan's ability to make quarterly cash dividends before reserves for replacement capital expenditures. Cash available for distribution to common shareholders is not defined by United States generally accepted accounting principles ("GAAP") and should not be considered as an alternative to net earnings or any other indicator of Seaspan's performance required to be reported by GAAP.




                                   Quarter    Quarter

                                     ended      ended Year ended Year ended

                                  December   December   December   December

                                  31, 2011   31, 2010   31, 2011   31, 2010

                                ---------- ---------- ---------- ----------



Net earnings (loss)             $   23,517 $  141,590 $  (83,400)$  (87,747)

Add:

 Depreciation                       37,515     28,351    137,987     99,653

 Interest expense(8)                16,048      8,529     50,849     28,801

 Amortization of deferred

  charges                            1,492      1,010      5,788      3,306

 Share-based compensation            1,012        690      3,278      2,670

 Change in fair value of

  financial instruments             27,502    (95,514)   281,027    241,033

 Loss on vessels (9)                 7,347          -     16,237          -

 Bareboat charter adjustment,

  net (10)                           1,490          -      1,490          -

 Organizational development

  costs(11)                          3,000          -      3,000          -

Less:

 Amounts paid for dry-dock

  adjustment                        (3,085)    (1,560)    (9,384)    (6,454)

 Series B preferred share

  dividends paid(12)                     -       (328)      (972)      (777)

 Series C preferred share

  dividends paid and

  accumulated(12)                   (8,313)         -    (27,668)         -

                                ---------- ---------- ---------- ----------

Net cash flows before interest

  payments                         107,525     82,768    378,232    280,485

Less:

Interest expense at the hedged

 rate(13)                          (41,961)   (27,651)  (144,306)   (87,096)

                                ---------- ---------- ---------- ----------

Cash available for distribution

 to common shareholders         $   65,564 $   55,117 $  233,926 $  193,389

                                ---------- ---------- ---------- ----------

                                ---------- ---------- ---------- ----------





SEASPAN CORPORATION

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

FOR THE QUARTERS AND YEARS ENDED DECEMBER 31, 2011 AND 2010

(IN THOUSANDS OF US DOLLARS, EXCEPT SHARE AND PER SHARE AMOUNTS)



Description of Non-GAAP Financial Measures

B. Normalized Net Earnings and Normalized Earnings per Share

Normalized net earnings is defined as net earnings adjusted for items such as interest expense, change in fair value of financial instruments, loss on vessels, interest expense at the hedged rate, organizational development costs and certain other items Seaspan believes affect the comparability of operating results. Normalized net earnings is useful because it excludes those items that Seaspan believes are not representative of its operating performance.

Normalized net earnings is not defined by GAAP and should not be considered as an alternative to net earnings or any other indicator of Seaspan's performance required to be reported by GAAP.

Normalized earnings per share, converted, is calculated as normalized net earnings, less dividends on Series B (until their repurchase on November 30, 2011) and Series C preferred shares, divided by the "converted" number of shares outstanding for the period. The Series A preferred shares automatically convert to Class A common shares at a price of $15.00 per share at any time on or after January 31, 2014 if the trailing 30-day average trading price of the common shares is equal to or above $15.00. If the share price is less than $15.00, Seaspan can choose to not convert the preferred shares and to increase the annual increase in the liquidation preference to 15% per annum from 12%. The "converted" number of shares includes: basic weighted average number of shares, share-based compensation, and the impact of the Series A preferred shares converted at $15.00 per share. This method reflects Seaspan's ability to control the conversion if the share price is less than $15.00 and the per share impact of the preferred shares conversion at $15.00.

Normalized earnings per share, basic can be computed as normalized net earnings attributable to common shareholders divided by the weighted-average number of shares used to compute reported earnings per share, basic.

Normalized earnings per share, converted, diluted, and basic are not defined by GAAP and should not be considered as an alternative to earnings per share or any other indicator of Seaspan's performance required to be reported by GAAP.




                                   Quarter    Quarter

                                     ended      ended Year ended Year ended

                                  December   December   December   December

                                  31, 2011   31, 2010   31, 2011   31, 2010

                                ---------- ---------- ---------- ----------



Net earnings (loss)             $   23,517 $  141,590 $  (83,400)$  (87,747)

Adjust:

 Interest expense(8)                16,048      8,529     50,849     28,801

 Change in fair value of

  financial instruments             27,502    (95,514)   281,027    241,033

 Loss on vessels(9)                  7,347          -     16,237          -



 Interest expense at the hedged

  rate (13)                        (41,961)   (27,651)  (144,306)   (87,096)

 Organizational development

  costs(11)                          3,000          -      3,000          -

                                ---------- ---------- ---------- ----------

Normalized net earnings         $   35,453 $   26,954 $  123,407 $   94,991

                                ---------- ---------- ---------- ----------

Less: preferred share dividends



 Series A                            7,976      7,087     30,295     26,918

 Series B                                -        598      1,813      1,409

 Series B-premium on redemption     (2,873)         -     (2,873)         -

 Series C (including

  amortization of issuance

  costs)                             8,468          -     28,497          -

                                ---------- ---------- ---------- ----------

                                    13,571      7,685     57,732     28,327

                                ---------- ---------- ---------- ----------

Normalized net earnings

 attributable to common

 shareholders                   $   21,882 $   19,269 $   65,675 $   66,664

                                ---------- ---------- ---------- ----------

                                ---------- ---------- ---------- ----------



Weighted average number of

 shares used to compute earnings

 (loss) per share:

Reported and normalized, basic      69,551     68,479     69,217     68,195

 Share-based compensation              162        202        132        117

 Series A preferred shares

  liquidation preference

  converted at $15                  17,846     15,856     17,078     15,174

                                ---------- ---------- ---------- ----------

Normalized, converted               87,559     84,537     86,427     83,486

 Series A preferred shares 115%

  premium (30-day trailing

  average)                           5,453      3,329      2,158      5,867

                                ---------- ---------- ---------- ----------

Reported, diluted(14)               93,012     87,866     88,585     89,353

                                ---------- ---------- ---------- ----------

Earnings (loss) per share:



 Reported, basic                $     0.13 $     1.96 $    (2.04)$    (1.70)

                                ---------- ---------- ---------- ----------

                                ---------- ---------- ---------- ----------

 Reported, diluted              $     0.13 $     1.60 $    (2.04)$    (1.70)

                                ---------- ---------- ---------- ----------

                                ---------- ---------- ---------- ----------

 Normalized, converted -

  preferred shares converted at

  $15(15)                       $     0.31 $     0.31 $     1.08 $     1.12

                                ---------- ---------- ---------- ----------

                                ---------- ---------- ---------- ----------





SEASPAN CORPORATION

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

FOR THE QUARTERS AND YEARS ENDED DECEMBER 31, 2011 AND 2010

(IN THOUSANDS OF US DOLLARS, EXCEPT PER SHARE AMOUNTS)



Description of Non-GAAP Financial Measures

C. Adjusted EBITDA

Adjusted EBITDA is defined as net earnings (loss) before interest expense and other debt-related expenses, interest income, income tax expense, depreciation and amortization expense, change in fair value of financial instruments, loss on vessels, bareboat charter adjustment, organizational development costs and certain other items that Seaspan believes are not representative of its operating performance.

Adjusted EBITDA provides useful information to investors in assessing Seaspan's results of operations. Seaspan believes that this measure is useful in assessing performance and highlighting trends on an overall basis. Seaspan also believes that this measure can be useful in comparing its results with those of other companies. The GAAP measure most directly comparable to Adjusted EBITDA is net earnings (loss). Adjusted EBITDA is not defined by GAAP and should not be considered as an alternative to net earnings (loss) or any other indicator of Seaspan's performance required to be reported by GAAP.




                                Quarter     Quarter

                                  ended       ended  Year ended  Year ended

                               December    December    December    December

                               31, 2011    31, 2010    31, 2011    31, 2010

                            ----------- ----------- ----------- -----------





Net earnings (loss)         $    23,517 $   141,590 $   (83,400)$   (87,747)

Add:

 Interest expense(8)             16,048       8,529      50,849      28,801

 Interest income                   (383)        (19)       (854)        (60)

 Undrawn credit facility

  fees                              848       1,443       4,282       4,515

 Depreciation                    37,515      28,351     137,987      99,653

 Amortization of deferred

  charges                         1,492       1,010       5,788       3,306

 Change in fair value of

  financial instruments          27,502     (95,514)    281,027     241,033

 Loss on vessels(9)               7,347           -      16,237           -

 Bareboat charter

  adjustment, net(10)             1,490           -       1,490           -

 Organizational development

  costs(11)                       3,000           -       3,000           -

                            ----------- ----------- ----------- -----------

Adjusted EBITDA             $   118,376 $    85,390 $   416,406 $   289,501

                            ----------- ----------- ----------- -----------



(8) Interest expense as reported on the consolidated statement of operations.

(9) In November 2011, Seaspan entered into an agreement to bareboat charter to MSC two 4800 TEU vessels for a five-year term, beginning from vessel delivery dates that occurred in November 2011. The charter rates are $10,000 per vessel per day for the first two years increasing to $14,500 per vessel per day for the remaining three years. Because these are bareboat charters, MSC is responsible for the ship operating and voyage expenses of the vessels as well as for their management, including crewing. MSC has agreed to purchase the two vessels for $5.0 million each at the end of the five-year bareboat charter terms. This transaction resulted in a loss on vessels of $7.3 million for the two vessels for the quarter ended December 31, 2011.

(10) Upon delivery of the vessels to MSC, the transactions were accounted for as sales-type leases. The vessels were disposed of and a gross investment in leases was recorded, which is being amortized to income through interest income from leasing. The bareboat charter adjustment is included to reverse the GAAP accounting treatment and reflect the transaction as if the vessels had not been disposed of. Therefore, the bareboat charter fees are added back and the interest income from leasing is deducted resulting in a net bareboat charter adjustment.

(11) Organizational development costs include professional fees and integration costs related to acquisition of the Manager as well as Seaspan's $1.2 million equity loss on investment in the Vehicle. The equity loss on investment consists primarily of the expenses incurred by the Vehicle in connection with its formation, organization and documentation of agreements.

(12) Dividends related to the Series B and Series C preferred shares have been deducted as they reduce cash available for distribution to common shareholders. All outstanding Series B preferred shares were redeemed on November 30, 2011.

(13) Interest expense at the hedged rate is calculated as the interest incurred on operating debt at the fixed rate on the related interest rate swaps plus the applicable margin on the related credit facilities and variable rate leases, on an accrual basis. Interest expense on fixed rate leases is calculated on the effective interest rate.

(14) If the effect of Series A preferred shares is anti-dilutive, their effect is excluded from the computation of reported diluted earnings (loss) per share.

(15) Normalized earnings per share, converted, for the quarter ended December 31, 2011 is comparable to the prior period. Normalized earnings per share, converted, decreased for the year ended December 31, 2011. Excluding share count changes, a decrease of $0.33 per share due to the impact of the Series C preferred shares for the year ended December 31, 2011 was offset by an increase of $0.34 per share due to a rise in normalized net earnings. In addition, due to a rise in converted share count (83,486 to 86,427), there is a decrease of $0.04 per share for the year ended December 31, 2011.

STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This release contains certain forward-looking statements (as such term is defined in Section 21E of the Securities Exchange Act of 1934, as amended), which reflect management's current views with respect to certain future events and performance, including, in particular, statements regarding: future operating results; expansion of Seaspan's business; future dividends; the effects of the acquisition of the Manager on Seaspan and its operations and results; repurchases of Seaspan common shares under its share repurchase program; vessel deliveries; vessel financing arrangements and Seaspan's capital requirements. Although these statements are based upon assumptions Seaspan believes to be reasonable, they are subject to risks and uncertainties. These risks and uncertainties include, but are not limited to: the availability to Seaspan of containership acquisition opportunities; the availability and cost to Seaspan of financing to pursue growth opportunities; integration of the Manager acquisition and the number of additional vessels managed by the Manager in the future; chartering rates; conditions in the containership market; increased operating expenses; the number of off-hire days; dry-docking requirements; Seaspan's ability to borrow funds under its credit facilities and to obtain additional financing in the future; Seaspan's future cash flows and its ability to make dividend and other payments; the time that it may take to construct new ships; Seaspan's continued ability to enter into primarily long-term, fixed-rate time charters with customers; changes in governmental rules and regulations or actions taken by regulatory authorities; the financial condition of shipyards, charterers, lenders, refund guarantors and other counterparties and their ability to perform their obligations under their agreements with Seaspan; the potential for early termination of long-term contracts and Seaspan's potential inability to renew or replace long-term contracts; conditions in the public equity markets and the price of Seaspan's common shares; and other factors detailed from time to time in Seaspan's periodic reports and filings with the Securities and Exchange Commission, including Seaspan's Report on Form 20-F for the year ended December 31, 2010. Seaspan expressly disclaims any obligation to update or revise any of these forward-looking statements, whether because of future events, new information, a change in Seaspan's views or expectations, or otherwise.

Contacts:

Seaspan Corporation - Investor Relations Inquiries

Mr. Sai W. Chu

Chief Financial Officer

604-638-2575

www.seaspancorp.com



The IGB Group - Media Inquiries

Mr. Leon Berman

212-477-8438



Source: Seaspan Corporation

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