Quarterly Report • Aug 18, 2017
Quarterly Report
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| FULL YEAR | |||
|---|---|---|---|
| USD '000 | 1H 2017 unaudited |
1H 2016 unaudited |
2016 Audited |
| Key financials (incl discontinued operations) | |||
| Gross operating revenues | 28 046 | 56 479 | 89 570 |
| EBITDA | 6 965 | 35 578 | 47 126 |
| Profit/(loss) before tax (incl. minority interests) | (8 383) | (21 780) | (51 109) |
| Profit/(loss) before tax (excl. minority interests) | (6 826) | (17 416) | (42 325) |
| Total assets | 411 232 | 518 934 | 432 999 |
| Equity (incl. minority) | 213 153 | 239 915 | 219 997 |
| Equity ratio | 52 % | 46 % | 51 % |
| Cash and bank deposits | 67 189 | 181 414 | 102 981 |
Klaveness Ship Holding AS ("KSH") was established 31 May 2005 and is fully owned by Rederiaksjeselskapet Torvald Klaveness. Klaveness Ship Holding AS is located in Oslo, Norway, and is the holding company of the ship owning activities in Torvald Klaveness. The consolidated interim financial statements of KSH as of 30.06.2017 comprises of KSH and its subsidiaries.
Health, safety and environment are priority number one in Klaveness and to the Board's satisfaction there were no major incidents in the first half of 2017.
The markets where Klaveness Ship Holding AS and subsidiaries (the Group) operate continued to be challenging in 2017. Compared to the first half of 2016, earnings from the combination carriers have been weak for the first half of 2017 mainly due to a weak tanker market and lower transported caustic volumes. Earnings are expected to improve during the second half of 2017 mainly due to a larger number of caustic cargoes and an improved dry bulk market. The container segment faced a stronger charter market during the first months of 2017, before charter rates fell in June. The container market is still suffering from over-supply. During 1H 2017 the container fleet experienced few idle days, and rates above the general market was achieved due to the vessels' fuel efficiency.
The Group achieved an EBITDA of USD 7.0 million in 1H 2017 (1H 2016: USD 35.6 million, of which USD 10.1 million contributed by continued operations). The decrease from last year can be explained by lower earnings from the combination carrier fleet. The Group made a loss before tax (EBT) of USD 8.4 million in 1H 2017 (1H 2016: loss 21.8 million). Cash flow from operations was USD 9.4 million for the first half of 2017 (1H 2016: USD 10.6 million). The balance sheet remains solid with a book equity including minority interest of USD 213.2 million at 30 June 2017 corresponding to an equity ratio of 52 per cent. High solidity and good liquidity was maintained in first half of 2017. The selfunloader and bulk segment is presented as discontinued operations with effect on comparative figures in the consolidated income statement.
Klaveness took delivery of the combination carrier, MV Ballard, in May 2017. EGD Shipholding AS holds a 50 per cent share in the vessel owning company, Ballard Shipping AS. The newbuilding program now consists of three combination carriers with expected delivery in 2018 and 2019.
In connection with the new bond issue (KSH03), the Group repaid the bond KSH 01 of NOK 184 million in January 2017. USD 15.0 million of the revolving credit facility for the container vessels was repaid in February 2017. Available capacity on the revolving credit facility is per 30 June 2017 USD 81 million. The loan facility for MV Bantry was refinanced in March 2017.
The interim condensed financial statements of the Group have been prepared in accordance with International Financial Reporting Standards ("IFRS") as endorsed by the European Union and are based on IAS 34 Interim Financial Reporting.
The interim condensed financial statements of the Group are based on the same accounting principles as the consolidated financial statements of the Group for the year ended 31 December 2016.
The Group reported total operating revenue from continuing operations of USD 28.0 million in the first half of 2017, compared to USD 28.7 million in 1H 2016. Earnings from the combination carriers weakened, mainly due to a weak tanker market and lower number of transported caustic cargoes. Earnings from the container segment increased due to less idle days. Operating costs for the first half of 2017 amounted to USD 19.5 million (up from USD 16.8 million in first half of 2016), due to delivery of new combination carriers.
EBITDA from continuing operations was USD 7.1 million in 1H 2017 (1H 2016: USD 10.1 million). Net result from financial items is in total negative by USD 4.8 million in 1H 2017, reduced from negative USD 9.3 in 1H 2016 due to reduction and refinancing of the debt in late 2016 and positive mark-to-market effects from financial instruments in the first half of 2017.
Net profit after tax including discontinued operations was negative by USD 8.4 million in 1H 2017 (1H16: negative USD 21.0 million), whereof negative USD 1.6 million (1H16: negative 4.4 million) was minority interests related to external investors in some of the combination and container companies.
Total assets decreased by USD 21.8 million in the first half of 2017 from USD 433.0 million to USD 411.2 million. Main impacts come from repayment and refinancing of debt partly offset by cash increase from minority investors upon delivery of Ballard.
At 30 June 2017, the consolidated equity including minority interests was USD 213.2 million (31.12.16: USD 220.0 million), corresponding to a book equity ratio of 52 per cent. Book equity excluding minority interests was USD 191.6 million. Due to repayment of bond loan, repayment on container RCF and refinancing of the Bantry loan, interest-bearing debt has been reduced from USD 185.0 at year end 2016 to USD 170.2 million at 30 June 2017.
Cash and bank deposits were USD 67.2 million at 30 June 2017. During first half of 2017, Klaveness had a positive cash flow from operating activities of USD 9.4 million (USD 10.6 million). Net cash flow from investments amounts to negative USD 26.8 million (USD 153.5 million), consisting of USD 25.4 million in payments for vessels under construction and USD 1.3 million in dry dock payments. Net cash flow from financing activities of negative USD 18.4 million (negative USD 65.3 million) is mainly net inflows of USD 5.8 million from new debt related to Ballard and refinancing of Bantry and repayment of the KSH01 bond loan of USD 21.1 million.
The accounts are reported under the assumption of a going concern. The Board considers the financial position of the Group at 30 June 2017 to be solid and the liquidity to be good. Bank financing is secured for all vessels, including the three newbuildings. The Group's current cash flow, existing and committed debt and liquidity position is considered sufficient to cover all approved investments.
There have been no major transactions or events subsequent to the closing date that would have a material impact on the evaluation of the financial position of Klaveness Ship Holding AS.
Combination carriers: The cabu vessels are combination carriers transporting both dry cargo and caustic soda in the Far East, the Middle East, Australia, Brazil and North America. At the end of June the cabu pool consisted of nine cabu vessels after taking delivery of three cabu newbuildings from Zhejiang OuHua Shipbuilding Co. Ltd. during the last four months of 2016 and in May 2017.
External investors hold 50 per cent share of ownership in four vessels and 19 per cent in one vessel.
The Group has three combination carrier newbuildings on order at Jiangsu New Yangzi Shipbuilding Co., Ltd in China with delivery scheduled in 2018 and early 2019.
Container: The Groups owns and operates a fleet of eight geared container vessels in the feeder segment (1,700 TEU - 3,100 TEU). All vessels are chartered out to liner operators on shorter time charter contracts of up to one year. An increase in charter rates have been seen during the first half of 2017 and the six modern "Eco-Flex" vessels of 2,536 TEU continued to obtain fuel efficiency premiums. The market is still suffering from over-supply.
The company's business is exposed to risks in many areas. The Board pays high attention to risk analysis and mitigating actions.
Market risks in the shipping markets relate primarily to changes in the freight rates, fuel prices, vessel values and counterparty credit risk. These risks are monitored and managed.
The Group's revenue and costs are denominated primarily in US Dollar (USD) which is the functional currency of most entities in the Group. No direct currency hedge has been made towards the small portion of costs incurred in foreign currencies. Fluctuations in USD against NOK may affect the company's tax payable, which will be calculated and paid in NOK. This effect is considered to be limited. To reduce currency and interest rate risk, the company has entered into interest rate swaps converting floating interest payments to fixed rate and the bonds issued in NOK are partly secured with cross currency interest rate swaps, reducing the currency and interest exposure.
The Group is exposed to commercial risks, particularly on customer acceptance of the combination carriers. Klaveness has made extensive efforts to secure vetting acceptance of existing vessels and work closely with customers to document that the new vessel concepts meet all their requirements. There is risk associated with increased competition and dependency on a limited number of key customers, which is mitigated with strong operational performance and continuous development of rendered services.
Operational risks in the shipping activities are managed through quality assurance and control processes and training of seafarers. Quarterly risk reviews ensure that risks are identified, analysed and managed, and that riskmitigating actions are executed. The organisation is continuously working to learn from incidents and accidents by developing procedures and training accordingly.
Changes in the political, legislative, fiscal and/or regulatory framework governing the activities of the company could have material impact on the business. Procedures to comply with all applicable environmental regulation, sanctions legislation and due diligence checks of counterparties are carried out to lower this exposure.
Operational risks are mainly related to the operation of vessels. The Group's vessels are on technical management to Klaveness Ship Management AS (affiliated company) which ensures compliance with IMO, flag and port state regulations. Quality and safety audits are performed regularly and the crew and officers onboard are trained to ensure that regulatory requirements are met. The vessels sail in waters exposed to piracy. All vessels sailing through exposed areas take precautionary steps to mitigate the threat of such attacks. Operational risks are also covered by insurance where relevant to cover loss of assets, revenues and contract commitments. The vessels are insured for loss of hire, protection and indemnity (P&I) and total loss (hull and machinery). The latter is aligned with vessel values and loan agreement covenants. The financial impact of a total loss of a vessel will not be material for the Group.
At the end of June 2017, the company had three newbuildings on order. Klaveness has dedicated on-site personnel who supervise the building processes. There is performance risk associated with the newbuildings. Tier one Chinese banks provide refund guarantees.
There were no major unforeseen events of a financial nature during first half of 2017. The liquidity risk of the company is considered to be acceptable. Financing is in place for all newbuildings. Current cash, available undrawn credit and projected operating cash flow are considered sufficient to cover the company's commitments.
| Year ended 31 | ||||
|---|---|---|---|---|
| December | ||||
| Unaudited | Unaudited | Audited | ||
| USD '000 | Note | 1H 2017 | 1H 2016* | 2016 |
| Continuing operations | ||||
| Operating revenue, vessels | Note 2 | 28 046 | 28 681 | 60 146 |
| Total operating revenue | 28 046 | 28 681 | 60 146 | |
| Operating expenses, vessels | (19 464) | (16 787) | (35 616) | |
| Group administrative services | Note 8 | (1 330) | (2 245) | (3 668) |
| Tonnage tax | Note 9 | (80) | (73) | (138) |
| Other operating and administrative expenses | (94) | 527 | (290) | |
| EBITDA | 7 079 | 10 103 | 20 434 | |
| Ordinary depreciation | Note 4 | (10 571) | (10 240) | (20 178) |
| Impairment loss (-) / reversal | Note 4, 5 | - | (36 593) | (60 050) |
| EBIT | (3 492) | (36 729) | (59 794) | |
| Finance income | 1 416 | 217 | 980 | |
| Finance costs | (6 189) | (9 503) | (17 147) | |
| Profit before tax from continuing operations | (8 265) | (46 016) | (75 961) | |
| Income tax expenses | Note 9 | - | 784 | 1 213 |
| Profit after tax from continuing operations | (8 265) | (45 231) | (74 748) | |
| Discontinued operations | ||||
| Profit/(loss) after tax for the year from discontinued operations | Note 3 | (119) | 24 236 | 24 852 |
| Profit for the year | (8 383) | (20 995) | (49 896) | |
| Attributable to: | ||||
| Equity holders of the parent company | (6 826) | (16 632) | (41 112) | |
| Non-controlling interests | (1 557) | (4 363) | (8 783) | |
| Total | (8 383) | (20 995) | (49 896) |
*1H 2016 is adjusted to include dry bulk as discontinued operation (see note 3).
| Unaudited | Unaudited | Audited | ||
|---|---|---|---|---|
| USD '000 | Note | 1H 2017 | 1H 2016 | 2016 |
| Profit/ (loss) of the period | (8 383) | (20 995) | (49 896) | |
| Other comprehensive income to be reclassified to profit or loss Net movement fair value on interest rate swaps |
(298) | (326) | 8 | |
| Net movement fair value on cross-currency interest rate swap Reclassification to profit and loss |
- - |
2 609 (2 210) |
3 827 1 412 |
|
| Income tax effect | - | (18) | (1 320) | |
| Net other comprehensive income to be reclassified to profit or loss | (298) | 55 | 3 926 | |
| Other comprehensive income not to be reclassified to profit or loss Net other comprehensive income not to be reclassified to profit or loss |
- - |
- - |
- - |
|
| Other comprehensive income/(loss) for the period, net of tax | (298) | 55 | 3 926 | |
| Total comprehensive income/(loss) for the period, net of tax | (8 681) | (20 941) | (45 969) | |
| Attributable to: | ||||
| Equity holders of the parent company | (7 124) | (16 577) | (37 186) | |
| Non-controlling interests | (1 557) | (4 363) | (8 783) | |
| Total | (8 681) | (20 941) | (45 969) |
| As at 31 | |||||
|---|---|---|---|---|---|
| As at 30 June | |||||
| Unaudited | Unaudited | December Audited |
|||
| USD '000 | Note | 1H 2017 | 1H 2016 | 2016 | |
| ASSETS | |||||
| Non-current assets | |||||
| Deferred tax asset | Note 9 | 7 510 | 7 930 | 7 510 | |
| Vessels | Note 4 | 301 432 | 248 492 | 274 954 | |
| Newbuilding contracts | Note 5 | 21 717 | 61 118 | 31 995 | |
| Financial assets | 740 | - | 1 052 | ||
| Total non-current assets | 331 399 | 317 539 | 315 511 | ||
| Current assets | |||||
| Inventories | 1 588 | 1 300 | 1 473 | ||
| Accounts receivable | 362 | 496 | 462 | ||
| Receivables from related parties | 5 385 | 7 430 | 6 814 | ||
| Prepaid expenses | 2 227 | 1 782 | 1 750 | ||
| Other short-term receivables | 3 080 | 8 972 | 4 007 | ||
| Cash and cash equivalents | 67 189 | 181 414 | 102 981 | ||
| Total current assets | 79 833 | 201 394 | 117 488 | ||
| TOTAL ASSETS | 411 232 | 518 934 | 432 999 |
| As at 31 | ||||
|---|---|---|---|---|
| As at 30 June | December | |||
| Unaudited | Unaudited | Audited | ||
| USD '000 | Note | 1H 2017 | 1H 2016 | 2016 |
| EQUITY AND LIABILITIES | ||||
| Equity | ||||
| Share capital | 1 817 | 1 817 | 1 817 | |
| Share premium | 6 568 | 6 568 | 6 568 | |
| Other reserves | - | -3 836 | 35 | |
| Retained earnings | 183 235 | 223 345 | 194 233 | |
| Equity attributable to equity holders of the parent | 191 621 | 227 894 | 202 653 | |
| Non-controlling interests | 21 533 | 12 021 | 17 344 | |
| Total equity | 213 153 | 239 915 | 219 997 | |
| Non-current liabilities | ||||
| Mortgage debt | Note 6 | 113 703 | 137 411 | 109 758 |
| Bond loans | Note 7 | 34 981 | 68 824 | 34 141 |
| Financial liabilities | 19 066 | 36 870 | 20 217 | |
| Total non-current liabilities | 167 749 | 243 105 | 164 116 | |
| Current liabilities | ||||
| Short-term mortgage debt | Note 6 | 21 549 | 27 532 | 41 100 |
| Accounts payable | 1 064 | 1 457 | 874 | |
| Current debt to related parties | 728 | 747 | 1 577 | |
| Tax payable | Note 9 | - | 1 230 | - |
| Tonnage tax payable | 219 | 253 | 139 | |
| Other current liabilities | 6 771 | 4 694 | 5 196 | |
| Total current liabilities | 30 329 | 35 913 | 48 886 | |
| TOTAL EQUITY AND LIABILITIES | 411 232 | 518 934 | 432 999 |
Oslo, 30 June 2017 Oslo, 18 August 2017
Lasse Kristoffersen Chairman of the Board
Bent Martini Board member
Board member Liv Hege Dyrnes Managing Director Morten Skedsmo
| Attributable to equity holders of the parent | ||||||||
|---|---|---|---|---|---|---|---|---|
| Share capital |
Share premium |
Other paid in capital |
Hedging reserve |
Retained earnings |
Total | Non-controlling interests |
Total equity | |
| Equity at 31 December 2015 | 1 817 | 16 861 | 5 585 | (3 891) | 239 976 | 260 347 | 19 491 | 279 838 |
| Profit (loss) for the period Other comprehensive income for the period |
55 | (16 632) | (16 632) 55 |
(4 363) | (20 995) 55 |
|||
| Total comprehensive income for the period | 55 | (16 632) | (16 577) | (4 363) | (20 941) | |||
| Payments to non-controlling interests Group contribution with tax effect Group contribution without tax effect |
(10 293) | (5 585) | 0 0 |
- (15 878) |
(3 107) 0 - - |
(3 107) 0 (15 878) |
||
| Equity at 30 June 2016 | 1 817 | 6 568 | (0) | (3 836) | 223 344 | 227 891 | 12 021 | 239 912 |
| Profit (loss) for the period Other comprehensive income for the period |
3 871 | (24 480) | (24 480) 3 871 |
(4 420) | (28 900) 3 871 |
|||
| Total comprehensive income for the period | 3 871 | (24 480) | (20 609) | (4 420) | (25 029) | |||
| Payments to non-controlling interests Group contribution with tax effect Group contribution without tax effect Capital increase in non-controlling interests Dividend payment |
0 | - 371 - (5 000) |
- 371 - (5 000) |
(1 742) - - 11 485 - |
(1 742) 371 - 11 485 (5 000) |
|||
| Equity at 31 December 2016 | 1 817 | 6 568 | 0 | 35 | 194 234 | 202 653 | 17 344 | 219 997 |
| Profit (loss) for the period Other comprehensive income for the period |
(298) | (6 826) | (6 826) (298) |
(1 557) | (8 383) (298) |
|||
| Total comprehensive income for the period | (298) | (6 826) | (7 124) | (1 557) | (8 681) | |||
| Capital increase in non-controlling interests Payments to non-controlling interests Group contribution Dividend payment |
(3 962) | 0 - (3 962) - |
6 500 (702) - |
6 500 (702) (3 962) - |
||||
| Equity at 30 June 2017 | 1 817 | 6 568 | - | (263) | 183 446 | 191 567 | 21 585 | 213 153 |
The reserve contains total net changes in the fair value of financial instruments recognized to fair value with changes through OCI.
| Unaudited | Unaudited | Audited | ||
|---|---|---|---|---|
| USD '000 | Note | 1H 2017 | 1H 2016 | 2016 |
| Profit before tax from continuing operations | (8 265) | (46 016) | (75 961) | |
| Profit before tax from discontinuing operations | (119) | 24 236 | 24 852 | |
| Profit before tax | (8 383) | (21 780) | (51 109) | |
| Tonnage tax expensed | 80 | 73 | 151 | |
| Net gain/loss fixed assets | Note 3 | - | (26 297) | (26 313) |
| Ordinary depreciation | Note 4 | 10 571 | 10 634 | 20 573 |
| Impairment loss/ reversal | Note 4 | - | 37 344 | 61 201 |
| Amortization of upfront fees bank loans | 305 | 411 | 1 421 | |
| Financial derivatives unrealised loss / gain (-) | (1 136) | 3 397 | 2 855 | |
| Refinancing cost | - | - | 1 618 | |
| Reversal provision | - | - | (500) | |
| Gain /loss on foreign exchange | 771 | 279 | 31 | |
| Interest income | (279) | (496) | (948) | |
| Interest expenses | 4 674 | 5 682 | 11 501 | |
| Taxes paid for the period | - | (409) | (1 459) | |
| Change in receivables | 2 456 | 5 186 | 8 618 | |
| Change in current liabilities | 915 | (4 277) | (3 477) | |
| Change in other working capital | (870) | 336 | (75) | |
| Interest received | 279 | 496 | 948 | |
| A: Net cash flow from operating activities | 9 380 | 10 579 | 25 036 | |
| Acquisition of tangible assets | Note 4 | (1 349) | (1 579) | (2 637) |
| Installments and cost on newbuilding contracts | Note 5 | (25 424) | (34 967) | (84 239) |
| Payment received disposal of vessels | Note 3 | - | 190 000 | 211 021 |
| B: Net cash flow from investment activities | (26 772) | 153 454 | 124 145 | |
| Proceeds from mortgage debt | 36 890 | 12 838 | 94 323 | |
| Proceeds from bond loan | - | - | 35 273 | |
| Transaction costs on issuance of loans | (372) | - | (1 542) | |
| Repayment of mortgage debt | (31 008) | (53 507) | (169 735) | |
| Repayment of bond loan | (21 099) | - | (48 299) | |
| Terminated financial instruments | - | - | (12 708) | |
| Interest paid | (4 674) | (5 682) | (11 501) | |
| Cash proceeds from issuing of shares non-controlling interests | 6 500 | - | 11 485 | |
| Group contribution/dividend | (3 962) | (15 878) | (20 507) | |
| Dividends to non-controlling interests | (702) | (3 107) | (4 849) | |
| C: Net cash flow from financing activities | (18 427) | (65 336) | (128 060) | |
| Net change in liquidity in the period (A + B + C) | (35 818) | 98 697 | 21 121 | |
| Net foreign exchange difference | 26 | 270 | (587) | |
| (35 792) | 98 967 | 20 534 | ||
| Cash and cash equivalents at beginning of period | 102 981 | 82 447 | 82 447 | |
| Cash and cash equivalents at end of period | 67 189 | 181 414 | 102 981 | |
| Net change in cash and cash equivalents in the period | (35 792) | 98 967 | 20 534 | |
| Undrawn facilities* | Note 6 | 159 434 | 73 000 | 175 900 |
* Includes undrawn part of a Revolving credit facility and committed but undrawn part of loans for the vessels under construction.
Klaveness Ship Holding AS ( "parent company"/KSH) is a private limited company domiciled and incorporated in Norway. The parent company has headquarter and is registered in Drammensveien 260, 0212 Oslo. Klaveness Ship Holding's consolidated interim financial statements for the first half of 2017 include the parent company and its subsidiaries (referred to collectively as the Group) and associated companies.
The interim condensed financial statements of the Group have been prepared in accordance with International Financial Reporting Standards ("IFRS") as endorsed by the European Union and are based on IAS 34 Interim Financial Reporting.
The interim condensed financial statements of the Group should be read in conjunction with the annual financial statements for the year ended 31 December 2016, which have been prepared in accordance with IFRS, as adopted by the European Union.
The accounting policies adopted in preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of Klaveness Ship Holding's annual consolidated financial statements of for the year ended 31 December 2016.
The operating segments are reported in a manner consistent with the internal financial reporting provided to the executive management (chief operating decision-maker).
The financial reporting is divided into the following operating segments:
All segments have worldwide activities. The Group operates in an open international market where the various geographical areas are connected. The fleet has the flexibility to operate in all markets and are employed in a comprehensive pattern inside and between the regions in order to optimize income. Consequently, the Group's operating shipping activities are not attributed to specific geographical markets.
Combination carriers are specialized vessels. Cabus are constructed to carry caustic soda and dry bulk. The Group owns nine cabu vessels which participate in a pool operated by Cabu Chartering AS (affiliated company). The Group has three combination carriers under construction at Jiangsu New Yangzi Shipbuilding Co., Ltd in China, scheduled for delivery in 2018/2019.
The container vessels are standard vessels which are operated on short term time-charter (TC) agreements.The Group owns eight container vessels.
In December 2016, the Group sold the only owned dry bulk vessel, MV Bavang (see note 3). The vessel was delivered from the yard in February 2016.
The Group's five selfunloader vessels were delivered to their new owners in January 2016.
The remaining of the Group's activities, eliminations and intra group transactions are shown in the "other/administration" column. The Group's administration costs and other shared costs have been allocated to segments. Transfer prices between operating segments are on arm's length basis in a manner similar to transactions with third parties.
Information regarding the Group's reportable segments is presented below. Interest income and interest expense have not been allocated to segments, as the financing is managed on a group basis.
| Combination | Container | Other/ | Total | |
|---|---|---|---|---|
| (USD'000) | carriers | vessels | admin | consolidated |
| Operating revenue, vessels | 17 652 | 10 395 | - | 28 046 |
| Total operating revenue | 17 652 | 10 395 | - | 28 046 |
| Operating expenses, vessels | (10 446) | (9 018) | - | (19 464) |
| Tonnage tax | (46) | (33) | - | (80) |
| Ordinary depreciation | (8 069) | (2 502) | - | (10 571) |
| Impairment | - | - | - | - |
| Other operating and adm expenses | (592) | (646) | (185) | (1 424) |
| Total operating expenses | (19 153) | (12 200) | (185) | (31 539) |
| Operating profit/EBIT | (1 501) | (1 806) | (185) | (3 492) |
| Combination | Container | Other/ | Total | |
|---|---|---|---|---|
| (USD '000) | carriers | vessels | admin | consolidated |
| ASSETS | ||||
| Vessels | 187 833 | 113 600 | 301 433 | |
| Newbuilding contracts | 21 717 | - | - | 21 717 |
| Other non-current assets | - | - | 8 250 | 8 250 |
| Total non-current assets | 209 550 | 113 600 | 8 250 | 331 398 |
| Cash | 63 520 | 1 864 | 1 805 | 67 189 |
| Current assets | 7 880 | 4 707 | 57 | 12 643 |
| Total current assets | 71 400 | 6 571 | 1 862 | 79 833 |
| TOTAL ASSETS | 280 950 | 120 171 | 10 111 | 411 232 |
| EQUITY AND LIABILITIES | 152 786 | 102 727 | (42 361) | 213 152 |
| Total equity | 152 786 | 102 727 | (42 361) | 213 152 |
| Interest bearing debt | 99 449 | 14 253 | - | 113 703 |
| Bond loans | - | - | 34 981 | 34 981 |
| Other non-current financial liabilities | 1 668 | 8 | 17 390 | 19 066 |
| Total non-current liabilities | 101 117 | 14 262 | 52 371 | 167 749 |
| Short-term interest bearing debt | 21 549 | - | - | 21 549 |
| Other current liabilities | 5 498 | 3 181 | 101 | 8 780 |
| Total current liabilities | 27 047 | 3 181 | 101 | 30 329 |
| TOTAL EQUITY AND LIABILITIES | 280 950 | 120 171 | 10 111 | 411 232 |
| Capital expenditure Vessels | 1 349 | - | - | 1 349 |
| Capital expenditure newbuildings | 25 002 | - | - | 25 002 |
| Cash from operation | 6 567 | 697 | 2 116 | 9 380 |
| Combination | Container | Other/ | Total | |
|---|---|---|---|---|
| (USD'000) | carriers | vessels | admin | consolidated |
| Operating revenue, vessels | 19 747 | 8 935 | (0) | 28 682 |
| Total operating revenue | 19 747 | 8 935 | (0) | 28 682 |
| Operating expenses, vessels | (7 880) | (8 867) | (194) | (16 940) |
| Group administrative services | (902) | (1 123) | - | (2 027) |
| Tonnage tax | (31) | (42) | - | (73) |
| Ordinary depreciation | (6 070) | (4 171) | - | (10 240) |
| Impairment | - | (36 593) | - | (36 593) |
| Other operating and adm expenses | (21) | (21) | 500 | 460 |
| Total operating expenses | (14 904) | (50 817) | 306 | (65 413) |
| Operating profit/EBIT | 4 843 | (41 882) | 306 | (36 729) |
| Combination | Container | Dry bulk | Other/ | Total | |
|---|---|---|---|---|---|
| (USD '000) | carriers | vessels | investments | admin | consolidated |
| ASSETS | |||||
| Vessels | 86 759 | 142 733 | 19 000 | 248 493 | |
| Newbuilding contracts | 61 118 | - | - | - | 61 118 |
| Other non-current assets | - | - | - | 7 930 | 7 930 |
| Total non-current assets | 147 878 | 142 733 | 19 000 | 7 930 | 317 539 |
| Cash | 149 508 | 870 | 5 033 | 26 003 | 181 414 |
| Current assets | 13 896 | 5 573 | - | 511 | 19 980 |
| Total current assets | 163 404 | 6 443 | 5 033 | 26 514 | 201 394 |
| TOTAL ASSETS | 311 282 | 149 176 | 24 033 | 34 444 | 518 934 |
| EQUITY AND LIABILITIES | 242 350 | 52 009 | 11 016 | (65 460) | 239 915 |
| Total equity | 242 350 | 52 009 | 11 016 | (65 460) | 239 915 |
| Interest bearing debt | 42 083 | 83 347 | 11 981 | - | 137 411 |
| Bond loans | - | - | - | 68 824 | 68 824 |
| Other non-current financial liabilities | 5 365 | 426 | - | 31 079 | 36 870 |
| Total non-current liabilities | 47 448 | 83 773 | 11 981 | 99 903 | 243 105 |
| Short-term interest bearing debt | 17 173 | 9 504 | 855 | - | 27 532 |
| Other current liabilities | 4 311 | 3 888 | 181 | 8 380 | |
| Total current liabilities | 21 484 | 13 392 | 1 036 | - | 35 913 |
| TOTAL EQUITY AND LIABILITIES | 311 282 | 149 176 | 24 033 | 34 444 | 518 934 |
| Capital expenditure Vessels | (1 562) | (17) | - | - | (1 579) |
| Capital expenditure newbuildings | (15 743) | - | (19 224) | - | (34 967) |
| Cash from operation | (15 000) | (841) | (19 895) | 46 315 | 10 579 |
| (USD'000) | Combination carriers |
Container vessels |
Other/ admin |
Total consolidated |
|---|---|---|---|---|
| Operating revenue, vessels | 41 026 | 19 120 | - | 60 146 |
| Total operating revenue | 41 026 | 19 120 | - | 60 146 |
| Operating expenses, vessels Loss from sale |
(17 136) - |
(18 980) - |
500,00 - |
(35 616) 0 |
| Ordinary depreciation Impairment |
(12 812) - |
(7 366) (60 050) |
- - |
(20 178) (60 050) |
| Tonnage tax Other operating and adm expenses |
(68) (1 368) |
(70) (2 318) |
- (271) |
(138) (3 956) |
| Total operating expenses | (31 385) | (88 784) | 229 | (119 939) |
| Operating profit/EBIT | 9 641 | (69 664) | 229 | (59 794) |
*Discontinued operations - see note 3.
| Combination carriers |
Container vessels |
Other*/ admin |
Total consolidated |
|
|---|---|---|---|---|
| (USD '000) | ||||
| ASSETS | ||||
| Vessels | 158 852 | 116 102 | - | 274 954 |
| Newbuilding contracts | 31 995 | - | - | 31 995 |
| Financial assets | 1 052 | - | - | 1 052 |
| Other non-current assets | - | - | 7 510 | 7 510 |
| Total non-current assets | 191 898 | 116 102 | 7 510 | 315 511 |
| Cash | 64 908 | 2 865 | 35 208 | 102 981 |
| Current assets | 9 723 | 4 451 | 333 | 14 507 |
| Total current assets | 74 631 | 7 316 | 35 541 | 117 488 |
| TOTAL ASSETS | 266 529 | 123 418 | 43 051 | 432 999 |
| EQUITY AND LIABILITIES | ||||
| Total equity | 160 484 | 91 383 | (31 869) | 219 997 |
| Interest bearing debt Bond loans |
80 574 - |
29 184 - |
- 34 141 |
109 758 34 141 |
| Other non-current financial liabilities | 2 117 | 60 | 18 039 | 20 217 |
| Total non-current liabilities | 82 691 | 29 245 | 52 180 | 164 116 |
| Short-term interest bearing debt | 19 818 | - | 21 283 | 41 100 |
| Other current liabilities | 3 536 | 2 791 | 1 458 | 7 785 |
| Total current liabilities | 23 354 | 2 791 | 22 741 | 48 886 |
| TOTAL EQUITY AND LIABILITIES | 266 529 | 123 418 | 43 051 | 432 999 |
| * Includes assets and liabilities related to assets held for sale/discontinued operations. | ||||
| Capital expenditure Vessels | (2 597) | (40) | - | (2 637) |
| Capital expenditure newbuildings | (64 844) | - | - | (64 844) |
| Cash from operation | 19 856 | (2 288) | 229 | 17 797 |
The five selfunloader vessels were sold in November 2015 and delivered to their new owners in January 2016. A gain of USD 26.2 million was recognized in 1H 2016. Recognized gain of USD 0.2 million in 2H 2016 relates to finalizing of sale of bulk options from 2013.
The Kamsarmax vessel Bavang was sold in October 2016 and delivered to the new owner in December 2016. A loss of USD 0.1 million was recognized in 2016. After the sale, the Group no longer owns any standard dry bulk vessels.
With selfunloader vessels and the kamsarmax vessel classified as discontinued operatons, the selfunloader and dry bulk investments segments are no longer presented in the segment note (note 2). Profit after tax from discontinued operation is presented separately in the consolidated income statement for 2017 and 2016.
The total result of discontinued operation is presented below.
| USD '000 | 1H 2017 | 1H 2016 | 2016 |
|---|---|---|---|
| Operating revenue, vessels | - | 1 557 | 2 982 |
| Gain from sale of fixed assets | - | 26 240 | 26 443 |
| Total operating revenue | - | 27 797 | 29 424 |
| Operating expenses, vessels | (95) | (2 022) | (2 223) |
| Loss from sale fixed assets | - | - | (130) |
| Ordinary depreciation | - | (394) | (394) |
| Impairment reversal | - | (751) | (1 151) |
| Other operating and adm expenses | (19) | (301) | (379) |
| Operating profit/EBIT | (113) | 24 329 | 25 147 |
| Finance income | 0 | - | - |
| Finance costs | (5) | (91) | (292) |
| Profit/(loss) before tax | (119) | 24 238 | 24 854 |
| Income tax expenses | - | (2) | (2) |
| Profit/(loss) after tax from discontinued operations | (119) | 24 236 | 24 852 |
Cash flows from discontinued operations are not presented separately in the cash flow statement. Cash flows from discontinued operations are as follows:
| USD '000 | 1H 2017 | 1H 2016 | 2016 |
|---|---|---|---|
| Net cash flow from operating activities | (119) | - | 79 |
| Net cash flow from investment activities | - | 190 000 | 191 428 |
| Net cash flow from financing activities | - | (46 271) | (45 471) |
| Net cash flow from discontinued operations | (119) | 143 729 | 146 036 |
| 30/06/2017 | Combination carriers |
Container | Total vessels |
|---|---|---|---|
| Cost price 1.1 | 288 498 | 254 319 | 542 817 |
| Adjustment acquisition value newbuildings delivered | 422 | - | 422 |
| Delivery of newbuildings | 35 279 | - | 35 279 |
| Additions (mainly upgrading and docking of vessels) | 1 349 | - | 1 349 |
| Costprice 30.06 | 325 548 | 254 319 | 579 867 |
| Acc. Depreciation 1.1 | 129 647 | 26 529 | 156 176 |
| Depreciation for the year | 8 068 | 2 502 | 10 571 |
| Acc. depreciation 30.06 | 137 715 | 29 032 | 166 747 |
| Acc. impairment losses 1.1 | - | 111 688 | 111 688 |
| Impairment for the year | - | - | - |
| Impairment reclassed from newbuildings | - | - | - |
| Acc. impairment losses 30.06 | - | 111 688 | 111 688 |
| Carrying amounts 30.06.2017* | 187 833 | 113 600 | 301 432 |
| *) carrying value of vessels includes dry-docking | |||
| No. of vessels | 9 | 8 | 17 |
| Useful life | 20 | 25 | |
| Depreciation schedule | Straight-line | Straight-line |
| Total | ||||
|---|---|---|---|---|
| 30/06/2016 | Kamsarmax | Combination carriers |
Container | vessels |
| Cost price 1.1 | - | 210 267 | 254 279 | 464 546 |
| Delivery of newbuildings | 28 140 | - | 28 140 | |
| Additions (mainly upgrading and docking of vessels) | - | 1 562 | 17 | 1 579 |
| Costprice 30.06 | 28 140 | 211 828 | 254 296 | 494 264 |
| Acc. Depreciation 1.1 | - | 118 999 | 19 161 | 138 161 |
| Depreciation for the year | 394 | 6 070 | 4 171 | 10 635 |
| Acc. depreciation 30.06 | 394 | 125 069 | 23 332 | 148 796 |
| Acc. impairment losses 1.1 | - | - | 51 637 | 51 637 |
| Impairment for the year | 751 | - | 36 593 | 37 344 |
| Impairment reclassed from newbuildings | 7 994 | - | - | 7 994 |
| Acc. impairment losses 30.06 | 8 745 | - | 88 231 | 96 976 |
| Carrying amounts 30.06.2015* | 19 000 | 86 759 | 142 733 | 248 492 |
| *) carrying value of vessels includes dry-docking | ||||
| No. of vessels | 1 | 6 | 8 | 15 |
| Useful life | 20 | 20 | 25 | |
| Depreciation schedule | Straight-line | Straight-line | Straight-line |
| Combination | |||
|---|---|---|---|
| Vessels | carriers | Container | Total vessels |
| Cost price 1.1 | 210 267 | 254 279 | 464 546 |
| Delivery of newbuildings | 77 798 | 77 798 | |
| Additions (mainly upgrading and docking of vessels) | 2 597 | 40 | 2 637 |
| Disposals | (2 164) | (2 164) | |
| Costprice 31.12 | 288 498 | 254 319 | 542 817 |
| Acc. Depreciation 1.1 | 118 999 | 19 161 | 138 161 |
| Depreciation for the year | 12 812 | 7 368 | 20 178 |
| Reclass/disposal | (2 164) | - | (2 164) |
| Acc. depreciation losses 31.12 | 129 647 | 26 529 | 156 175 |
| Acc. impairment losses 1.1 | - | 51 637 | 51 637 |
| Impairment for the year | - | 60 050 | 60 050 |
| Acc. impairment losses 31.12 | - | 111 688 | 111 688 |
| Carrying amounts 31.12.2016* | 158 851 | 116 102 | 274 954 |
| *) carrying value of vessels includes dry-docking | |||
| No. of vessels | 8 | 8 | 16 |
| Useful life | 20 | 25 | |
| Depreciation schedule | Straight-line | Straight-line |
All owned vessels are pledged to secure the various loan facilities (refer to note 6 for further information).
The third combination carrier, MV Ballard, was delivered in May 2017 from Zhejiang Ouhua Shipbuilding in China. In connection with delivery, the Group withheld USD 4 million from the delivery installment for MV Ballard (not included in vessel value). The yard is obliged to complete pending items related to MV Ballard and the two sister vessels MV Balboa and MV Baffin by latest 12 months after delivery of each vessel. The withheld amount, equal to USD 1 333 333 per vessel, falls due for payment to the yard (partly or wholly) when the pending items for each vessel have been completed. If the pending items are not completed within 12 months after delivery of each vessels, the Group will retain the withheld amount of USD 1 333 333 per vessel. The pending items are not critical for the daily operations of the vessels, but will be rectified by the Group if the yard has not completed the work within the agreed period.
No disposals of vessels in 1H 2017.
The Group has performed an impairment test where the value in use is calculated using estimated cash flows.
The estimated cash flows are based on management's best estimate and reflect the Group's expectations of the market in the different segments. The net present value of future cash flows is based on a pre-tax weighted average cost of capital (WACC) of 8.5 % in 2017 (2016: 8.5 %). Cash flows are estimated over the remaining life of the vessel, with an estimated residual value at the end of the economic life. From 2021 and onwards, the cash flows are based on a zero-growth scenario, however an escalating factor of an in average 2.0 % inflation rate has been included for all operating expenses for all years until scrapping.
The Group has calculated value in use of each vessel by discounting expected future cash flows. Value in use has been calculated by weighting different scenarios in line with the Groups business strategy.
Dependent on how the market develops, the different scenarios include 1) high case 2) base case 3) low case. TC rates differentiates in the three different scenarioes. The management is of the opinion that weighting of three different scenarioes take into account uncertainties in the estimates used in the cash flow model and the fact that shipping is a cyclical industry.
Recoverable amount has been set as the highest of estimated value in use and broker values. Recoverable amount has been compared to book values.
Calculated value in use are above book value and/or within range of max and min broker value for all eight vessels, hence no impairment recognised for the container vessels at 30 June 2017 (30 June 2016: USD 36.5 million). Book value of container vessels amounts USD 113.6 million at 30 June 2017 (USD 142.8 million at 30 June 2016). A reduction in estimated TC rates in base case from 2017 and onwards of USD 1 000 per day would result in impairment of approx USD 1.7 million per vessel of the newest class (six out of in total eight vessels). An increase in WACC of 1 % results in an impairment of approx USD 1 million per vessel of the newest class.
Cash flow projections for the cabu vessels over the remaining economic life of the vessels show a net present value which is higher than the booked value of the fleet (considered as one cash generating unit). No impairment has been recognized for the cabu vessels at 30 June 2017 (2016: 0).
A reduction in estimated TC rate from 2017 and onwards of USD 2 100 per day would result in value in use equal to booked values for the fleet of combination carriers. Value in use will be aligned with book value if WACC is set as 12.7 %.
The below summarizes the total impairment cost/reversal:
| Impairment loss (-)/ reversal | 1H 2017 | 1H 2016 | 2016 |
|---|---|---|---|
| Impairment of vessels | - | (37 344) | (60 050) |
| Total impairment loss (-) / reversal | - | (37 344) | (60 050) |
The Group took delivery of the third and last cabu newbuilding from Zeijiang OuHua Shipbuilding Co., Ltd in China 10 May 2017.
The Group also has three combination carrier newbuildings on order at Jiangsu New Yangzi Shipbuilding Co., Ltd in China with delivery scheduled in 2018/2019. The contracts include options for further vessels.
| Combination | ||
|---|---|---|
| Investments in newbuildings | carriers | Total |
| Cost 1.1 | 31 995 | 31 995 |
| Borrowing cost* | 818 | 818 |
| Yard installments paid | 23 609 | 23 609 |
| Other capitalized cost | 575 | 575 |
| Reallocation of supervision fee | - | - |
| Delivery of newbuildings | (35 279) | (35 279) |
| Impairment reclassed to vessels | - | - |
| Net carrying amount at 30.06.2017 | 21 717 | 21 717 |
| Combination | |||
|---|---|---|---|
| Investments in newbuildings | carriers | Kamsarmax | Total |
| Cost 1.1 | 45 328 | 558 | 45 886 |
| Borrowing cost* | 241 | 171 | 411 |
| Yard installments paid | 14 520 | 19 079 | 33 599 |
| Other capitalized cost | 1 223 | 145 | 1 368 |
| Reallocation of supervision fee | (194) | 194 | - |
| Delivery of newbuildings | - | (28 141) | (28 141) |
| Impairment reclassed to vessels | - | 7 994 | 7 994 |
| Net carrying amount at 30.06.2016 | 61 118 | - | 61 118 |
| Combination | |||
|---|---|---|---|
| Investments in newbuildings | carriers | Kamsarmax | Total |
| Cost 1.1 | 45 328 | 558 | 45 886 |
| Borrowing cost* | 1 245 | 171 | 1 415 |
| Yard installments paid | 59 266 | 19 079 | 78 345 |
| Other capitalized cost | 4 333 | 145 | 4 478 |
| Reallocation of supervision fee | - | 194 | 194 |
| Delivery of newbuildings | (78 177) | (28 141) | (106 318) |
| Impairment reclassed to vessels | - | 7 994 | 7 994 |
| Net carrying amount at 31.12.2016 | 31 995 | - | 31 995 |
* Borrowing costs are capitalised to the extent that they are directly related to the acquisition of the vessel. See note 6 for further information of financing of newbuildings.
The below table presents the Group's carrying amount of interest bearing debt by non-current and current portions for the interim period ending 30 June 2017, 30 June 2016 and full year ended 31 December 2016. All debt except for the bond loans (NOK) are denominated in USD, ref note 7 for further information on bond loans.
As of 30 June 2017, the Group had a total of USD 170.6 million in interest bearing debt (incl capitalized fees) of which USD 149.0 million was classified as non-current debt and USD 21.5 million was classified as current debt. An overview of the loan facilities in the Group is presented below. Mortgage debt is subject to an interest rate of LIBOR plus a margin of in range 2-3.10.
Mortgage debt related to the Bantry facility was refinanced in March 2017. The new loan facility has a tenor of 5 years and is guaranteed by T Klaveness Shipping AS.
Loan facilities related to financing of Banasol and Banastar falls due in April 2018, hence the facilities are classified as current debt as per 30 June 2017. The loans will likely be refinanced in 1H 2018.
The Group has secured financing for the three newbuildings with expected delivery in 2018/2019. The owner of the vessels, T. Klaveness Shipping AS, is the borrower and the USD 93 million post delivery term loan has a tenor of five years from drawdown.
| Carrying | ||||
|---|---|---|---|---|
| Mortgage debt | Description | Maturity | amount | Fair value |
| RCF container | SEB/DNB/Danske Bank | February 2021 | 15 000 | 15 000 |
| Term Loan facility | Nordea/Danske Bank | March 2022 | 35 661 | 35 661 |
| Banasol | SEB | April 2018 | 6 000 | 6 000 |
| Banastar | SEB | April 2018 | 6 000 | 6 000 |
| Bantry | Danske Bank | March 2022 | 9 180 | 9 180 |
| Bakkedal | Nordea | Sept 2021 | 10 792 | 10 792 |
| Baffin/Ballard | Nordea/Danske Bank | March 2022 | 54 033 | 54 033 |
| Capitalized loan fees | (1 415) | - | ||
| Mortgage debt 30 June 2017 | 135 251 | 136 666 |
Fair value is estimated to carrying amount less financing costs as the difference between market margin and carrying margin is considered to be immaterial. Fair value is not based on observable market data (financial hierarchy level 3).
| 30 June 2017 - Interest bearing debt | Non-current | Current | Total |
|---|---|---|---|
| Mortgage debt | 115 117 | 21 549 | 136 666 |
| Transaction costs mortgage debt | (1 415) | - | (1 415) |
| Bond loan | 35 475 | - | 35 475 |
| Transaction costs bond loan | (494) | - | (494) |
| Interest rate swaps (IRS) (for hedging purposes) | 326 | - | 326 |
| Total interest bearing debt | 149 009 | 21 549 | 170 558 |
| 30 June 2016 - Interest bearing debt | Non-current | Current | Total |
| Mortgage debt | 137 852 | 27 532 | 165 384 |
| Transaction costs mortgage debt | (441) | - | (441) |
| Bond loan | 69 663 | - | 69 663 |
| Transaction costs bond loan | (839) | - | (839) |
| Cross currency interest rate swap (CCIRS) | 31 079 | - | 31 079 |
| Interest rate swaps (IRS) (for hedging purposes) | 426 | - | 426 |
| Total interest bearing debt | 237 740 | 27 532 | 265 272 |
| 2016 - Interest bearing debt | Non-current | Current | Total |
| Mortgage debt | 110 966 | 19 818 | 130 784 |
| Transaction costs mortgage debt | (1 208) | - | (1 208) |
| Bond loan | 34 700 | 21 283 | 55 982 |
| Transaction costs bond loan | (559) | - | (559) |
Total interest bearing debt 143 899 41 100 184 999
The Group has undrawn committed bank facilities available at 30 June 2017, as follows:
| USD mill | Credit | Drawn up | Available |
|---|---|---|---|
| RCF Container, USD 90 million | 81 | 15 | 66 |
| T. Klaveness Shipping AS, USD 93 mill* | 93 | - | 93 |
| Total | 174 | 15 | 159 |
* Committed to newbuildings. Available on delivery of the vessels.
The table below summarises the maturity profile of the Group's financial liabilities based on contractual undiscounted payments. Interest bearing debt and bond loan includes interest payments and interest and currency hedge.
| Maturity profile financial liabilities at 30 June 2017 | < 1 year | 1-3 years | 3-5 years | > 5 years | Total |
|---|---|---|---|---|---|
| Mortgage debt (incl interests)** | 27 098 | 28 904 | 102 552 | - | 158 554 |
| Bond loan (incl interests) | 2 297 | 4 710 | 37 975 | - | 44 982 |
| Accounts payable | 1 064 | - | - | - | 1 064 |
| Current debt to related parties | 728 | - | - | - | 728 |
| 31 186 | 33 614 | 140 527 | - | 205 327 |
**Loan facility for Banasol and Banastar falls due in April 2018 and is included in < 1 year.
The commitments related to newbuildings are set out below. Three combination carrier newbuildings on order at Jiangsu New Yangzi Shipbuilding Co., Ltd in China are scheduled for delivery in 2018 and early 2019.
| Remaining installments at 30 June 2017 | 2017 | 2018 | 2019 | Total |
|---|---|---|---|---|
| Combination carriers | 19 370 | 72 720 | 33 740 | 125 830 |
| Total commitments newbuildings | 19 370 | 72 720 | 33 740 | 125 830 |
The Group has entered into interest rate swap agreements designated as cash flow hedges to partly hedge interest rate exposure related to the Group's long term mortgage debt. The purpose of these interest rate swaps is to limit the interest rate exposure related to the loans. When interest rate swaps qualify for hedge accounting, the fair value movement is recognised in other comprehensive income until realization of the hedged transaction. Fair value of interest rate swaps which qualify for hedge accounting is USD 0.3 million (liability) as per 30 June 2017 (2016: USD 35k (liability)).
The Group's interest rate and currency swap agreements that are not effective cash flow hedges, are recognised at fair value with changes through profit & loss.
The credit facilities impose restrictions which may limit or prohibit the ability for some of the entities in the Group to incur additional indebtness, sell shares in subsidiaries, commit to new capital expenditure, pay dividends, engage in mergers and demergers or purchase and sell vessels without the consent of the lenders (non-financial covenants). In addition, lenders may accelerate the maturity of the indebtness under financing agreements and foreclose upon the collateral securing the indebtness upon the occurence of certain events of defaults.
The credit facilities also contain financial covenants. Klaveness Ship Holding AS on a consolidated basis has covenants related to equity of USD 125 million, minimum equity ratio of 30 % and minimum cash of USD 15 million. On other levels in the Group the covenants varies. In addition all secured loans contain minimum value clauses related to the value of the vessel compared to outstanding loan. Certain cross-default exists. The Group is in compliance for all of its covenants at 30 June 2017.
All the Group's vessels are mortgaged and in addition the banks have assignment in earnings and insurances of the vessel and pledge over earnings accounts. Some loans have pledge in shares in single purpose entities (Baffin, Ballard, Bantry and Bakkedal).
| Book value of collateral, mortgaged and leased assets | 30 June 2017 | 30 June 2016 | 2016 |
|---|---|---|---|
| Vessels | 301 432 | 248 492 | 274 954 |
| Total book value of collateral, mortgaged and leased assets | 301 432 | 248 492 | 274 954 |
The Group entered into a bond agreement in December 2016. Klaveness Ship Holding AS (the Issuer) issued a senior unsecured bond of NOK 300 million with maturity in May 2021 (KSH03). The bond loan has a borrowing limit of NOK 500 million, hence subsequent issues may take place over the tenor of the bond. Tap issues are conditional on the market price and on investor appetite on the date of the tap issue.
The new bond issue replaced the bond issues KSH02 and KSH01 which was repaid in December 2016 and January 2017 respectively. The bond loan (KSH03) is listed on Nordic ABM and has a bullet structure with no repayment until maturity in 2021. The bond loan is subject to an interest rate of 3M NIBOR plus a margin of 5.25.
Covenants are described in note 6.
| Face value | Year of | Carrying amount (USD'000) | |||
|---|---|---|---|---|---|
| Bond loan | NOK'000 | maturity | 30.06.2017 | 30.06.2016 | 2016 |
| KSH03 | |||||
| Original loan amount | 300 000 | 27.05.2021 | 35 273 | - | 35 273 |
| Exchange rate adjustment | 202 | - | (573) | ||
| Capitalized expenses | (494) | - | (559) | ||
| Total KSH03 | 300 000 | 34 981 | - | 34 141 | |
| KSH01 | |||||
| Original loan amount | 300 000 | 08.05.2018 | 52 250 | 52 250 | 52 250 |
| Buy back | (100 000) | (17 417) | (17 417) | (17 417) | |
| Buy back (Dec 2016) | (16 000) | (1 875) | - | (1 875) | |
| Exchange rate adjustment | (11 859) | (11 218) | (11 676) | ||
| Repayment (Jan 2017) | (184 000) | (21 099) | |||
| Capitalized expenses | - | (336) | - | ||
| - | - | 23 279 | 21 282 | ||
| KSH02 | |||||
| Original loan amount, fixed | 300 000 | 20.03.2020 | - | 50 500 | 50 500 |
| Original loan amount, floating | 100 000 | 20.03.2020 | - | 16 828 | 16 828 |
| Buy back | (10 000) | - | (1 355) | (1 355) | |
| Exchange rate adjustment | - | (19 924) | (20 263) | ||
| Repayment (Dec 2016) | (390 000) | - | (45 710) | ||
| Capitalized expenses | - | (504) | - | ||
| - | - | 45 545 | - | ||
| Debt as of reporting period | 300 000 | 34 981 | 68 824 | 55 423 |
The ultimate owner of the Group is Rederiaksjeselskapet Torvald Klaveness (RASTK), which owns 100 % of the shares in Klaveness Ship Holding AS.
The Group has undertaken several agreements and transactions with related parties in the RASTK Group. The level of fees are based on market terms and are in accordance with the arm's length principle.
Klaveness AS delivers services to the Group performed by corporate functions like management, legal, accounting & controlling, risk management and commercial management.
Klaveness Ship Management AS delivers ship management services for all of the vessels in the Group. Ship Management fees cover services like technical management, crewing management, IT and energy management. For the newbuildings in the Group, Klaveness Ship Management performs supervision and project management services.
| USD'000 | ||||
|---|---|---|---|---|
| Supplier | Type of agreement | 30.06.2017 | 30.06.2016 | 2016 |
| Klaveness AS (sister company) | Business administration fee | (193) | (458) | (496) |
| Klaveness AS (sister company) | Commercial management fee | (1 137) | (1 942) | (3 171) |
| Klaveness Ship Management AS (sister company) | IT fee | (81) | (108) | (151) |
| Klaveness Ship Management AS (sister company) | Ship Mangement fee | (2 242) | (2 274) | (4 568) |
| USD'000 | |||
|---|---|---|---|
| Receivables from related parties | 30.06.2017 | 30.06.2016 | 2016 |
| Cabu Chartering AS (sister company) | 4 992 | 7 430 | 6 456 |
| Klaveness Ship Management AS (sister company) | 81 | - | 82 |
| Baumarine AS | - | - | 275 |
| Receivables from related parties | 5 073 | 7 430 | 6 814 |
| USD'000 | |||
|---|---|---|---|
| Current debt to related parties | 30.06.2017 | 30.06.2016 | 2016 |
| Klaveness AS (sister company) | 162 | 320 | 643 |
| Klaveness Ship Management AS (sister company) | 406 | 427 | 473 |
| Cabu Chartering AS (sister company) | 160 | - | 230 |
| Baumarine AS (sister company) | - | - | 231 |
| Current debt related parties | 728 | 747 | 1 577 |
The Group mainly operates in the Norwegian tonnage tax regime which exempts ordinary tax on shipping income, instead a tonnage tax fee is payable based on the size of the vessel. The fee is recognized as an operating expense. Financial income is taxable according to the Norwegian tonnage tax regime based on the company tax rate in Norway of 24 %.
Tax expense for H1-2017 is estimated based on 24% of taxable/deductible items in the parent company (ordinary taxation) and currency adjustment of the deferred tax asset per 30 June 2017. If tax payable will occur in the parent company, this will be offset by group contribution. No tax payable or changes in tax positions are expected in the companies under tonnage taxation.
As of 30 June 2017, estimated net tax income amounts to zero. The increase of deferred tax assets per 30.06 due to estimated tax income in the period is written down as future utilization within the KSH Group has not been justified.
At 30 June 2017 the Group has recorded a deferred tax asset of USD 7.5 million (2016: USD 7.5 million). Deferred tax assets are only recognized if it is probable that future taxable profit will be available against which the unused tax losses and unused tax credits can be utilized. If the Group has loss carried forward in any subsidiaries, these deferred tax assets are not recognized if it is not possible to predict with reasonable certainty whether adequate taxable profit will be available in the future against which losses can be utilized.
Regular claims are made against the Group as a result of its ordinary operations. Provisions are made in the financial statements whenever the probable outcome of these disputes are expected to be in disfavour of the Group. No new provisions are recognised in the first half of 2017.
There are no events after the balance sheet date that have material effect on the financial statement as of 30 June 2017.
We confirm, to the best of our knowledge, that the consolidated financial statements for the period 1 January to 30 June 2017 have been prepared in accordance with International Financial Reporting Standards (IFRS) as endorsed by the European Union and give a true and fair view of the company's assets, liabilities, financial position and profit. We also confirm, to the best of our knowledge, that the interim management report includes a fair review of important events that have occurred during the six months of the financial year and their impact on the consolidated financial statements of Klaveness Ship Holding AS, and a description of the principal risks and uncertainties for 2017.
Vækerø, 18 August 2017
Lasse Kristoffersen Liv Hege Dyrnes
Chairman of the Board Board member
Morten Skedsmo Bent Martini Managing Director Board member
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