Quarterly Report • Aug 4, 2016
Quarterly Report
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CFO / IR contact: Morten Lertrø Phone: +47 67 58 40 00 Mobile: +47 90 41 99 94 [email protected]
www.treasureasa.com
Treasure ASA was demerged from Wilh Wilhelmsen ASA (WWASA) and listed on the Oslo Stock Exchange on 8 June 2016. All shareholders of WWASA received one share in Treasure ASA for every share held in WWASA.
The company holds (via the wholly-owned subsidiary Den Norske Amerikalinje AS) 4.513.582 shares in Hyundai Glovis Co. Ltd., corresponding to an ownership of 12.04%.
Hyundai Glovis is a global integrated logistics company listed on the KRX Korea Exchange since 2005.
Treasure ASA is debt free with a net cash position of ca USD 17 million.
The holding in Hyundai Glovis is strategic in nature for the Wilh Wilhelmsen group towards the Hyundai Motor Company (HMC) Group in Korea.
Currently, Treasure ASA is represented on the board of directors of Hyundai Glovis with two board members.
Treasure ASA shall create shareholder value through a combination of increased value of the shares and dividend payments.
Primary source of income for Treasure ASA is dividend from Hyundai Glovis.
The Treasure ASA share price was slightly down from its inaugural closing price on the listing date (8 June) at NOK 16.00 to NOK 15.90 at the end of the quarter.
The board will not issue prospects for Treasure ASA, given the company's current investment profile.
The board does not intend to propose a dividend or to buy back any outstanding shares during 2016.
Lysaker, 4 August 2016 The board of directors of Treasure ASA
Forward-looking statements presented in this report are based on various assumptions. These assumptions were reasonable when made, but as assumptions are inherently subject to uncertainties and contingencies which are difficult or impossible to predict. Treasure ASA cannot give assurances that expectations regarding the future outlook will be achieved or accomplished.
| USD thousand | Note | 08.06-30.06. | YTD |
|---|---|---|---|
| 2016 | 2016 | ||
| Dividend from available-for-sale financial asset | |||
| Total income | 0 | 0 | |
| Operating expenses | |||
| Other operating expenses | (119) | (119) | |
| Total operating expenses | (119) | (119) | |
| Operating profit | (119) | (119) | |
| Financial income/(expenses) | |||
| Financial income | 8 | 8 | |
| Financial expenses | (754) | (754) | |
| Net financial income/(expenses) | (746) | (746) | |
| Profit before tax | (865) | (865) | |
| Tax income/(expense) | |||
| Profit for the period | (865) | (865) | |
| Attributable to: owners of the parent | (865) | (865) | |
| Basic earnings per share (USD) | 2 | (0,00) | (0,00) |
| USD thousand | 08.06-30.06. | YTD |
|---|---|---|
| 2016 | 2016 | |
| Profit for the period | (865) | (865) |
| Items that will be reclassified to income statement | ||
| Changes in fair value of available-for-sale financial asset | (41 200) | (41 200) |
| Currency translation | 1 714 | 1 714 |
| Other comprehensive income, net of tax | (39 486) | (39 486) |
| Total comprehensive income for the period | (40 351) | (40 351) |
| Total comprehensive income attributable to the owners of the parent | (40 351) | (40 351) |
The above consolidated income statement should be read in conjunction with the accompanying notes.
| USD thousand Note |
30.06.2016 |
|---|---|
| Current assets | |
| Available for financial assets 3 |
672 931 |
| Other current assets | 46 |
| Cash and cash equivalents | 17 101 |
| Total current assets | 690 078 |
| Total assets | 690 078 |
| Equity | |
| Paid-in capital 2 |
2 719 |
| Retained earnings | 687 018 |
| Attributable to equity holders of the owners | 689 738 |
| Current liabilities | |
| Other current liabilities | 340 |
| Total current liabilities | 340 |
| Total equity and liabilities | 690 078 |
The above consolidated balance sheet should be read in conjunction with the accompanying notes.
| USD thousand | 08.06-30.06. | YTD | |
|---|---|---|---|
| Note | 2016 | 2016 | |
| Cash flow from operating activities | |||
| Profit before tax | (865) | (865) | |
| Financial (income)/expenses | 746 | 746 | |
| Net cash provided by operating activities | (119) | (119) | |
| Cash flow from investing activities | |||
| Interest received | 8 | 8 | |
| Net cash flow from investing activities | 8 | 8 | |
| Cash flow from financing activities | |||
| Demerger WWASA | 17 212 | 17 212 | |
| Net cash flow from financing activities | 17 212 | 17 212 | |
| Net increase in cash and cash equivalents 1 | 17 101 | 17 101 | |
| Cash and cash equivalents at the beg. of the period 1 | 0 | 0 | |
| Cash and cash equivalents at the end of the period 1 | 17 101 | 17 101 |
1 Excluding restricted cash.
The group has several bank accounts in different currencies. Unrealised currency effects are included in net cash provided by operating activities.
| Retained | |||
|---|---|---|---|
| USD thousand | Share capital | earnings | Total |
| Demerger from Wilh Wilhelmsen ASA | 2 719 | 727 370 | 730 089 |
| Profit for the period | (865) | (865) | |
| Comprehensive income | (39 486) | (39 486) | |
| Balance 30.06.2016 | 2 719 | 687 019 | 689 738 |
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
This consolidated interim financial report has been prepared in accordance with International Accounting Standards (IAS 34), "interim financial reporting".
The financial accounts have been prepared in accordance with the International Financial Reporting Standards (IFRS), as endorsed by the European Union, to the extent applicable.
Treasure group's presentation currency is USD. The functional currency of the Company is NOK, while the presentation currency is USD.
The main assets of the Treasure group are shares held in Hyundai Glovis, which are accounted for as "available-for-sale". The shares in Hyundai Glovis are denominated in KRW and traded on the KRX.
Treasure ASA, (the "Company") is a company domiciled in Norway and the business address is Strandveien 20, 1366 Lysaker. The principal activity of the Company are investment in financial assets and investments in other companies with similar activities. The Company was incorporated on 12 February 2016 and is a wholly owned subsidiary of Wilh. Wilhelmsen ASA ("WWASA"). For the period prior to this, the Company has no historical financial information.
The Company has contemplating the transaction (the "Transaction"), the demerger of WWASA was proposed as part of a reorganisation of the Wilh. Wilhelmsen Group.
WWASA's 12.04% holding in Hyundai Glovis Co. Ltd., Korea ("Glovis") is today owned by the wholly owned subsidiary Den Norske Amerikalinje AS, ("NAL"). Together, the Company and NAL comprise the Group (the "Group"). WWASA's shares in NAL have been transferred to
the Company by the demerger, and the Company will then own the Glovis investment through NAL.
Before the demerger 8 June the group has no historical figures.
Available-for-sale financial assets are non-derivatives that are either designated in this category or not classified in any of the other categories. After initial recognition, available-for-sale financial assets are measured at fair value with gains or losses recognised as a separate component in other comprehensive income until the investments is derecognised, at which time the cumulative gain or loss previously reported in equity is included in the income statement. The fair value of the investments that are actively traded in organised financial markets is determined by reference to quoted market bid price at the close of business on the balance sheet date. For investments where there is no active market fair value are determined applying commonly used valuation techniques. Available-for-sale financial assets are included in non-current assets unless the investment matures of management intends to dispose of it within 12 months of the end of the reporting period.
Income in the combined income statement of Treasure is dividend income arising
from the available-for-sale financial asset. This income is recognised when it is approved.
Transactions in foreign currencies are recorded in the functional currency by applying the rate of exchange as of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the rate of the exchange at the balance sheet date. The realised and unrealised currency gains or losses are included in financial income or expense.
The group and the parent company have transactions with associated companies. These contracts are based on commercial market terms.
Deferred tax is calculated using the liability method on all temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred income tax is determined using tax rates and laws which have been enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability settled. Deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available, and that the temporary differences can be deducted from this profit. Deferred income tax is calculated on temporary differences arising on investments in subsidiaries except where the timing of the reversal of the temporary difference is controlled by the group. Tax reduction on group contributions given and tax on group contribution received, booked as a reduction of cost price or taken directly to equity, are booked directly against tax in the balance sheet (offset against payable taxes if the group contribution has affected payable taxes, and offset against deferred taxes if the group contribution has affected deferred taxes).
Cash and cash equivalents include cash in hand, deposits held at call with banks, and other current highly liquid investments with original maturities of three months or less, or bank overdrafts. Bank overdrafts are shown under borrowings in current liabilities on the balance sheet.
Dividend payments to the parent company's shareholders are recognised as a liability in the group's financial statements from the date when the dividend is approved by the general meeting
As a result of rounding adjustments, the figures in one or more columns may not add up to the total of that column.
The share capital is as follow with a nominal value of NOK 0.10
| Ordinary shares | 220 000 000 |
|---|---|
| Total shares | 220 000 000 |
Earnings per share taking into consideration the number of outstanding shares in the period. Earnings per share is calculated based on 220 000 000 shares for 2016.
Basic earnings per share is calculated by dividing profit for the period after minority interests, by average number of total outstanding shares.
| USD thousand | 30.06.2016 |
|---|---|
| Available-for-sale financial assets | |
| Demerger from Wilh Wilhelmsen ASA | 712 769 |
| Mark to market valuation | (41 200) |
| Currency translation adjustment | 1 361 |
| Total available-for-sale financial assets | 672 931 |
Available-for-sale financial assets are denominated in KRW
| USD thousand Level 1 |
Total |
|---|---|
| 2016 | |
| Financial assets at fair value | |
| Available-for-sale financial assets 672 931 |
672 931 |
| Total financial assets 30.06 672 931 |
672 931 |
The fair value of financial instruments traded in an active market is based on quoted market prices at the balance sheet date.
| USD mill | Pro forma | |
|---|---|---|
| Q1 2016 | Full year 2015 |
|
| Income | ||
| Dividend from available -for-sale financial asset | 11,9 | 8,2 |
| Total income | 11,9 | 8,2 |
| Operating expenses | ||
| Other expenses | 0,0 | (0,4) |
| Total operating expenses | 0,0 | (0,4) |
| Operating profit 2 | 11,9 | 7,8 |
| Financial income/(expenses) | (1,1) | (0,0) |
| Profit/(loss) before tax | 10,8 | 7,8 |
| Income tax | (1,8) | (1,4) |
| Profit/(loss) | 9,0 | 6,3 |
| Statement of Comprehensive Income | ||
| Profit for the period | 9,0 | 6,3 |
| Items that will be reclassified to income statement | ||
| Changes in fair value of available-for-sale financial asset | 8,4 | (465,7) |
| Other comprehensive income, net of tax | 8,4 | (465,7) |
| Total comprehensive income for the period | 17,4 | (459,4) |
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