Quarterly Report • Aug 22, 2018
Quarterly Report
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Hunter Group ASA Second-quarter results 2018
The Groups activities since last quarter have consisted primarily of acquiring 7 VLCC's with Scrubbers to be constructed at Daewoo Shipbuilding Marine Engineering Co., Ltd. (DSME) in Korea, raising capital, spinning off Dwellop and establish a transparent and sensible corporate structure for the company going forward. Hunter Group now has two business segments; Indicator and Hunter Tankers.
Indicator (the Badger technology) has no employees and there has been no activity in the company H1 2018. The cash burn is down to a bare minimum and is close to zero.
Hunter Tankers AS was incorporated on the 26th of April 2018 as a Norwegian company and a wholly owned subsidiary of Hunter Group ASA. The company is expected to be primarily engaged in the construction and future chartering of the vessels. At the date of this report the Company has signed contracts for seven 300K DWT ECO design VLCCs to be constructed at Daewoo Shipbuilding Marine Engineering Co., Ltd. (DSME) in Korea. All seven vessels will be outfitted with Scrubbers from Wartsila.
Per 30 June the Company has received refund guarantees for the first four vessels, and expect to receive refund guarantees for the other three vessels mid-September. Consequently, the Company has made the first installment on the first four vessels, totaling USD 34.11m, and expects to make the first installment, totaling USD 25.65m, on the next three vessels as soon as the refund guarantees are in place.
Throughout the quarter we have worked closely with the shipyard to ensure that the vessels will be constructed and outfitted according to our expectations and specifications.
The recycling of older tankers continued throughout the second quarter, with another ten VLCCs sold for scrap, or a total of 30 VLCCs so far in 2018. For the first half net supply was negative 8 vessels, versus plus 28 vessels for the same period last year. For VLCCs, the orderbook per June stood at 115 vessels, or abt. 16% of the sailing fleet. Recycling prices remained steady during the quarter at around USD 430/ldt, whilst VLCC newbuilding prices ex scrubber rose 3% to USD 89m.
The soft rate environment seen in 2017 has continued into 2018, with earnings averaging USD 8k/day in the first quarter and USD 9k/day in the second quarter for an YTD average of USD 9k/day (incl. a low USD 5.5k/day in May). Note that these earnings refer to non-eco vessels using traditional WS to TCE conversion. For comparison, a 2015 built Korean ECO VLCC earned an avg. of USD 18k/d in 1h18.
Oil production growth is up from abt. 0.4% in 2016/ 2017 to around 1.6% YTD., and is expected to accelerate further to 2.7% in 2019 assuming OPEC production reverses as indicated in June.
Since our last report the tanker market has developed in our favor with continued low rates (USD 9K/day YTD), rising newbuilding prices (+3-4% last quarter), high scrap steel prices (USD 420/ldt or USD 17-18m/VLCC), continued high scrapping (30 VLCCs YTD), few new newbuilding orders and increased confidence that IMO 2020 will be implemented on 1 January 2020.
Having signed contracts for 7 ECO design VLCCs - to be built at DSME, outfitted with scrubbers from Wartsila, and to be delivered right as IMO 2020 comes into effect, at a price we believe to be very attractive, we are comfortable with state of the Company.
In the near term we believe tanker rates will continue to stay weak due to an overhang of tonnage caused by the deliveries of new-buildings. However, the number of deliveries is slowing, and we believe that we are heading towards a more balanced market later this year with somewhat firmer rates. Furthermore, we believe that a reversal of the OPEC/Russia production cut, together with an increase in ton miles as most of the oil production growth comes from West of Suez, whilst most of the growth in refinery capacity will come from East of Suez should firm up rates further. As we get closer to 2020 we expect rates to firm up significantly as new regulations will trigger more scrapping. With abt. 20% or abt. 142 vessels 15 years or older we believe we will see a wave of scrapping as these vessels come up for their fourth SPS facing both installment of a Ballast Water Treatment System (BWTS) and the 2020 Sulphur cap which will be a costly affair for the ship owners.
In other words, the scrapping we are seeing today we believe is a function of low rates and high steel prices, whereas as we get closer to 2020 we expect to see an increase in scrapping due to the new regulations. All in all positive for Hunter Group.
The Board of Directors and the CEO confirm that to the best of our knowledge the condensed set of financial statements (unaudited) as of 30 June 2018 and the first half year of 2018, which have been prepared in accordance with IAS 34 – Interim Financial Reporting, gives a true and fair view on the Group's consolidated assets, liabilities, financial position and results of the operation for the period, and that the interim management report includes a fair review of the information required under the requirements in the Norwegian Securities Trading Act.
Oslo, 22 August 2018
The board of directors and Chief Executive Director Hunter Group ASA
Henrik August Christensen Chaiman of the board
Arne Helge Fredly Board member
Kristin Hellebust Board member
Erik A. S. Frydendal CEO
| Quarters | Year to date | |||||
|---|---|---|---|---|---|---|
| (Unaudited figures in NOK 1 000) | Q2 2018 | Q2 2017 | Note | 30.06.2018 | 30.06.2017 | 31.12.2017 |
| Continuing operations | ||||||
| Revenues | ||||||
| Revenues | 0 | 0 | 0 | 0 | 91 | |
| Total Revenues | 0 | 0 | 0 | 0 | 91 | |
| Operating expenses | ||||||
| Raw matrials and consumables | 0 | -246 | 0 | -743 | -744 | |
| Payroll expenses | 1 350 | 2 592 | 1 930 | 5 821 | 8 871 | |
| Depreciation and amortisation expense | 0 | 3 | 0 | 7 | 22 | |
| Net write-down intangible assets and capitalized grants | 0 | 69 374 | 3 | 0 | 69 374 | 69 374 |
| Other operating expenses | 4 333 | 7 256 | 4, 9 | 13 801 | 9 624 | 17 660 |
| Capitalised development cost | 0 | -1 058 | 0 | -1 915 | -1 915 | |
| Total operating expenses | 5 683 | 77 921 | 15 731 | 82 168 | 93 268 | |
| Operating profit (loss) continuing operations | -5 683 | -77 921 | -15 731 | -82 168 | -93 177 | |
| Interest income | 1 400 | 908 | 1 400 | 1 332 | 2 622 | |
| Finance income | 4 360 | 0 | 4 360 | 0 | 0 | |
| Interest expenses | 0 | - 3 |
- 1 |
-54 | -54 | |
| Other financial expenses | 0 | - 2 |
-201 | -32 | -71 | |
| Net financial income (loss) | 5 760 | 903 | 5 558 | 1 246 | 2 497 | |
| Profit (loss) before taxes from continuing operations | 78 | -77 018 | -10 172 | -80 922 | -90 680 | |
| Tax on ordinary result | -3 603 | -4 337 | -3 603 | -4 337 | -4 337 | |
| Net profit (loss) from continuing operations | -3 526 | -81 355 | -13 776 | -85 259 | -95 017 | |
| Discontinued operations | ||||||
| Net profit (loss) from discontinued operations | -22 | 15 245 | -34 557 | 15 245 | -1 311 | |
| Net profit (loss) | -3 548 | -66 110 | -48 333 | -70 014 | -96 328 | |
| Earning per share | -0,01 | -0,07 | -0,25 | -0,08 | -0,09 | |
| Earnings per share diluted | -0,01 | -0,08 | -0,07 | -0,10 | -0,09 | |
| Earnings per share continuing operations | -0,01 | -0,08 | -0,07 | -0,10 | -0,09 | |
| Earnings per share diluted continuing operations | -0,01 | -0,08 | -0,07 | -0,10 | -0,09 | |
| (Unaudited figures in NOK 1 000) | Q2 2018 | Q2 2017 | 30.06.2018 | 30.06.2017 | 31.12.2017 | |
| Total comprehensive income | ||||||
| Profit (loss) for the period | -3 526 | -81 355 | -13 776 | -85 259 | -95 017 | |
| Other | 0 | 0 | 0 | 0 | 0 | |
| Translation differences | 0 | 0 | 0 | 0 | 0 | |
| Comprehensive income for the period | -3 526 | -81 355 | -13 776 | -85 259 | -95 017 | |
| Total comprehensive income attributable to: | ||||||
| Equity holders of the parent | -3 526 | -81 355 | -13 776 | -85 259 | -95 017 | |
| Non-controlling interest | 0 | 0 | 0 | 0 | 0 | |
| Total comprehensive income | -3 526 | -81 355 | -13 776 | -85 259 | -95 017 | |
| (Unaudited figures in NOK 1 000) | Note | 30.06.2018 | 31.03.2018 | 30.06.2017 | 31.12.2017 |
|---|---|---|---|---|---|
| NON-CURRENT ASSETS | |||||
| Research and development | 0 | 16 402 | 20 688 | 17 830 | |
| Patents and customer relationships | 0 | 17 542 | 21 648 | 18 911 | |
| VLCC shipbuilding contracts | 6 | 10 000 | 0 | 0 | 0 |
| Goodwill | 0 | 33 185 | 58 655 | 58 655 | |
| Total intangible assets | 10 000 | 67 129 | 100 991 | 95 396 | |
| Property, plant, equipment & machineries | 38 | 26 696 | 27 206 | 27 884 | |
| VLCC under construction | 6 | 272 878 | 0 | 0 | 0 |
| Total tangible assets | 272 916 | 26 696 | 27 206 | 27 884 | |
| TOTAL NON-CURRENT ASSETS | 282 916 | 93 825 | 128 197 | 123 280 | |
| CURRENT ASSETS | |||||
| Inventories | 0 | 29 204 | 1 188 | 20 368 | |
| Total inventories | 0 | 29 204 | 1 188 | 20 368 | |
| Accounts receivables | 0 | 15 004 | 48 314 | 21 073 | |
| Other short-term receivables | 64 | 5 892 | 6 816 | 4 873 | |
| Total current receivables | 64 | 20 896 | 55 130 | 25 946 | |
| Cash and cash equivalents | 2, 8 | 666 623 | 267 333 | 286 815 | 279 456 |
| TOTAL CURRENT ASSETS | 666 686 | 317 433 | 343 133 | 325 770 | |
| TOTAL ASSETS | 949 603 | 411 258 | 471 330 | 449 050 | |
| Equity and Liabilities | |||||
| (Unaudited figures in NOK 1 000) | Note | 30.06.2018 | 31.03.2018 | 30.06.2017 | 31.12.2017 |
| EQUITY | |||||
| Share capital | 2 | 460 823 | 163 948 | 163 948 | 163 948 |
| Share premium | 2, 7 | 481 420 | 508 844 | 508 844 | 508 844 |
| Other equity | 2 | 0 | -302 439 | -231 419 | -257 654 |
| TOTAL EQUITY | 942 242 | 370 353 | 441 373 | 415 138 | |
| LIABILITIES | |||||
| Other interest-bearing debt | 0 | 0 | 13 500 | 11 700 | |
| Total non-current liabilities | 0 | 0 | 13 500 | 11 700 | |
| Trade creditors | 1 372 | 7 570 | 7 483 | 8 587 | |
| Accrued public charges and indirect taxes | 551 | 2 153 | 563 | 3 161 | |
| Taxes payable | 0 | 0 | 0 | 0 | |
| Short-term derivatives Debt financial institutions |
0 0 |
-16 25 073 |
0 3 600 |
24 3 600 |
|
| Other current liabilities | 5 437 | 6 125 | 4 811 | 6 840 | |
| Total current liabilities | 7 360 | 40 905 | 16 457 | 22 212 | |
| TOTAL LIABILITIES | 7 360 | 40 905 | 29 957 | 33 912 |
Note: Changes in various cash flow items is reflecting the change in Dwellop's items up until the exit 9 May 2018.
| Quarters | Year to date | |||||
|---|---|---|---|---|---|---|
| (Unaudited figures in NOK 1 000) | Q2 2018 | Q2 2017 Note | 30.06.2018 | 30.06.2017 | 31.12.2017 | |
| Contribution from operations before tax | -4 559 | -8 423 | -19 666 | -12 633 | -31 263 | |
| Change in accounts receivables and accounts payables | -4 205 | -12 170 | 847 | -11 306 | 17 101 | |
| Change in inventory | 4 461 | 7 716 | -4 375 | 7 716 | -11 464 | |
| Change in other receivables and payables and other | 8 980 | -5 043 | 6 198 | -6 513 | 80 | |
| Net cash flow from operating activities | 4 677 | -17 920 | -16 996 | -22 736 | -25 546 | |
| Capitalization of development cost | 0 | -1 058 | 0 | -1 915 | -1 915 | |
| Investments in PPE & intangible assets | -272 916 | 386 | 6 | -272 916 | 0 | -3 647 |
| Acquitision of a subsidiary, net of cash acquired | 0 | -50 522 | 0 | -50 522 | -50 522 | |
| Net cash flow from investment activities | -272 916 | -51 194 | -272 916 | -52 437 | -56 084 | |
| Public grants | 0 | 1 061 | 0 | 1 061 | 1 061 | |
| Interest received | 1 400 | 926 | 1 401 | 1 350 | 2 661 | |
| Interest paid | -32 | -251 | -256 | -302 | -715 | |
| Proceeds from borrowings financial institution | -10 673 | -865 | -900 | -7 754 | -9 554 | |
| Capital contribution | 692 500 | 0 | 2 | 692 500 | 385 368 | 385 368 |
| Transaction cost capital contribution | -15 667 | 0 | 2 | -15 667 | -18 069 | -18 069 |
| Net cash flow from financing activities | 667 529 | 871 | 677 079 | 361 653 | 360 751 | |
| Total net changes in cash flow | 399 290 | -68 243 | 387 167 | 286 479 | 279 121 | |
| Cash and cash equivalents beginning of period | 267 333 | 355 058 | 279 456 | 335 | 335 | |
| Cash and cash equivalents end of period | 666 623 | 286 815 | 666 623 | 286 814 | 279 456 | |
| Profit (loss) before tax from continuing operations | 78 | -77 016 | -10 172 | -80 920 | -90 680 | |
| Profit (loss) before tax discontinued operations | -22 | 15 245 | 7 | -34 557 | -2 555 | -19 167 |
| Profit (loss) before tax | 56 | -61 771 | -44 729 | -83 475 | -109 847 | |
| Employee options | 0 | 0 | 0 | 64 | 142 | |
| Depreciation | 4 950 | 2 447 | 8 935 | 2 451 | 11 013 | |
| Net write-down intangible assets and capitalized grants | -8 197 | 69 374 | 17 273 | 69 374 | 69 374 | |
| Financial income | -1 400 | -926 | -1 401 | -1 350 | -2 661 | |
| Financial expenses | 32 | 251 | 256 | 302 | 715 | |
| * Contribution from operations before tax | -4 559 | 9 375 | -19 666 | -12 633 | -31 263 |
| Share | Share | Other paid- | Retained | Total | ||
|---|---|---|---|---|---|---|
| (Unaudited figures in NOK 1 000) | Note | Capital | premium | in capital | earnings | equity |
| Equity as of 01.01.2017 | 2 317 | 218 070 | 3 935 | -165 403 | 58 919 | |
| Total comprehensive H1 2017 | 0 | 0 | 0 | -70 014 | -70 014 | |
| Private placement 16 January 2017 | 45 000 | 0 | 0 | 0 | 45 000 | |
| Private placement 28 February 2017 | 75 000 | 225 000 | 0 | 0 | 300 000 | |
| Private placement 7 March 2017 | 10 000 | 0 | 0 | 0 | 10 000 | |
| Private placement 31 March 2017 | 7 592 | 22 776 | 0 | 0 | 30 368 | |
| Issuance of shares 22 May 2017 | 24 038 | 56 731 | 0 | 0 | 80 769 | |
| Transactions costs (after tax) and reclassifications | 0 | -13 733 | -3 935 | 3 935 | -13 733 | |
| Option plan payment and other | 0 | 0 | 0 | 64 | 64 | |
| Equity as of 30.06.2017 | 163 947 | 508 843 | 0 | -231 418 | 441 373 | |
| Total comprehensive income H2 2017 | 0 | 0 | 0 | -26 314 | -26 314 | |
| Option plan payment and other | 0 | 0 | 0 | 79 | 79 | |
| Equity as of 31.12.2017 | 163 947 | 508 843 | 0 | -257 653 | 415 138 | |
| Total comprehensive income H1 2018 | 0 | 0 | 0 | -48 333 | -48 333 | |
| Private placement 9 May 2018 | 2 | 93 750 | 78 750 | 0 | 0 | 172 500 |
| Issuance of shares 14 June 2018 | 2 | 203 125 | 316 875 | 0 | 0 | 520 000 |
| Transactions costs (after tax) | 2 | 0 | -12 063 | 0 | 0 | -12 063 |
| Warrents related to VLCC shipbuilding contracts | 6 | 0 | 0 | 10 000 | 0 | 10 000 |
| Distribution of Dwellop | 7 | 0 | -115 000 | 0 | 0 | -115 000 |
| Option plan payment and other | 0 | -295 986 | -10 000 | 305 986 | 0 | |
| Equity as of 30.06.2018 | 460 822 | 481 420 | 0 | 0 | 942 242 |
These condensed interim financial statements of Hunter Group where authorized for issue by the Board of Directors on 22 August 2018.
The interim condensed consolidated financial statements for the three and six months ending 30 June 31 2018 have been prepared in accordance with IAS 34 Interim Financial Reporting. The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group's annual consolidated financial statements as at 31 December 2017.
The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group's annual consolidated financial statements for the year ended 31 December 2017, except for the adoption of IFRS 9 Financial Instruments effective as of 1 January 2018. The adoption of this standard has not had any transition effect recognized in equity. The nature and effect of the changes are further disclosed below.
IFRS 9 Financial Instruments replaces IAS 39 Financial Instruments. IFRS 9 covers all three aspects of the accounting for financial instruments: classification and measurement; impairment; and hedge accounting. The implementation of IFRS 9 has not had any effect on the financial statements. Derivatives are measured at fair value through profit and loss both under IAS 39 and IFRS 9. Hedge accounting is not applied. Other financial assets and liabilities are measured at amortized cost both under IAS 39 and IFRS 9. IFRS 9 replaces the old incurred loss model for impairment, with an expected loss model. The effect of the new impairment rules, are immaterial.
Financial instruments are initially recognized at fair value, and subsequently measured at fair value through profit or loss (FVPL), amortized cost, or fair value through other comprehensive income (FVOCI).
The classification and measurement of the Group's different financial instruments are described below.
Trade receivables are measured at amortized cost as the business model are to held the asset to collect the contractual cashflow which solely represent payment of principal and interest.
The Group applies the simplified approach for recognizing provision for loss or receivables. The provision is calculated based on lifetime expected credit losses based on the Group's historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.
Losses arising from impairment are recognized in the statement of profit and loss in Other operating expenses.
Trade and other payables
Trade and other payables are measured at amortized cost.
On 16 January 2017, the private placement consisting of 360,000,000 new ordinary shares for gross proceeds of NOK 45 million with a subscription price of NOK 0.125 was registered in The Register of Business Enterprises.
On 28 February 2017, the private placement consisting of 600,000,000 new ordinary shares for gross proceeds of NOK 300 million with a subscription price of NOK 0.50 was registered in The Register of Business Enterprises.
On 7 March 2017, the private placement consisting of 80,000,000 new ordinary shares for gross proceeds of NOK 10 million with a subscription price of NOK 0.125 was registered in The Register of Business Enterprises.
On 31 March 2017, the private placement consisting of 60,735,150 new ordinary shares for gross proceeds of NOK 30.4 million with a subscription price of NOK 0.50 was registered in The Register of Business Enterprises.
On 19 May 2017, HUNT has issued 192,307,692 new ordinary shares at fair value of 0.42 per share totaling NOK 140.8 million as part of the consideration for the purchase of shares in Dwellop AS. The share issue was registered on 22 May 2017 in The Register of Business Enterprises.
On 6 December 2017, the Hunter Group carried out a reverse share split, where the shares are merged from 1,311,580,130 shares to 131,158,013 shares. The nominal value of the shares is changed from NOK 0.125 to NOK 1.25 so the company's share capital is divided into 131,158,013 shares, each with a nominal value of NOK 1.25.
On 9 May 2018, the private placement consisting of 75,000,000 new ordinary shares for gross proceeds of NOK 172.5 million with a subscription price of NOK 2.30 was registered in The Register of Business Enterprises.
On 18 May 2018, issuance of subscription rights to all shareholders in the Company as of 16 May, who were not allocated Offer shares in the Private Placement (NOK 520M) and who are not resident in a jurisdiction where such offering would be unlawful or require a prospectus filing or similar. Subscription price NOK 3.2.
On 30 May 2018, distribution of all the Company's 206,158,013 shares in Dwellop AS as a PIK dividend to all shareholders on record per 18 May 2018.
On 14 June 2018, HUNT has issued 162,500,000 new ordinary shares for gross proceeds of NOK 520.0 million with a subscription price of NOK 3.20, and registered it in The Register of Business Enterprises.
The operating segments were first established in May 2017 when the Company acquired Dwellop AS. In Q2 2018 the Dwellop-segment was discontinued, ref. note 7. It was also decided in 2Q 2018 to organize the development of the VLCC construction contracts and options in a new segment; Hunter Tankers. Hunter Tankers will also organize the future chartering of the vessels.
For management purposes the group is organized into business units based on its products and services and has three reportable segments, as follows:
The Executive Management Committee monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the consolidated financial statements.
| Adjustments | |||||
|---|---|---|---|---|---|
| (Unaudited figures in NOK 1 000) | Hunter | and | |||
| Six months ended 30 June 2018 | Hunter Group | Tankers | Indicator | eliminations Consolidated | |
| Type of goods or services | |||||
| Other revenues | 0 | 0 | 0 | 0 | 0 |
| Total revenues | 0 | 0 | 0 | 0 | 0 |
| Geographical marked | |||||
| Norway | 0 | 0 | 0 | 0 | 0 |
| Other countries | 0 | 0 | 0 | 0 | 0 |
| Total revenues | 0 | 0 | 0 | 0 | 0 |
| Timing of revenue recognition | |||||
| Goods transferred at a point in time | 0 | 0 | 0 | 0 | 0 |
| Services transferred over time | 0 | 0 | 0 | 0 | 0 |
| Total revenues | 0 | 0 | 0 | 0 | 0 |
| Income / (expenses) | |||||
| Depreciation and amortization | 0 | 0 | 0 | 0 | 0 |
| Net impairment charges | 0 | 0 | 0 | 0 | 0 |
| Segment profit (loss) | -15 657 | 4 348 | -113 | -38 160 | -49 583 |
| Total assets | 943 801 | 529 420 | -137 | -524 882 | 948 203 |
| Additions in property, plant, equipment & machineries | 3 8 |
0 | 0 | 0 | 3 8 |
| Total liabilities | 1 789 | 515 032 | 260 | 0 | 7 360 |
| Adjustments | |||||||
|---|---|---|---|---|---|---|---|
| (Unaudited figures in NOK 1 000) | Hunter | and | |||||
| Twelve months ended 31 December 2017 | Hunter Group | Tankers | Indicator | Dwellop | eliminations Consolidated | ||
| Type of goods or services | |||||||
| Other revenues | 0 | 0 | 9 1 |
0 | 0 | 9 1 |
|
| Total revenues | 0 | 0 | 9 1 |
0 | 0 | 9 1 |
|
| Geographical marked | |||||||
| Norway | 0 | 0 | 9 1 |
0 | 0 | 9 1 |
|
| Other countries | 0 | 0 | 0 | 0 | 0 | 0 | |
| Total revenues | 0 | 0 | 9 1 |
0 | 0 | 9 1 |
|
| Timing of revenue recognition | |||||||
| Goods transferred at a point in time | 0 | 0 | 9 1 |
0 | 0 | 9 1 |
|
| Services transferred over time | 0 | 0 | 0 | 0 | 0 | 0 | |
| Total revenues | 0 | 0 | 9 1 |
0 | 0 | 9 1 |
|
| Income / (expenses) | |||||||
| Depreciation and amortization | 7 | 0 | 1 5 |
0 | 0 | 2 2 |
|
| Net impairment charges* | 0 | 0 | 69 374 | 0 | 0 | 69 374 | |
| Segment profit (loss) | -20 245 | 0 | -70 435 | 0 | -5 648 | -96 328 | |
| Total assets | 423 228 | 0 | 803 | 87 060 | -62 043 | 449 049 | |
| Additions in property, plant, equipment & machineries | 0 | 0 | 0 | -3 662 | 1 5 |
-3 647 | |
| Total liabilities | 2 066 | 0 | 1 088 | 50 065 | -19 306 | 33 912 |
* Net impairment charges of NOK 69.4 relates to the Indicator-segment, which existed prior to the company was formally established in September 2017.
Inter-segment revenues are eliminated upon consolidation and reflected in the 'adjustments and eliminations' column.
The following table provides the total amount of transactions with related parties controlled by the members of the executive management of Hunter Group for the first six months of 2018. All related party transactions have been entered into on an arm's length basis.
| Transactions with related parties | 30.06.2018 | 31.12.2107 |
|---|---|---|
| Purchased services in NOK 1 000 | 2 474 | 4 869 |
Middelborg AS, has invoiced the Company NOK 3 509 994 for 2017, mainly for interim CEO services from February to December. For the first six months of 2018, Middelborg AS has invoiced the Company NOK 1 933 591. Mainly related to services from Mr. Vegard Urnes, Investment Manager of Middelborg AS, and former CEO of Hunter Group. ASA.
In May 2017, the Company entered into a consultancy agreement with Gudbrandsneset AS. Gudbrandsneset is owned by the Company's SVP Business Development (hired on 60% basis) and chairman in Dwellop Mr. Eirik Bergsvik. NOK 540 000 were invoiced the Company for the first six months of 2018. Mr. Bergsvik no longer has any role in Hunter Group ASA.
On 26 April 2018 Hunter Group entered into a definitive VLCC contract transfer agreement with Apollo Asset Ltd. Apollo Asset Ltd. Is 100% owned by Mr. Arne Fredly, Board member and largest shareholder of Hunter Group ASA.
For a specification of temporary differences as per 31 December 2017, please see the annual report of 2017 for Hunter Group ASA. As per 30 June 2018 net temporary differences for the Group is estimated to approximately NOK -366m. Calculated net deferred tax asset (23%) of approximately NOK 84m has not been recognized in the Consolidated Financial Statements as per 30 June 2018.
The Company has entered into four shipbuilding contracts and four corresponding supplemental agreements for the construction and delivery of four 300,000 DWT ECO Design Crude Oil Tankers, having Builder's hull Nos. 5455, 5456, 5457 and 5460, and one option agreement dated 27 February 2018 for the construction and delivery of three optional vessels with identical specifications.
The Company received satisfactory refund guarantees for the first three VLCCS (Hull nr. 5455, Hull nr. 5456 and Hull nr. 5457) to be constructed at Daewoo Shipbuilding Marine Engineering Co., Ltd and has on 30 April made the first instalment for each contract, totaling USD 25.56m at USDNOK 8.0 (NOK 272.9m), to the Shipyard. On 14 May the Company received the refund guarantee for hull nr. 5460 and subsequently the first installment of USD 8,55m was made to the yard.
The board decided on 11 May 2018 to exercise the options for construction three additional vessels. Each of the option vessels have a price of USD 82.8m, plus USD 2.7m for scrubber. First instalment, totaling USD 25,65m is expected to be paid by mid September 2018. Estimated delivery times are 31 May 2020, 30 June 2020 and 31 August 2020.
(unaudited figures in NOK 1 000)
On 9 May 2018 it was decided in the general assembly to distribute 100 % of the shares in Dwellop AS to the Company's shareholders. Dwellop AS was acquired 2 May 2017 and consolidated into Hunter Group ASA's group accounts from this date. A valuation of Dwellop was performed by Hunter Group ASA in connection with the change of the share ownership in the company, valuing Dwellop to NOK 115 million (including equity injections in 2Q of NOK 28.8 million). The formal distribution of the shares was 30 May 2018.
The table below sets out the unaudited income statements, the statements of financial position and the cash flow statements for the part related to Dwellop (discontinued operations) for the periods presented.
| Quarters | Year to date | Year | ||||
|---|---|---|---|---|---|---|
| Results related to Dwellop | 09.05.2018 | 30.06.2017 | 09.05.2018 | 30.06.2017 | 31.12.2017 | |
| Revenues | 7 954 | 23 045 | 13 744 | 23 045 | 43 797 | |
| Total operating expenses | 7 119 | 25 541 | 47 560 | 25 541 | 61 729 | |
| Operating profit (loss) | 835 | -2 496 | -33 816 | -2 496 | -17 932 | |
| Net financial income (loss) | -858 | -55 | -741 | -55 | -1 235 | |
| Profit (loss) before taxes | -22 | -2 551 | -34 557 | -2 551 | -19 167 | |
| Tax on ordinary result | 0 | -17 796 | 0 | -17 796 | -17 856 | |
| Profit (loss) | -22 | 15 245 | -34 557 | 15 245 | -1 311 | |
| Earnings per share | 0,00 | 0,02 | -0,18 | 0,02 | 0,00 | |
| Earnings per share diluted | 0,00 | 0,02 | -0,18 | 0,02 | 0,00 | |
| Year to date | Year |
| Cash flow related to Dwellop | 09.05.2018 | 30.06.2017 | 31.12.2017 | |
|---|---|---|---|---|
| Net cash (to)/from operating activities | -290 | -8 258 | -23 226 | |
| Net cash (to)/from investing activities | 0 | -124 | -3 771 | |
| Net cash (to)/from financing activities | -6 105 | 8 506 | 4 275 | |
| Net cash flow for the quarters/year | -6 395 | 125 | -22 722 |
| Statement of financial position related to Dwellop | 09.05.2018 | 31.03.2018 | 30.06.2017 | 31.12.2017 |
|---|---|---|---|---|
| Total intangible assets | 69 321 | 67 129 | 100 991 | 95 396 |
| Total tangible assets | 26 299 | 26 696 | 27 191 | 27 884 |
| Total inventories and current receivables | 44 446 | 50 233 | 53 994 | 46 442 |
| Cash and cash equivalents | -753 | 728 | 124 | 574 |
| TOTAL ASSETS | 139 313 | 144 786 | 182 300 | 170 296 |
| Total equity | 115 000 | 105 001 | 156 013 | 139 537 |
| Total non-current liabilities | 0 | 0 | 13 500 | 11 700 |
| Total current liabilities | 24 313 | 39 785 | 12 787 | 19 059 |
| TOTAL EQUITY AND LIABILITIES | 139 313 | 144 786 | 182 300 | 170 296 |
Of the NOK 666.6m in cash and cash equivalents as per 30 June 2018, where NOK 420m are in NOK and NOK 247m are in USD. (Exchanged at USDNOK rate 8.00.)
(unaudited figures in NOK 1 000)
| Quarters | Year to date | Year | ||||
|---|---|---|---|---|---|---|
| Other operating expenses | Q2 2018 | Q2 2017 | 30.06.2018 | 30.06.2017 | 31.12.2017 | |
| Office rent | 142 | 131 | 306 | 235 | 649 | |
| IT and office-related expenses | 275 | 209 | 519 | 441 | 696 | |
| Audit, audit-related services and accounting fees | 1 535 | 1 124 | 3 984 | 1 219 | 1 962 | |
| Various legal fees | 2 103 | 5 157 | 8 520 | 6 702 | 11 976 | |
| Insurance, car, travel and other expenses | 277 | 635 | 471 | 1 027 | 2 378 | |
| Totalt | 4 333 | 7 256 | 13 801 | 9 624 | 17 660 |
Included in various fees per 30.06.2018 are one-off costs related to the negotiations with IKM for possible acquisition NOK 7.3m, whereof the remaining costs mainly relates to the Dwellop-exit and the acquisition of the VLCC construction contracts.
On 19 July 2018 a subsequent offering of up to NOK 52,000,000 was resolved by issuance of up to 16,250,000 new shares (the "Offer Shares"), each with a par value of NOK 1.25, at a subscription price of NOK 3.20 per share (the "Subsequent Offering"). The share capital increase pertaining to the Offer Shares has been registered with the Norwegian Register of Business Enterprises. The Company's new registered share capital is NOK 481,135,016.29, consisting of 384,908,013 shares with a par value of NOK 1.25 per share.
Hunter Group ASA Org. nr. 985 955 107
Address: Munkedamsveien 45, 0250 OSLO E-mail: Erik A. S. Frydendal, CEO/CFO, e[email protected]
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