Interim / Quarterly Report • Sep 6, 2018
Interim / Quarterly Report
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FINANCIAL SUMMARY 3 EXMAR IN THE WORLD 4 02
LPG/AMMONIA/PETCHEMS 6 LNG 8 OFFSHORE 10 SUPPORTING SERVICES 12
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS 15
03
04
| International Financial Reporting Standards (IFRS 11) (Note 1) |
Management reporting based on proportionate consolidation (Note 2) |
|||
|---|---|---|---|---|
| 30/06/2018 | 30/06/2017 | 30/06/2018 | 30/06/2017 | |
| CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS (IN MILLION USD) | ||||
| Turnover | 47.6 | 44.6 | 88.3 | 117.6 |
| EBITDA | 23.3 | -17.8 | 43.3 | 30.0 |
| Depreciations and impairment losses | -9.4 | -4.2 | -21.8 | -46.3 |
| Operating result (EBIT) | 13.8 | -22.0 | 21.5 | -16.3 |
| Net finance result | -10.2 | 1.3 | -17.4 | -16.6 |
| Share in the result of equity accounted investees (net of income tax) |
0.7 | -12.8 | 0.4 | -0.5 |
| Result before tax | 4.4 | -33.5 | 4.5 | -33.4 |
| Tax | -0.9 | -0.6 | -1.0 | -0.7 |
| Consolidated result after tax | 3.5 | -34.1 | 3.5 | -34.1 |
| of which group share | 3.4 | -34.1 | 3.4 | -34.1 |
| INFORMATION PER SHARE (IN USD PER SHARE) | ||||
| Weighted average number of shares of the period | 57,017,761 | 56,832,799 | 57,017,761 | 56,832,799 |
| EBITDA | 0.41 | -0.31 | 0.76 | 0.53 |
| EBIT (operating result) | 0.24 | -0.39 | 0.38 | -0.29 |
| Consolidated result after tax | 0.06 | -0.60 | 0.06 | -0.60 |
| INFORMATION PER SHARE (IN EUR PER SHARE) | ||||
| Exchange rate | 1.2127 | 1.0789 | 1.2127 | 1.0789 |
| EBITDA | 0.34 | -0.29 | 0.63 | 0.49 |
| EBIT (operating result) | 0.20 | -0.36 | 0.31 | -0.27 |
| Consolidated result after tax | 0.05 | -0.56 | 0.05 | -0.56 |
Note 1: The figures in these columns have been prepared in accordance with IFRS as adopted by the EU.
Note 2: The figures in these columns show joint ventures applying the proportionate consolidation method instead of applying the equity method. The amounts in these columns correspond with the amounts in the 'Total' column of Note 4 Segment Reporting in the Financial Report per 30 June 2018. A reconciliation between the amounts applying the proportionate method and the equity method is shown in Note 5 in the Financial Report per 30 June 2018.
* Recurring earnings before interests, taxes, depreciations and amortizations. Following items are excluded from EBITDA: sale COURCHEVILLE (LPG: USD 0,9 million), sale EXCELSIOR (LNG: USD 30,9 million), and loss BELGIBO/ CMC BELGIBO (Services: USD -1,3 million).
HOUSTON
USA
EXMAR is a provider of floating solutions for the operation, transportation and transformation of gas. EXMAR's mission is to serve customers with innovations in the field of offshore extraction, transformation, production, storage and transportation by sea of liquefied natural gases, petrochemical gases and liquid hydrocarbons.
EXMAR creates economically viable and sustainable energy value chains in long-term alliances with first class business partners.
EXMAR designs, builds, certifies, owns, leases and operates specialized, floating maritime infrastructure for this purpose. We also aim for the highest standards in performing commercial, technical, quality assurance and administrative management for the entire maritime energy industry.
KINGSTON
JAMAICA
Note: list includes fully-owned vessels, vessels in joint venture and vessels OFFSHORE chartered in as of 6 September 2018
* of which 2 under construction
EXMAR LPG is a leading ship owner and operator in the transportation of liquefied gas products such as Liquid Petroleum Gas (LPG, butane, propane and a mixture of both), anhydrous ammonia and petrochemical gases. EXMAR trades worldwide for the fertilizer, clean energy fuel and petrochemical industry. As a prominent Midsize LPG owner-operator, EXMAR benefits from long-term contracts with first class customers.
The operating result (EBIT) of the LPG fleet for the first semester of 2018 was USD 1.9 million, including a capital gain of USD 0.9 million on the sale of the COURCHEVILLE (as compared to USD 7.4 million in 2017 including a capital gain of USD 0.5 million on the sale of the BRUGGE VENTURE).
(*) REBITDA: recurring earnings before interests, taxes, depreciations and amortizations. Following item is excluded from EBITDA: sale COURCHEVILLE (LPG: USD 0.9 million).
Across the Very Large Gas Carrier (VLGC) and Midsize segments, earnings continue to be negatively impacted by the vessel deliveries that have steadily added to supply in addition to the persistently poor trading environment. In the case of VLGCs, 76 have been delivered since 2016 out of the 270 currently in service. In the case of Midsize, 34 vessels out of the current 96 vessels (with 28 - 38,000 cbm) have been delivered since January 2016, with three more expected for delivery in the next year-and-a-half.
Higher oil and bunker prices have now also started to impact VLGC earnings. Poor US/Far East arbitrage conditions have led to continuous cargo cancellations. These cancellations are a result of comparatively higher US LPG prices which are partly down to relatively low stock levels in the US following strong export volumes. Idling is more frequent East of Suez with modest premiums in the West resulting in longer haul transits for VLGCs trading across the Pacific.
In consequence, spot time charter rates for VLGCs were at the lowest levels since 2015. This is a segment that EXMAR has relatively low exposure to at present, with the chartered vessel BW TOKYO currently on a time charter with a contract that runs until mid-2019 in accordance with the Baltic Index and which could well continue for longer.
Since early June however, spot market returns for VLGCs have almost doubled and are expected to stay stable going forward. The two LPGfuelled 80,200 m³ newbuild gas carriers under construction at the Hanjin Heavy Industries shipyard in Philippines are secured by a longterm charter commitment with Equinor (previously known as Statoil ASA). The vessels will be delivered by 2020.
Pressure on spot rates in the VLGC-segment also has a trickledown impact on the Midsize segment. EXMAR has one of the most fuel-efficient Midsize fleets in the sector following a modernisation programme commenced in 2014 that came to the end with the delivery of the final vessel WEPION on 31 July 2018. EXMAR aims to secure mid-long term time charters and contracts of affreightment for its vessels in this category and has succeeded in building a portfolio of first class customers by offering proven high quality operational service levels. For the rest of 2018, EXMAR's cover stands at 83% for its fleet of 20 midsize vessels and at 48% for 2019 (which excludes options to extend existing time charters).
Rates in the pressurized segment have continued their trend upwards. Additional volumes have been generated in the Far East and trades to the West of Suez also experienced a positive evolution in earnings as a result of tight availability of vessels and continuous demand for smaller LPG and petrochemical cargoes.
With a limited order book for Pressurized vessels and an ageing world fleet, EXMAR is well positioned with its ten vessels to benefit further from these solid rates. EXMAR's pressurized fleet is 100% covered for the rest of 2018. The 16% cover level for 2019 does not include outstanding options to extend, and EXMAR is confidently negotiating with its first class customers for a similarly high cover level next year.
EXMAR is a leading player in regasification and liquefaction, having pioneered the ship-to-ship transfer of LNG at sea as well as on-board regasification of LNG to feed onshore energy grids. EXMAR has now successfully designed and built two unique, barge-based floating LNG terminals which will be used for the import and export of natural gas. The bargebased FSRU is already being deployed for a long-term commitment to regasify and import LNG into an energy grid. The barge-based liquefaction terminal will be deployed to treat, clean and liquefy natural gas from source for export.
| (IN MILLION USD) | ||
|---|---|---|
| Turnover | 8.8 | 36.1 |
| EBITDA | 31.5 | 11.7 |
| REBITDA (*) | 0.6 | 22.7 |
| Operating result (EBIT) | 23.8 | -20.4 |
| Consolidated result after tax | 7.5 | -33.2 |
| Vessels (including vessels under construction) |
494.5 | 739.2 |
| Financial debts | 222.6 | 364.3 |
The operating result (EBIT) of the LNG division for the first semester of 2018 was USD 23.8 million including a capital gain of USD 30.9 million on the sale of the EXCELSIOR (compared to USD -20.4 million for the first semester of 2017 which was negatively influenced by a non-cash impairment of USD 22.5 million on the EXCEL as well as costs related to the late delivery of the CFLNG).
The first half of 2018 saw LNG freight markets react with the kind of volatility that can sometimes occur in the shipping sector. Increasing crude oil values combined with geopolitical tensions influenced tonnage demand, which in turn shaped the yo-yo effect on freight rate levels. Modern LNG-carriers obtained up to and over USD 80,000 per day, which is a rate level not seen since back in 2014. Entering the second half of 2018, there was a noticeable flurry of spot fixtures for the less modern steam-turbine LNG ships from independent ship owners. This explains freight rates for these units crossing the USD 40,000 per day mark. Owners were now in a better position to dictate terms, and tried to shift towards seeking multi-month charter deals aimed at cashing-in on benefits over the current term.
(*) REBITDA: recurring earnings before interests, taxes, depreciations and amortizations. Following item is excluded from EBITDA: sale EXCELSIOR (LNG: USD 30.9 million).
EXMAR has currently one vessel EXCALIBUR remaining in ownership (50/50 Exmar/Teekay) which is on a long-term time charter contract beyond 2022. EXMAR is confident to capitalize on new opportunities for the vessel after her current charter, be it a new or extended charter, or a possible conversion of the vessel to FS(R)U.
Demand for quick-to-market LNG import solutions in LNG emerging countries remains very much intact. This has been supported in abundance by new natural gas discoveries as well as increasing demand for natural gas as an environmentally-friendlier replacement to coal and oil. Floating Storage and Regasification Units (FSRUs) are considered the preferred alternative. Alongside the current FSRUs on order, flexible and more cost-efficient barge based solutions offer interesting opportunities as they can be adapted to locally gas demand levels. They can also offer flexibility in terms of infrastructure considering site-specific maritime conditions such as tide and weather patterns.
The remaining FSRUs of EXMAR were sold off end 2017 / beginning of 2018 in view of a profitable opportunity that arose at the time.
EXMAR has executed a fully effective ten-year charter with Gunvor for the provision of its FSRU barge and related services in Bangladesh. The EXMAR FSRU barge is currently at Keppel Shipyard undergoing site specific modifications after having been delivered from Wison Offshore and Marine in December 2017. The FSRU developed and operated by EXMAR is going to perfectly serve Gunvor's long-term strategy of support the development of new LNG markets by providing reliable and efficient LNG infrastructure solutions. The long-term contract will start generating cash flow as from October 2018.
Currently the FSRU has been fully paid by EXMAR and the financing of the unit is under discussion.
Supported by current LNG price levels, there is a strong and continued interest in the market for new export solutions for the monetization of existing oil & gas fields. Thanks to their rapid deployment time and lower capital investment requirements, smaller-scale floating liquefaction solutions create a sound business case in comparison with larger scale alternatives.
The CFLNG delivered from the yard in 2017 is currently being prospected for several LNG export opportunities. Feasibility and commercial discussions are currently ongoing in various development stages.
EXMAR Offshore is dedicated to the ownership and leasing of offshore assets and providing floating solutions to the production, drilling, and accommodations market. This includes operating a variety of offshore assets for both the EXMAR Group and external client owners. EXMAR's office in Houston, U.S.A., specializes in the design and development of floating production systems (FPS) as well as project management and engineering services related to offshore units, ships, and marine vessels. EXMAR Group owns an offshore consultancy and has business interests in an industrial supplier to the marine and offshore industry.
| Total per 30/06/2018 |
Total per 30/06/2017 |
|
|---|---|---|
| PROPORTIONATE CONSOLIDATION (IN MILLION USD) |
||
| Turnover | 18.8 | 16.3 |
| EBITDA | -1.1 | -2.8 |
| REBITDA | -1.1 | -4.2 |
| Operating result (EBIT) | -2.0 | -3.9 |
| Consolidated result after tax | -1.5 | -4.7 |
| Vessels (including vessels under construction) |
10.2 | 11.7 |
| Financial debts | 2.0 | 4.0 |
The operating result (EBIT) of the offshore division in the first semester of 2018 was USD -2.0 million (as compared to USD -3.9 million in 2017).
The price of crude oil remains a key economic component in making the final investment decision (FID) for developing deep water projects. The price of oil has climbed 14% from April to the end of June 2018 (to almost USD 78 per barrel for Brent and USD 74 for WTI). After declining slightly in early July, most forecasters see it remaining relatively stable for the second half of the year. This is partly based on continued decline in production in Venezuela and disruption to exports in Libya being offset by anticipated production increases in Saudi Arabia and other countries. Longer range forecasts (out to five years) believe that increases in shale output will further reduce oil prices. Nonetheless the forecasters predict that the barrel price will be in the range of USD 55 to USD 65 per barrel for WTI. United States shale production increases in 2018 have been limited due to lack of pipeline infrastructure and alternative methods of delivery, but current investment should improve shale oil deliverability in 2019.
Shale oil will certainly contribute to oil production growth required to meet the forecasted world oil consumption increases over the next few years, but cannot replace conventional crude, which is required as the main feed stock to produce diesel and aviation fuel. This issue coupled with the fact that offshore production supplies approximately 30% of the global daily output of over 90 million barrels illustrates the enduring importance of offshore oil. Offshore operators have taken positive steps to drive down finding and lifting costs to achieve breakeven rates which are attractive in today's oil price environment. Lack of offshore investment since 2014 will result in a net loss of offshore production unless new projects are sanctioned. New potential offshore investments are emerging with discoveries being announced in the Gulf of Mexico, Brazil, Guyana, the North Sea, and West and South Africa. Operators are actively planning, and some bidding for services to develop these and previous discoveries.
Offshore accommodation units are used throughout the life cycle of a field, in both CAPEX (greenfield) and OPEX (brownfield) stages to provide temporary accommodation support in order to minimize platform downtime during maintenance and modification work, or to expedite the installation of new platforms. These units benefited from the past FIDs and standard maintenance programmes during the early days of the oil price downturn. But with major budget restrictions after that, no new constructions & installations were sanctioned. Maintenance programmes were postponed resulting in an oversupply of units. With the award of only five contracts in the last two years off the coast of West Africa, market rates for these barges have fallen to historically low levels and are expected to remain low until the first half of 2019. Medium-to-long term contracts from newly-sanctioned greenfield projects as well as short-term maintenance programmes from brownfield projects which were previously-postponed are expected to re-emerge at that time. The NUNCE accommodation work barge will remain under firm employment with Sonangol P&P, offshore Angola, until the end of the second quarter 2022. The WARIBOKO accommodation work barge continues to be employed by Total E&P, offshore Nigeria, and will be employed until the end of the third quarter 2018. EXMAR is currently working on employment opportunities beyond that period.
After 18 months of no contract awards for floating production units during the second half of 2015 and the whole of 2016, seven contracts for newbuild or conversions were awarded in 2017. Four units have been contracted in the first half of 2018 and as many as 18 production units could be awarded in the next 18 months. EXMAR's proven low cost, high value floating production solutions target many of these projects in the Gulf of Mexico, South America, West Africa, and Australia as the market situation improves. Upturn of the oil price resulted in increased activity in EXMAR's engineering and project management services.
BEXCO is a Belgian-based manufacturer which designs and produces a wide range of specialized synthetic ropes geared to serve the specific mooring, towing and heavy lifting needs of marine, offshore and energy providers.
The company had a positive first six months of 2018. There were significant increases in orders, in particular for offshore and industrial heavy lift slings. The offshore market for DeepRope and Single Point Mooring (SPM) has improved with the increase in global oil prices. With BEXCO tendering for several contracts for the second half of the year have commenced producing DeepRope for the Shell VITO project at its Antwerp facility.
BEXCO also further developed its range of mooring and towing product lines, offering users both high end and price-competitive high modulus polyethylene (HMPE) ropes.
With its main office located near Paris, France, DV Offshore (DVO) is an independent firm of consulting engineers specialized in all the technical aspects of marine engineering and operations. DVO acts as consulting engineers in industrial maritime projects for oil majors, port authorities, governmental institutions and companies involved in the oil and gas industry, with recognized expertise in mooring engineering and installation. The Engineering and Procurement offshore market has been extremely challenging in recent years. However DVO has been able to sustain its activity due to a large commitment to various product terminals. DVO is now also actively bidding for new business given the recovery in oil and gas prices and reappearance of mothballed projects as well as the new projects with recent oil discoveries in emerging markets.
In addition to its core business activities, EXMAR owns a ship management company (EXMAR SHIP MANAGEMENT, and a specialized travel agency (TRAVEL PLUS).
| Total per 30/06/2018 |
Total per 30/06/2017 |
|
|---|---|---|
| PROPORTIONATE CONSOLIDATION (IN MILLION USD) |
||
| Turnover | 20.9 | 22.7 |
| EBITDA | -1.5 | 1.9 |
| REBITDA | -0.2 | 1.9 |
| Operating result (EBIT) | -2.1 | 0.6 |
| Consolidated result after tax | 4.0 | 2.9 |
| Vessels (including vessels under | 0.0 | 0.0 |
The contribution of the Supporting activities to the operating result (EBIT) for the first semester of 2018 was USD 1.4 million (compared to USD 1.8 million in 2017 for the same period).
Financial debts 138.5 130.5
the end of July. Its LNG division is also supervising the preparation, commissioning and delivery of EXMAR's FSRU S188 to Gunvor in Bangladesh later this year and is also progressing on the conversion of the LNG carrier EXCEL into a Floating Storage Unit (FSU) for its new owner.
ESM has also been diversifying its fleet under management and its multinational crew's skill sets. ESM now also manages and crews a fleet of bulk liquid carriers transporting highly sensitive cargoes of fresh and concentrated fruit juice around the world. Its Indian subsidiary has bulk vessels under management. Its luxury yachting ship management enterprise (EXMAR Yachting) is also expanding its fleet and the company has also established a crewing office in Jamaica with the intention to serve several customers in the Caribbean region.
construction)
EXMAR Ship Management (ESM) is a leading innovator in the field of maritime floating asset management. It has a varied portfolio of vessel and maritime infrastructure owners as clients.
In the first six months of 2018, ESM progressed further with the Midsize newbuild programme of the EXMAR LPG fleet. It successfully supervised the commissioning and delivery of the 38,000 m³ LPG carriers KAPELLEN and KORTRIJK to the owner in March and May respectively and with the midsize LPG carrier WEPION delivered at
Travel PLUS is Belgium's largest independent travel agency which offers personalized services to both business and leisure customers. The company had a good first semester in 2018, with a six month year-on-year increase of 2% in overall earnings. The split between business and leisure travel currently stands at around 70-30, with an increase in luxury travel itineraries for high-end leisure clientele. Overall business accounts were also up volume-wise with complete outsourcing of bookings to Travel PLUS at a premium. Some business clients have successfully trialed the CYTRIC online reservations portal offered as an optional addition to direct contact from an agent.
Prospects for further growth this year will depend on skilled resource availability in the market, as standards of personalized service at Travel PLUS are extremely high.
| Note | 30 June 2018 | 31 December 2017 | |
|---|---|---|---|
| ASSETS | |||
| NON-CURRENT ASSETS | 738,014 | 729,266 | |
| Vessels | 575,274 | 563,021 | |
| Vessels | 8 | 561,687 | 563,021 |
| Vessels under construction - advance payments | 8 | 13,587 | 0 |
| Other property, plant and equipment | 2,277 | 2,323 | |
| Intangible assets | 347 | 612 | |
| Investments in equity accounted investees | 9 | 103,911 | 104,416 |
| Borrowings to equity accounted investees | 10 | 56,205 | 58,894 |
| CURRENT ASSETS | 161,845 | 189,329 | |
| Equity accounted investee held for sale | 7 | 0 | 23,004 |
| Other investments | 13 | 5,756 | 4,577 |
| Trade receivables and other receivables | 38,176 | 50,772 | |
| Current tax assets | 568 | 653 | |
| Derivative financial instruments | 13 | 758 | 1,065 |
| Restricted cash | 11 | 67,438 | 67,434 |
| Cash and cash equivalents | 11 | 49,149 | 41,824 |
| TOTAL ASSETS | 899,859 | 918,595 | |
| EQUITY AND LIABILITIES | |||
| TOTAL EQUITY | 482,731 | 477,542 | |
| Equity attributable to owners of the Company | 482,561 | 477,407 | |
| Share capital | 88,812 | 88,812 | |
| Share premium | 209,902 | 209,902 | |
| Reserves | 180,398 | 150,662 | |
| Result for the period | 3,449 | 28,031 | |
| Non-controlling interest | 170 | 135 | |
| NON-CURRENT LIABILITIES | 328,411 | 350,757 | |
| Borrowings | 12 | 321,356 | 343,571 |
| Employee benefits | 4,695 | 4,826 | |
| Provisions | 2,360 | 2,360 | |
| Deferred tax liabilities | 0 | 0 | |
| CURRENT LIABILITIES | 88,717 | 90,296 | |
| Borrowings | 12 | 40,731 | 29,136 |
| Trade debts and other payables | 46,185 | 60,001 | |
| Current tax liability | 1,801 | 1,159 | |
| Derivative financial instruments | 13 | 0 | 0 |
| TOTAL EQUITY AND LIABILITIES | 899,859 | 918,595 |
The notes are an integral part of these condensed consolidated interim financial statements.
| 6 months ended | 6 months ended | ||
|---|---|---|---|
| Note | 30 June | 30 June | |
| CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS | 2018 | 2017 | |
| Revenue | 6 | 47,569 | 44,631 |
| Gain on disposal | 6 | 30,922 | 1,504 |
| Other operating income | 6 | 416 | 710 |
| OPERATING INCOME | 78,906 | 46,845 | |
| Raw materials and consumables used | 0 | 0 | |
| Goods and services (*) | -32,583 | -42,277 | |
| Personnel expenses | -21,524 | -22,153 | |
| Depreciations, amortisations & impairment losses | -9,438 | -4,192 | |
| Provisions | 0 | 0 | |
| Loss on disposal | -1,288 | 0 | |
| Other operating expenses | -227 | -203 | |
| RESULT FROM OPERATING ACTIVITIES | 13,846 | -21,980 | |
| Interest income (**) | 1,571 | 12,907 | |
| Interest expenses | -8,752 | -7,558 | |
| Other finance income | 1,952 | 788 | |
| Other finance expenses | -4,950 | -4,808 | |
| NET FINANCE RESULT | -10,179 | 1,329 | |
| RESULT BEFORE INCOME TAX AND SHARE OF RESULT OF EQUITY ACCOUNTED INVESTEES | 3,667 | -20,651 | |
| Share of result of equity accounted investees (net of income tax) | 9 | 709 | -12,836 |
| RESULT BEFORE INCOME TAX | 4,376 | -33,487 | |
| Income tax expense | -887 | -619 | |
| RESULT FOR THE PERIOD | 3,489 | -34,106 | |
| ATTRIBUTABLE TO: | |||
| Non-controlling interest | 40 | 27 | |
| Owners of the Company | 3,449 | -34,133 | |
| RESULT FOR THE PERIOD | 3,489 | -34,106 | |
| BASIC EARNINGS PER SHARE (IN USD) | 0.06 | -0.60 | |
| DILUTED EARNINGS PER SHARE (IN USD) | 0.06 | -0.60 | |
| CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME | |||
| RESULT FOR THE PERIOD | 3,489 | -34,106 | |
| ITEMS THAT ARE OR MAY BE RECLASSIFIED SUBSEQUENTLY TO PROFIT OR LOSS: | |||
| Equity accounted investees - share in other comprehensive income | 1,835 | 239 | |
| Foreign currency translation differences | -602 | 1,235 | |
| Net change in fair value of cash flow hedges - hedge accounting | 0 | -100 | |
| Available-for-sale financial assets - net change in fair value | 0 | 0 | |
| TOTAL OTHER COMPREHENSIVE INCOME FOR THE PERIOD (NET OF INCOME TAX) | 1,233 | 1,374 | |
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD | 4,722 | -32,732 | |
| TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: | |||
| Non-controlling interest | 35 | -24 | |
| Owners of the Company | 4,687 | -32,708 | |
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD | 4,722 | -32,732 |
The notes are an integral part of these condensed consolidated interim financial statements.
(*) Goods and services decrease compared to 2017, this higher cost in 2017 was mainly caused by the fees paid to Wison Shipyard in respect of the Caribbean FLNG.
(**) Interest income decrease compared to 2017, is mainly caused by the 2017 sale of EXMAR's interest in three equity accounted investees (EXPLORER NV, EXPRESS NV, and EXCELERATE NV) for which EXMAR provided borrowings.
| Note | 6 months ended 30 June 2018 |
6 months ended 30 June 2017 |
|
|---|---|---|---|
| OPERATING ACTIVITIES | |||
| Result for the period | 3,489 | -34,106 | |
| Share of result of equity accounted investees (net of income tax) | -709 | 12,836 | |
| Depreciations, amortisations & impairment loss | 9,438 | 4,192 | |
| Profit or loss effect equity securities measured at FVTPL | 760 | -137 | |
| Net interest expenses / (income) | 7,180 | -5,349 | |
| Income tax expense | 887 | 619 | |
| Net gain on sale of assets | -29,634 | -1,504 | |
| Unrealized exchange differences | 2,895 | 1,310 | |
| Dividend income | 60 | -42 | |
| Equity settled share-based payment expenses (option plan) | 347 | 399 | |
| GROSS CASH FLOW FROM OPERATING ACTIVITIES | -5,285 | -21,782 | |
| (Increase) / decrease of trade and other receivables | 12,299 | -12,288 | |
| Increase / (decrease) of trade and other payables | -7,971 | -1,107 | |
| Increase / (decrease) in provisions and employee benefits | 132 | 0 | |
| CASH GENERATED FROM OPERATING ACTIVITIES | -825 | -35,177 | |
| Interest paid | -6,971 | -9,360 | |
| Interest received | 2,929 | 11,529 | |
| Income taxes paid | -1,438 | -1,024 | |
| NET CASH FROM OPERATING ACTIVITIES | -6,305 | -34,032 | |
| INVESTING ACTIVITIES | |||
| Acquisition of vessels and vessels under construction | 8 | -22,339 | -33,586 |
| Acquisition of other property plant and equipment | -129 | -175 | |
| Acquisition of intangible assets | -29 | -219 | |
| Proceeds from the sale of vessels and other property, plant and equipment | 0 | 1,528 | |
| Disposal of an equity accounted investee | 7 | 44,438 | 0 |
| Dividends from equity accounted investees | 9 | 2,000 | -2,558 |
| Borrowings to equity accounted investees | 10 | 0 | 0 |
| Repayments from equity accounted investees | 10 | 2,115 | 18,730 |
| NET CASH FROM INVESTING ACTIVITIES | 26,056 | -16,280 | |
| FINANCING ACTIVITIES | |||
| Dividends paid | 0 | 0 | |
| Dividends received | 60 | 42 | |
| Proceeds from treasury shares and share options exercised | 120 | 125 | |
| Proceeds from new borrowings | 12 | 0 | 0 |
| Repayment of borrowings | 12 | -12,888 | -12,286 |
| Increase in restricted cash | 11 | 0 | -47 |
| Decrease in restricted cash | 11 | 0 | 4,740 |
| NET CASH FROM FINANCING ACTIVITIES | -12,708 | -7,426 | |
| NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS | 7,043 | -57,738 | |
| RECONCILIATION OF NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS | |||
| Net cash and cash equivalents at 1 January | 41,825 | 121,096 | |
| Net increase / (decrease) in cash and cash equivalents | 7,043 | -57,738 | |
| Exchange rate fluctuations on cash and cash equivalents | 281 | 1,768 | |
| NET CASH AND CASH EQUIVALENTS AT 30 JUNE | 11 | 49,149 | 65,126 |
The notes are an integral part of these condensed consolidated interim financial statements.
| Share capital |
Share premium |
|
|---|---|---|
| CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY AS PER 30 JUNE 2017 | ||
| OPENING EQUITY PER 1 JANUARY 2017 (*) | 88,812 | 209,902 |
| CORRECTION OF THE NON APPLICATION OF IAS 23 IN PRIOR PERIODS (*) | ||
| OPENING EQUITY AS PREVIOUSLY REPORTED PER 1 JANUARY 2017 | 88,812 | 209,902 |
| COMPREHENSIVE RESULT FOR THE PERIOD | ||
| Result for the period | ||
| Foreign currency translation differences | ||
| Foreign currency translation differences - share equity accounted investees | ||
| Net change in fair value of cash flow hedges - hedge accounting | ||
| Net change in fair value of cash flow hedges - hedge accounting - share equity accounted investees | ||
| Total other comprensive result | ||
| TOTAL COMPREHENSIVE RESULT FOR THE PERIOD | 0 | 0 |
| TRANSACTIONS WITH OWNERS OF THE COMPANY | ||
| Dividends paid | ||
| Share-based payments | ||
| Share options exercised | ||
| Share based payments transactions | ||
| TOTAL TRANSACTIONS WITH OWNERS OF THE COMPANY | 0 | 0 |
| 30 JUNE 2017 | 88,812 | 209,902 |
| Share capital |
Share premium |
|
|---|---|---|
| CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY AS PER 30 JUNE 2018 | ||
| OPENING EQUITY AS PREVIOUSLY REPORTED PER 1 JANUARY 2018 | 88,812 | 209,902 |
| COMPREHENSIVE RESULT FOR THE PERIOD | ||
| Result for the period | ||
| Foreign currency translation differences | ||
| Foreign currency translation differences - share equity accounted investees | ||
| Net change in fair value of cash flow hedges - hedge accounting | ||
| Net change in fair value of cash flow hedges - hedge accounting - share equity accounted investees | ||
| Total other comprensive result | ||
| TOTAL COMPREHENSIVE RESULT FOR THE PERIOD | 0 | 0 |
| TRANSACTIONS WITH OWNERS OF THE COMPANY | ||
| Dividends paid | ||
| Share-based payments | ||
| Share options exercised | ||
| Share based payments transactions | ||
| TOTAL TRANSACTIONS WITH OWNERS OF THE COMPANY | 0 | 0 |
| 30 JUNE 2018 | 88,812 | 209,902 |
The notes are an integral part of these condensed consolidated interim financial statements.
(*) IAS 23 requires that borrowing costs which are attributable to the construction of vessels are to be capitalized as part of the asset. As a consequence of the nonapplication of IAS 23 in prior periods, the prior period financial statements have been restated. We refer to note 11 of the Annual report 2017 for more information in this respect.
| Reserve for treasury shares |
Translation reserve |
Fair value reserve |
Hedging reserve |
Share-based payments reserve |
Total | Non-controlling interest |
Total equity |
|
|---|---|---|---|---|---|---|---|---|
| -52,236 | -9,777 | 0 | 822 | 11,511 | 432,469 | 215 | 432,684 | |
| 9,234 | 9,234 | |||||||
| -52,236 | -9,777 | 0 | 822 | 11,511 | 441,703 | 215 | 441,918 | |
| -34,133 | 27 | -34,106 | ||||||
| 1,286 | 1,286 | -51 | 1,235 | |||||
| 558 | 558 | 558 | ||||||
| -100 | -100 | -100 | ||||||
| -319 | -319 | -319 | ||||||
| 0 | ||||||||
| 0 | 1,844 | 0 | -419 | 0 | -32,708 | -24 | -32,732 | |
| 0 | ||||||||
| 449 | -65 | 299 | ||||||
| 399 | 399 | |||||||
| 449 | 0 | 0 | 0 | 334 | 698 | 0 | ||
| -51,787 | -7,933 | 0 | 403 | 11,845 | 409,693 | 191 | 409,884 |
| Retained earnings |
Reserve for treasury shares |
Translation reserve |
Fair value reserve |
Hedging reserve |
Share-based payments reserve |
Total | Non-controlling interest |
Total equity |
|---|---|---|---|---|---|---|---|---|
| 218,373 | -48,486 | -5,666 | 0 | 2,901 | 11,571 | 477,407 | 135 | 477,542 |
| 3,449 | -597 | 3,449 -597 |
40 -5 |
3,489 -602 |
||||
| -248 | -248 | -248 | ||||||
| 0 | 0 | |||||||
| 2,083 | 2,083 | 2,083 | ||||||
| 0 | 0 | |||||||
| 3,449 | 0 | -845 | 0 | 2,083 | 0 | 4,687 | 35 | 4,722 |
| 0 | 0 | |||||||
| -265 | 425 | -40 | 119 | 119 | ||||
| 347 | 347 | 347 | ||||||
| -265 | 425 | 0 | 0 | 0 307 |
467 | 0 | 467 | |
| 221,557 | -48,061 | -6,511 | 0 | 4,984 | 11,878 | 482,561 | 170 | 482,731 |
EXMAR NV is a company domiciled in Belgium, whose shares are publicly traded (Euronext - EXM). The condensed consolidated interim financial statements of EXMAR NV for the six months ended 30 June 2018 comprise EXMAR NV and its subsidiaries (together referred to as the "Group") and the Group's interests in associates and joint arrangements. The Group is active in the industrial shipping business.
Principles for preparation of half-yearly figures: The condensed consolidated half-yearly figures are prepared on the basis of the principles of financial reporting in accordance with IFRS and in accordance with IAS 34 "Interim financial reporting". In these condensed half-yearly figures, the same principles of financial information and calculation methods are used as those used for the consolidated annual accounts as at 31 December 2017 except for the changes as mentioned in note 3 "Significant accounting policies".
Standards and interpretations applicable for the annual period beginning on 1 January 2018 (all applicable for annual periods beginning on or after 1 January 2018):
Amendments to IAS 19 Plan Amendment, Curtailment or Settlement (applicable for annual periods beginning on or after 1 January 2019, but not yet endorsed in the EU)
Amendments to IAS 28 Long term interests in Associates and Joint Ventures(applicable for annual periods beginning on or after 1 January 2019, but not yet endorsed in the EU)
The accounting policies applied in these condensed consolidated interim financial statements are the same as those applied in the Group's consolidated financial statements as at and for the year ended 31 December 2017.
IFRS 9 and IFRS 15 are effective for annual periods beginning on or after 1 January 2018. The first time application of these new IFRS standards and other revised IFRS standards, which are effective for annual periods beginning on or after 1 January 2018 have no or limited impact on the condensed consolidated interim financial statements, except for a renaming of the "Available-for-sale financial assets" (IFRS 9) as explained in note 13 of this half-year report. The consolidated financial statements per 31 December 2018 will contain updated accounting policies and more extensive disclosures as a consequence of IFRS 9 and 15.
The company continues to manage its operations based on internal management reports applying the principles of the proportionate consolidation method.
The reconciliation of the segment reporting to the condensed consolidated statement of profit or loss is presented in note 5. All differences relate to the application of IFRS 11 Joint Arrangements, no other differences exist.
| LPG | LNG | Offshore | Supporting services |
Eliminations | Total | |||
|---|---|---|---|---|---|---|---|---|
| CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS | ||||||||
| Revenue third party | 48,240 | 8,805 | 16,983 | 13,679 | 0 | 87,708 | ||
| Revenue intra-segment | 253 | 0 | 1,781 | 7,194 | -9,229 | 0 | ||
| Total revenue | 48,494 | 8,805 | 18,764 | 20,873 | -9,229 | 87,708 | ||
| Revenue on property rental third party | 614 | 614 | ||||||
| Revenue on property rental intra-segment | 83 | -83 | 0 | |||||
| Total revenue on property rental | 0 | 0 | 0 | 697 | -83 | 614 | ||
| Gain on disposal | 923 | 30,906 | 0 | 14 | 0 | 31,843 | ||
| Other operating income | 123 | 40 | 24 | 269 | 456 | |||
| Other operating income intra-segment | 186 | -186 | 0 | |||||
| Total other operating income | 123 | 40 | 24 | 455 | -186 | 456 | ||
| OPERATING INCOME | 49,540 | 39,752 | 18,788 | 22,039 | -9,498 | 120,621 | ||
| OPERATING RESULT BEFORE DEPRECIATIONS, AMORTISATIONS & IMPAIRMENT LOSSES (EBITDA) |
14,422 | 31,527 | -1,069 | -1,542 | 0 | 43,339 | ||
| Depreciations, amortisations and impairment losses | -12,507 | -7,746 | -978 | -573 | 0 | -21,803 | ||
| OPERATING RESULT (EBIT) | 1,916 | 23,781 | -2,046 | -2,115 | 0 | 21,536 | ||
| Interest income/expenses (net) | -7,972 | -14,672 | -16 | 9,015 | 0 | -13,645 | ||
| Other finance income/expenses (net) | -452 | -1,574 | 68 | -1,844 | 0 | -3,802 | ||
| Share in the result of equity accounted investees (net of income tax) |
0 | 0 | 458 | -84 | 0 | 374 | ||
| Income tax expense | -1 | -37 | 0 | -936 | 0 | -974 | ||
| SEGMENT RESULT FOR THE PERIOD | -6,510 | 7,499 | -1,536 | 4,036 | 0 | 3,489 | ||
| RESULT FOR THE PERIOD | 3,489 | |||||||
| Non-controlling interest | 0 | 0 | 34 | 6 | 0 | 40 | ||
| ATTRIBUTABLE TO OWNERS OF THE COMPANY | 3,449 |
| LPG | LNG | Offshore | Supporting services |
Eliminations | Total | |||
|---|---|---|---|---|---|---|---|---|
| CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS | ||||||||
| Revenue third party | 50,569 | 36,118 | 15,833 | 14,620 | 0 | 117,140 | ||
| Revenue intra-segment | 742 | 0 | 474 | 7,552 | -8,768 | 0 | ||
| Total revenue | 51,311 | 36,118 | 16,307 | 22,172 | -8,768 | 117,140 | ||
| Revenue on property rental third party | 0 | 0 | 0 | 477 | 0 | 477 | ||
| Revenue on property rental intra-segment | 0 | 0 | 0 | 73 | -73 | 0 | ||
| Total revenue on property rental | 0 | 0 | 0 | 550 | -73 | 477 | ||
| Gain on disposal | 543 | 0 | 1,425 | 80 | 0 | 2,048 | ||
| Other operating income | 207 | 0 | 153 | 340 | 0 | 700 | ||
| Other operating income intra-segment | 0 | 0 | 0 | 171 | -171 | 0 | ||
| Total other operating income | 207 | 0 | 153 | 511 | -171 | 700 | ||
| OPERATING INCOME | 52,061 | 36,118 | 17,885 | 23,313 | -9,012 | 120,365 | ||
| OPERATING RESULT BEFORE DEPRECIATIONS, AMORTISATIONS & IMPAIRMENT LOSSES (EBITDA) |
19,195 | 11,710 | -2,853 | 1,913 | 0 | 29,965 | ||
| Depreciations, amortisations and impairment losses (*) | -11,838 | -32,150 | -1,021 | -1,258 | 0 | -46,267 | ||
| OPERATING RESULT (EBIT) | 7,357 | -20,440 | -3,874 | 655 | 0 | -16,302 | ||
| Interest income/expenses (net) | -5,956 | -10,993 | -77 | 5,059 | 0 | -11,967 | ||
| Other finance income/expenses (net) | -495 | -1,717 | -268 | -2,130 | 0 | -4,610 | ||
| Share in the result of equity accounted investees | ||||||||
| (net of income tax) | 0 | 0 | -524 | 29 | 0 | -495 | ||
| Income tax expense | -7 | 0 | 0 | -725 | 0 | -732 | ||
| SEGMENT RESULT FOR THE PERIOD | 900 | -33,150 | -4,743 | 2,888 | 0 | -34,106 | ||
| RESULT FOR THE PERIOD | -34,106 | |||||||
| Non-controlling interest | 26 | |||||||
| ATTRIBUTABLE TO OWNERS OF THE COMPANY | -34,132 |
(*) In the LNG segment, an impairment loss of USD 22.5 million has been registered on the vessel EXCEL to reflect the market value of the vessel.
The financial information of each operating segment is reviewed by management using the proportionate consolidation method. The below tables reconcile the 30 June financial information as reported in the condensed consolidated statement of profit or loss (using the equity consolidation method as required under IFRS 11) with the information disclosed in note 4 'Segment reporting' (using the proportionate consolidation method).
| Proportionate Consolidation | Equity Consolidation | |||||||
|---|---|---|---|---|---|---|---|---|
| RECONCILIATION CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND PROPORTIONATE CONSOLIDATION (SEGMENT REPORTING) |
||||||||
| FOR THE SIX MONTHS ENDED 30 JUNE 2018 | ||||||||
| Revenue | 88,322 | -40,753 | 47,569 | |||||
| Net gain/loss on disposal | 31,843 | -922 | 30,922 | |||||
| Other operating income | 456 | -40 | 416 | |||||
| Goods and services | -53,858 | 21,275 | -32,583 | |||||
| Personnel expenses | -21,554 | 30 | -21,524 | |||||
| Depreciations, amortisations & impairment losses | -21,803 | 12,365 | -9,438 | |||||
| Loss on disposal | -1,288 | 0 | -1,288 | |||||
| Other operating expenses | -582 | 355 | -227 | |||||
| RESULT FROM OPERATING ACTIVITIES | 21,536 | -7,690 | 13,846 | |||||
| Interest income | 1,770 | -199 | 1,571 | |||||
| Interest expenses | -15,415 | 6,663 | -8,752 | |||||
| Other finance income | 2,095 | -144 | 1,952 | |||||
| Other finance expenses | -5,897 | 947 | -4,950 | |||||
| RESULT BEFORE INCOME TAX AND SHARE OF RESULT OF EQUITY ACCOUNTED INVESTEES |
4,090 | -422 | 3,667 | |||||
| Share of result of equity accounted investees (net of income tax) | 374 | 335 | 709 | |||||
| Income tax expense | -974 | 87 | -887 | |||||
| RESULT FOR THE PERIOD | 3,489 | 0 | 3,489 |
| Proportionate Consolidation | Difference | Equity Consolidation | ||||
|---|---|---|---|---|---|---|
| RECONCILIATION CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND PROPORTIONATE CONSOLIDATION (SEGMENT REPORTING) |
||||||
| FOR THE SIX MONTHS ENDED 30 JUNE 2017 | ||||||
| Revenue | 117,617 | -72,986 | 44,631 | |||
| Net gain/loss on disposal | 2,048 | -544 | 1,504 | |||
| Other operating income | 700 | 10 | 710 | |||
| Goods and services | -67,572 | 25,295 | -42,277 | |||
| Personnel expenses | -22,178 | 25 | -22,153 | |||
| Depreciations, amortisations & impairment losses | -46,267 | 42,075 | -4,192 | |||
| Other operating expenses | -650 | 447 | -203 | |||
| RESULT FROM OPERATING ACTIVITIES | -16,302 | -5,678 | -21,980 | |||
| Interest income | 1,353 | 11,554 | 12,907 | |||
| Interest expenses | -13,320 | 5,762 | -7,558 | |||
| Other finance income | 817 | -29 | 788 | |||
| Other finance expenses | -5,427 | 619 | -4,808 | |||
| RESULT BEFORE INCOME TAX AND SHARE OF RESULT OF EQUITY ACCOUNTED INVESTEES |
-32,879 | 12,228 | -20,651 | |||
| Share of result of equity accounted investees (net of income tax) | -495 | -12,341 | -12,836 | |||
| Income tax expense | -732 | 113 | -619 | |||
| RESULT FOR THE PERIOD | -34,106 | 0 | -34,106 |
| 30 June 2018 | 30 June 2017 | |
|---|---|---|
| REVENUE | ||
| LPG segment | 15,020 | 14,619 |
| LNG segment | 2,000 | 0 |
| Offshore segment | 15,746 | 13,996 |
| Services segment | 14,803 | 16,016 |
| 47,569 | 44,631 |
Our LNG segment was positively influenced following a settlement under the CCAA of PRE. As Effected Creditor Exmar received its pro rata share of Recognized Common Stock for earlier unrecognized revenue as a consequence of PRE filing Chapter 11.
The increase in the offshore segment is mainly caused by increasing activity in our engineering and project management activities (Exmar Offshore, USA) as a result of improving oil prices.
| 30 June 2018 | 30 June 2017 | |
|---|---|---|
| GAIN ON DISPOSAL | ||
| Disposal equity accounted investees LNG | 30,892 | 0 |
| Other | 30 | 1,504 |
| 30,922 | 1,504 |
In the first semester of 2018 EXMAR sold its share in Excelsior BVBA. We refer to note 7 for more information regarding the sale of EXCELSIOR.
| 30 June 2018 | 30 June 2017 | |
|---|---|---|
| OTHER OPERATING INCOME | ||
| Other | 416 | 710 |
| 416 | 710 |
On January 31, 2018 EXMAR has sold its 50% share in Excelsior BVBA (owner of the LNGRV EXCELSIOR) to Excelerate Energy LP. The investment in this equity accounted investee has been derecognised from the balance sheet. The sale resulted in a gain of USD 30.9 million.
| Period ended 30 June 2018 |
|
|---|---|
| A. CONSIDERATION RECEIVED | |
| Consideration received in cash and cash equivalents | 44,438 |
| Presentation in the consolidated Statement of Cash flows: | |
| Disposal of an equity accounted investee | 54,438 |
| Payments to equity accounted investees | -10,000 |
| 44,438 | |
| Period ended | |
| 30 June 2018 | |
| B. GAIN ON DISPOSAL OF AN EQUITY ACCOUNTED INVESTEE | |
| Total consideration received | 44,438 |
| Repayment of shareholderloan granted by an equity accounted investee to EXMAR | 10,000 |
|---|---|
| Participation | -1,049 |
| Net assets disposed of | -22,497 |
| GAIN OF THE TRANSACTION | 30,892 |
| LPG | LNG (**) | Offshore | Under construction - advance payments (*) |
Total | |
|---|---|---|---|---|---|
| COST 2018 | |||||
| BALANCE AS PER 1 JANUARY 2018 | 118,500 | 453,562 | 0 | 0 | 572,062 |
| Changes during the financial year | |||||
| Acquisitions | 7,669 | 13,587 | 21,256 | ||
| Borrowing costs | 0 | 0 | |||
| Disposals | 0 | 0 | |||
| Conversion differences | 0 | ||||
| BALANCE AS PER 30 JUNE 2018 | 118,500 | 461,230 | 0 | 13,587 | 593,318 |
| DEPRECIATIONS AND IMPAIRMENT LOSSES 2018 | |||||
| BALANCE AS PER 1 JANUARY 2018 | 9,041 | 0 | 0 | 0 | 9,041 |
| Changes during the financial year | |||||
| Depreciations (**) | 2,982 | 6,021 | 9,003 | ||
| Disposals | 0 | 0 | |||
| Conversion differences | 0 | ||||
| BALANCE AS PER 30 JUNE 2018 | 12,023 | 6,021 | 0 | 0 | 18,044 |
| NET BOOK VALUE | |||||
| NET BOOK VALUE AS PER 30 JUNE 2018 | 106,477 | 455,210 | 0 | 13,587 | 575,274 |
(*) The advance payments in respect of vessels under construction have been presented under vessels in the condensed consolidated statement of financial position. The advance payments do not give EXMAR ownership rights on the vessels before their final delivery.
(**) The depreciations mentioned under LNG is for the newly built and delivered asset "Caribbean FLNG". This asset is depreciated on a straight-line basis over it's useful life which is estimated at 20 years to a residual value of zero.
| EQUITY ACCOUNTED INVESTEES | |
|---|---|
| BALANCE AS PER 1 JANUARY 2018 | 104,416 |
| Changes during the financial year | |
| Share in the profit/loss(-) | 709 |
| Dividends | -2,000 |
| Changes in consolidation scope (*) | -938 |
| Allocation of negative net assets (**) | 319 |
| Conversion differences | -248 |
| Changes in other comprehensive income equity accounted investees | 2,477 |
| Other | -824 |
| BALANCE AS PER 30 JUNE 2018 | 103,911 |
(*) The change in consolidation scope in 2018 relates to the disposal of the LNGRV EXCELSIOR. We refer to note 7 for further information in respect of this sale.
(**) The equity accounted investees for whom the share in the net assets is negative as EXMAR has a constructive obligation, are allocated to other components of the investor's interest in the equity accounted investee and if the negative net asset exceeds the investor's interest, a corresponding liability is recognized.
EXMAR has analysed the existing joint arrangements and has concluded that these joint arrangements are all joint ventures in accordance with IFRS 11 "joint arrangements".
EXMAR has provided guarantees to financial institutions that have provided credit facilities to her equity accounted investees. As of June 30, 2018, an amount of USD 636.6 million was outstanding under such loan agreements, of which EXMAR has guaranteed its share of USD 318.3 million.
| LPG | LNG | Offshore | Total | |
|---|---|---|---|---|
| BORROWINGS TO EQUITY ACCOUNTED INVESTEES | ||||
| BALANCE AT 1 JANUARY 2018 | 50,273 | 0 | 12,971 | 63,244 |
| New loans and borrowings | 0 | |||
| Repayments | -2,115 | -2,115 | ||
| Change in allocated negative net assets (*) | -1,708 | 1,389 | -319 | |
| Capitalised interests | 0 | |||
| BALANCE AT 30 JUNE 2018 | 48,565 | 0 | 12,245 | 60,810 |
| MORE THAN 1 YEAR | 48,565 | 0 | 7,640 | 56,205 |
| LESS THAN 1 YEAR | 0 | 0 | 4,605 | 4,605 |
(*) The equity accounted investees for whom the share in the net assets is negative as EXMAR has a constructive obligation, are allocated to other components of the investor's interest in the equity accounted investee. If the negative net asset exceeds the investor's interest, a corresponding liability is recognized.
The activities and assets of certain of our equity accounted investees are financed by shareholder borrowings made by the company to the respective equity accounted investee. The current portion of such borrowings is presented as other receivables. The main borrowings to equity accounted investees relate to the borrowings granted to EXMAR LPG, the joint venture with Teekay LNG Partners L.P.
| 30 June 2018 | 31 December 2017 | |
|---|---|---|
| RESTRICTED CASH AND CASH AND CASH EQUIVALENTS | ||
| RESTRICTED CASH | 67,438 | 67,434 |
| Bank | 38,835 | 31,459 |
| Cash in hand | 128 | 141 |
| Short-term deposits | 10,186 | 10,223 |
| CASH AND CASH EQUIVALENTS | 49,149 | 41,824 |
The restricted cash relates mainly to the credit facility with the Bank of China for the Caribbean FLNG (see also note 12).
| Bank loans | Other loans | Total | |
|---|---|---|---|
| BORROWINGS | |||
| BALANCE AT 1 JANUARY 2018 | 246,973 | 125,734 | 372,707 |
| New loans and borrowings | 0 | 0 | 0 |
| Scheduled repayments | -12,888 | 0 | -12,888 |
| Amortised transaction costs | 1,024 | 614 | 1,638 |
| Conversion differences | 0 | 630 | 630 |
| BALANCE AT 30 JUNE 2018 | 235,109 | 126,978 | 362,087 |
| MORE THAN 1 YEAR | 194,378 | 126,978 | 321,356 |
| LESS THAN 1 YEAR | 40,731 | 0 | 40,731 |
| LPG | 54,853 | 0 | 54,853 |
| LNG | 180,219 | 0 | 180,219 |
| Offshore | 0 | 0 | 0 |
| Services | 37 | 126,978 | 127,015 |
| BALANCE AT 30 JUNE 2018 | 235,109 | 126,978 | 362,087 |
| 30 June 2018 | 31 December 2017 | |
|---|---|---|
| UNUSED CREDIT FACILITIES | ||
| Unused credit facilities | 13,115 | 13,492 |
| 13,115 | 13,492 |
The bank loans mainly relate to the LPG pressurized facilities and the Caribbean FLNG facility.
The other loans relate to a NOK 1 billion senior unsecured bond issue, with initial maturity date in July 2017. In June 2017, the term of the bond has been extended until July 2019. As a consequence, the bond has been classified as a long term liability in the condensed consolidated statement of financial position as the Company informed the Bond Trustee in December 2017 that it has received USD 50 million in Junior Capital, the call premium will be 105% of par value.
EXMAR's barge based FSRU was delivered end of December 2017. The unit was able to obtain a long-term contract with GUNVOR in Bangladesh and earnings will commence in October 2018. The last instalment of the FSRU has been financed with the proceeds of the sale of the three LNG companies (EXPLORER NV, EXPRESS NV and EXCELERATE NV) in December 2017. EXMAR is currently negotiating with different parties the financing of the FSRU. The unit is undergoing site specific modifications before the start of its operations in the second quarter of 2019.
Financial instruments include a broad range of financial assets and liabilities. They include both primary financial instruments such as cash, receivables, debt and shares in another entity and derivative financial instruments. They are measured either at fair value or at amortized cost.
Fair value is the amount for which an asset could be exchanged, or a liability settled between knowledgeable, willing parties in an at arm's length transaction. All derivative financial instruments are recognized at fair value in the condensed consolidated statement of financial position.
The fair values of financial assets and liabilities measured at fair value are presented by class in the table below. The Group aggregates its financial instruments into classes based on their nature and characteristics.
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| 30 JUNE 2018 | ||||
| Equity securities - measured at FVTPL | 4,193 | 1,563 | 5,756 | |
| FX Forward | 758 | 758 | ||
| TOTAL FINANCIAL ASSETS CARRIED AT FAIR VALUE | 4,193 | 2,321 | 0 | 6,514 |
| TOTAL FINANCIAL LIABILITIES CARRIED AT FAIR VALUE | 0 | 0 | 0 | 0 |
In 2014 and 2015 Exmar entered into two cross currency interest rate swaps (CCIRS) to cover its exposure on the issued bond in NOK. These CCIRS-contracts have ended in July 2017. As per 30 June 2018, a forward exchange contract was outstanding to cover the NOK/USD exposure which was terminated in August 2018.
Financial instruments other than those listed above are all measured at amortized cost.
For its financial instruments, the Group has applied the new requirements under IFRS 9. These new classification and measurement requirements did not have an impact on the condensed consolidated financial statements, except for the renaming of the "Available-for-sale financial assets" to "Equity securities - measured at fair value through profit or loss (FVTPL)". On the face of the balance sheet, the former "Available-for-sale financial assets" have been presented as "Other investments". The accounting classification and basis for determining fair values in these condensed consolidated interim financial statements are the same as those applied in the consolidated financial statements as at and for the year ended December 31, 2017.
The fair value of financial assets and liabilities not measured at fair value has not been updated per June 30, 2018 as no significant changes occurred that would impact the fair value determination. Therefore, we refer to the Annual Report 2017, disclosure note 29 "Financial risks and financial instruments".
In respect of liquidity risk, we refer to note 15 "Capital commitments".
EXMAR leases a number of assets using operating lease agreements. The agreements don't impose restrictions such as additional debt and further leasing. The expense for the first semester of 2018 relating to the operating lease agreements amounts to USD 5.5 million (2017: USD 11 million) of which USD 4.4 million is borne by our equity accounted investees (2017: USD 8.9 million). No payments for non-cancellable subleases were received. The future minimum lease payments for our subsidiaries and equity accounted investees are as follows:
| 30 June 2018 | 31 December 2017 | |||
|---|---|---|---|---|
| Subsidiaries | Equity accounted investees |
Subsidiaries | Equity accounted investees |
|
| OPERATING LEASE OBLIGATIONS (LEASES AS LESSEE) |
||||
| Less than 1 year | 1,667 | 6,847 | 1,667 | 8,572 |
| Between 1 and 5 years | 3,334 | 21,636 | 4,168 | 21,636 |
| More than 5 years | 0 | 4,507 | 0 | 7,212 |
| 5,001 | 32,990 | 5,835 | 37,420 |
The amounts disclosed for the equity accounted investees represent our share in the lease obligations. The average duration of the lease agreements amount to 3.1 years. The group has for some of the leased assets purchase options, some contracts foresee extension options. Such options have not been taken into account for determining above lease obligations.
The Group entered into long-term time charter agreements for certain assets in its fleet. In respect of lease classification, it was judged that substantially all risks and rewards remain with the Group. As a consequence, these agreements qualify as operating leases.
The income in the first semester of 2018 relating to operating leases amounts to USD 103.3 million (2017: USD 157.6 million) of which USD 43.9 million is earned by our equity accounted investees (2017: USD 134 million). The future minimum rental receipts are as follows:
| 30 June 2018 | 31 December 2017 | ||||
|---|---|---|---|---|---|
| Subsidiaries | Equity accounted investees |
Subsidiaries | Equity accounted investees |
||
| OPERATING LEASE RIGHTS (LEASES AS LESSOR) |
|||||
| Less than 1 year | 20,612 | 70,362 | 24,057 | 65,955 | |
| Between 1 and 5 years | 2,407 | 121,652 | 714 | 136,220 | |
| More than 5 years | 0 | 41,620 | 0 | 48,265 | |
| 23,019 | 233,635 | 24,771 | 250,440 |
The amounts disclosed for the equity accounted investees represent our share in the lease rights. The average duration of the lease agreements amounts to 1.77 years. Some contracts foresee a possible extension at the end of the lease agreement. Such options have not been taken into account for determining above lease rights. The decrease of the lease rights in our equity accounted investees can be mainly explained by the sale of the LNG companies EXCELERATE NV, EXPLORER NV and EXPRESS NV (2017) and EXCELSIOR BVBA in January 2018 (we refer in this respect also to note 7 of this report).
The other operating lease rights relate to the time charter agreement on the Nunce. The original 10 year contract has been extended for 3 years, new end date is June 2022.
EXMAR leases 5 vessels under financial lease agreements. These vessels are all situated within our equity accounted investees. Hence, the financial lease obligations are not shown in our consolidated financial statements. The payments made in the first semester of 2018 relating to the finance lease agreements amount to USD 5.1 million (2017: USD 5.1 million), all borne by our equity accounted investees.
As per June 30, 2018 the capital commitments are as follows:
| Subsidiaries (*) | Equity accounted investees |
|
|---|---|---|
| LPG segment | 131,549 | 12,486 |
| 131,549 | 12,486 |
The amount disclosed for the equity accounted investees represents our share in the capital commitments of these equity accounted investees. The capital commitment relates to the midsize carrier "WEPION" under construction (LPG segment). The final payment of this commitment has been paid on 31/07/2018 at delivery of the vessel with drawdown under a long term bank loan.
On February 7, 2018 EXMAR has contracted 2 VLGC newbuilding's, to serve long-term commitments with EQUINOR ASA (previously STATOIL) of Norway for worldwide LPG transportation. Both vessels are constructed by Hanjin Heavy Industries & Construction at Subic Bay (Philippines) for delivery within the third quarter of 2020. Discussions for financing of these 2 vessels are ongoing.
(*) Payment schedule for these two contracted VLCC newbuilds is as follows:
| Timing | In thousands of USD |
|---|---|
| 2nd semester 2018 | 13,588 |
| 2019 | 27,175 |
| 2020 | 90,786 |
| TOTAL | 131,549 |
The significant judgements and estimates that might have a risk of causing a material adjustment to the carrying amount of assets and liabilities relates to:
Per condensed consolidated interim financial statements for the period ended 30 June 2018, the Company is of the opinion that, taking into account its available cash and cash equivalents (including undrawn committed facilities) and financing and re-financing assumptions (as listed hereunder), it has sufficient liquidity to meet its present obligations and cover its working capital needs for a period of at least 12 months from the authorisation date of this semi-annual report.
The condensed consolidated interim financial statements have been prepared on a going concern basis. In making this assessment the Board of Directors made the following assumptions relative to a number of uncertainties that the Company is facing and which are expected to impact the sufficiency of the liquidity of the Company:
The Board is confident that management will be able to timely and successfully implement these plans and therefore it has an appropriate basis for the use of the going concern assumption. In the event the above assumptions are not timely met, there is a material uncertainty whether the Company will have sufficient liquidities to fulfil its obligations for the period of at least 12 months from the date of authorising these interim financial statements.
In light of its ongoing operational challenges and the resulting pressure on its financial position, the Company is closely monitoring its compliance with the financial covenants. The Company has met all its financial covenants as at June 30th 2018 and the next testing date with respect to the financial position as at the end of December 2018 is in March 2019. In the event of a breach of covenants the Company will request a waiver from the relevant lenders.
There were no significant changes in contingencies as disclosed in the consolidated financial statements of the Group for the year ended 31 December 2017.
In general, the borrowings held by EXMAR and its equity accounted investees are secured by a mortgage on the underlying assets owned by the subsidiaries or the equity accounted investees. Furthermore, different pledges and other types of guarantees exist to secure the borrowings. In addition, dividend restrictions may exist. EXMAR has pledged financial assets as collateral for liabilities. We refer to note 11 where the amount of restricted cash in respect of financing agreements is disclosed.
Also different financial covenants exist that require compliance with certain financial ratio's. These ratio's are calculated semi-annually based on EXMAR's consolidated figures in which equity accounted investees are not accounted for under IFRS 11 but still on a proportionate basis (similar to accounting policies used for segment reporting purposes). In case of non-compliance with these covenants, early repayment of related borrowings might be required. As of June 30, 2018 EXMAR was compliant with all covenants with sufficient headroom. EXMAR is continuously monitoring compliance with all applicable covenants.
The Company has a related party relationship with its controlling shareholder and with its controlling shareholder related parties, with its subsidiaries, joint ventures, associates and with its directors and executive officers. These relationships were disclosed in the consolidated financial statements of the Group for the year ended 31 December 2017. There were no significant changes in these related party transactions.
There were no significant changes in risks and uncertainties compared to the risks and uncertainties described in the annual consolidated financial statements for the year ended 31 December 2017.
In respect of liquidity risk, we refer to note 15 Capital commitments.
No subsequent events.
The board of directors, represented by Nicolas Saverys and Jalcos NV represented by Ludwig Criel, and the executive committee, represented by Patrick De Brabandere and Miguel de Potter, hereby certifies, on behalf and for the account of the company, that, to their knowledge,
the condensed consolidated interim financial information which has been prepared in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union, give a true and fair view of the equity, financial position and financial performance of the company, and the entities included in the consolidation as a whole,
the interim management report includes a fair overview of the information required under Article 13, §§ 5 and 6 of the Royal Decree of November 14, 2007 on the obligations of issuers of financial instruments admitted to trading on a regulated market.
Baron Philippe Bodson – Chairman Nicolas Saverys – CEO Jalcos NV – represented by Ludwig Criel Kathleen Eisbrenner Michel Delbaere Jens Ismar Ariane Saverys Barbara Saverys Pauline Saverys Baron Philippe Vlerick
Nicolas Saverys – Chief Executive Officer, Chairman Patrick De Brabandere – Chief Operating Officer Miguel de Potter – Chief Financial Officer Pierre Dincq – Managing Director Shipping David Lim – Managing Director Offshore Marc Nuytemans – CEO Exmar Shipmanagement
Deloitte Auditors Represented by Mr. Gert Vanhees
De Gerlachekaai 20 2000 Antwerp Tel: +32(0)3 247 56 11 Fax: +32(0)3 247 56 01
Business registration number: 0860.409.202 RPR Antwerp Website: www.exmar.com E-mail: [email protected]
All EXMAR press releases can be consulted on the website: www.exmar.be
Questions can be asked by telephone at +32(0)3 247 56 11 or by e-mail to [email protected], for the attention of Patrick De Brabandere (COO), Miguel de Potter (CFO) or Mathieu Verly (Secretary)
In case you wish to receive our printed annual or half year report please mail: [email protected]
The Dutch version of this report must be considered to be the official version.
FINANCIAL CALENDER Results 3rd quarter 2018 25 October 2018 Annual shareholders meeting 21 May 2019 Final results 1st semester 2019 6 September 2019
| Bn | Billion | LNGRV | Liquefied Natural Gas Regasification Vessel |
|---|---|---|---|
| CAPEX | Capital Expenditure | LPG | Liquefied Petroleum Gas |
| cbm | Cubic meters (m³) | MGC | Midsize Gas Carrier |
| CCIRS | Cross Currency Interest Rate Swaps | Midsize | 20,000 m³ to 40,000 m³ |
| CFLNG | Caribbean FLNG | Mio | Million |
| DVO | DV Offshore | NYMEX | New York Mercantile Exchange |
| EBIT | Earnings before interest and taxes | OB | Order book |
| EBITDA | Earnings before interest, taxes, depreciation, and amortization |
OPEX | Operating Expenditures |
| EE | Excelerate Energy | Pcm | Per calendar month |
| ESM | Exmar Ship Management | Petchems | Petrochemicals |
| FID | Final Investment Decision | PEP | Pacific Exploration and Production |
| FLNG | Floating Liquefaction of Natural Gas | PVC | Polyvinylchloride |
| FPS | Floating Production System | R&D | Research & Development |
| FSU | Floating Storage Unit | REBITDA | Recurring earnings before interests, taxes, depreciations and amortizations |
| FPSO | Floating Production Storage and Offloading-unit | Semi-ref. | Semi-refrigerated LPG carrier |
| FSRU | Floating Storage and Regasification Unit | SPM | Single Point Mooring |
| FV | Fair value | STS | Ship-to-ship |
| HHIC | Hanjin Heavy Industries and Construction | TC | Time charter |
| HMPE | High modulus polyehtylene | TCE | Time charter equivalent |
| IAS | International Accounting Standards | U/C | Under Construction |
| IFRS | International Financial Reporting Standards | UN | United Nations |
| JV | Joint venture | US | United States |
| k | 1,000 | USA | United States of America |
| LGC | Large Gas Carrier | USD | United States Dollar |
| LNG | Liquefied Natural Gas | VLGC | Very Large Gas Carrier |
| LNG/C | Liquefied Natural Gas Carrier | WTI | West Texas Intermediate |
| Bn | Billion | LNGRV | Liquefied Natural Gas Regasification Vessel |
|---|---|---|---|
| CAPEX | Capital Expenditure | LPG | Liquefied Petroleum Gas |
| cbm | Cubic meters (m³) | MGC | Midsize Gas Carrier |
| CCIRS | Cross Currency Interest Rate Swaps | Midsize | 20,000 m³ to 40,000 m³ |
| CFLNG | Caribbean FLNG | Mio | Million |
| DVO | DV Offshore | NYMEX | New York Mercantile Exchange |
| EBIT | Earnings before interest and taxes | OB | Order book |
| EBITDA | Earnings before interest, taxes, depreciation, and amortization |
OPEX | Operating Expenditures |
| EE | Excelerate Energy | Pcm | Per calendar month |
| ESM | Exmar Ship Management | Petchems | Petrochemicals |
| FID | Final Investment Decision | PEP | Pacific Exploration and Production |
| FLNG | Floating Liquefaction of Natural Gas | PVC | Polyvinylchloride |
| FPS | Floating Production System | R&D | Research & Development |
| FSU | Floating Storage Unit | REBITDA | Recurring earnings before interests, taxes, depreciations and amortizations |
| FPSO | Floating Production Storage and Offloading-unit | Semi-ref. | Semi-refrigerated LPG carrier |
| FSRU | Floating Storage and Regasification Unit | SPM | Single Point Mooring |
| FV | Fair value | STS | Ship-to-ship |
| HHIC | Hanjin Heavy Industries and Construction | TC | Time charter |
| HMPE | High modulus polyehtylene | TCE | Time charter equivalent |
| IAS | International Accounting Standards | U/C | Under Construction |
| IFRS | International Financial Reporting Standards | UN | United Nations |
| JV | Joint venture | US | United States |
| k | 1,000 | USA | United States of America |
| LGC | Large Gas Carrier | USD | United States Dollar |
| LNG | Liquefied Natural Gas | VLGC | Very Large Gas Carrier |
| LNG/C | Liquefied Natural Gas Carrier | WTI | West Texas Intermediate |
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