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Saga Pure — Interim / Quarterly Report 2016
May 27, 2016
3730_rns_2016-05-27_3260031f-9c8a-4ab9-aafd-961b099658ea.pdf
Interim / Quarterly Report
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Q 1 201 6 REPORT
CONTENTS
FINANCIAL INFORMATION
Highlights > Consolidated condensed statement of comprehensive income > Consolidated condensed statement of financial position > Consolidated condensed cash flow statement > Consolidated condensed statement of changes in equity > Notes to the financial statements >
HIGHLIGHTS
KEY FIGURES
| NOK 1000 | Jan-Mar 2016 Jan-Mar 2015 Jan-Dec 2015 | ||
|---|---|---|---|
| (unaudited) | (unaudited) | (unaudited) | |
| Operating revenues | 16 478 | 8 517 | 81 510 |
| Operating proft (-loss) before depreciation (EBITDA) | 10 960 | 7 821 | 15 204 |
| Operating profit/(-loss) (EBIT) | 10 229 | 7 169 | 12 565 |
| Net profit/(-loss) | 10 352 | 7 651 | 14 058 |
| Total comprehensive income | -119 350 | 15 047 | 267 197 |
| Value adjusted equity per share (NOK)* | 2,85 | 2,14 | 3,26 |
| Basic and diluted earnings per share NOK | 0,03 | 0,04 | 0,07 |
* Value adjusted equity has been calculated through application of market value for assets and liabilities traded in quoted markets, and book value for other assets and liabilities.
RESULTS
Saga Tankers Group ("The Group") reports a net total comprehensive income for the first quarter 2016 of NOK -119.4 million.
EBITDA for the first quarter was NOK 11.0 million.
Earnings per share (EPS) for the first quarter were NOK 0.03.
The Group had an income of NOK 5.7 million related to lease and operation of real estate and sundry income, and a net gain of NOK 10.8 million from investments.
In February 2016 the Group purchased 7,000,000 of its own shares in the open market. Through this transaction the number of outstanding shares was reduced from 286,732,611 in the start of the quarter, to 279,732,611 at the end of the quarter. The average number of shares in the quarter was 284,399,278.
The Group's condensed unaudited financial statements for the first quarter of 2016 are enclosed.
Current Investments
The Group currently holds investments classified as financial assets available
for sale with a fair value of NOK 288.8 million. The fair value of the investments by the end of first quarter is as follows:
| NEL ASA | NOK 151 million |
|---|---|
| Axactor AB | NOK 97 million |
| Vistin Pharma ASA | NOK 41 million |
Net negative changes in market value of NOK 105.7 million for these investments were booked as other comprehensive income in first quarter 2016, while NOK 21.7 million former positive changes was reclassified to profit and loss due to partial realization of investment in Axactor AB. The largest changes in market value in the first quarter derives from ownership of 7.6% of NEL ASA with a negative change of NOK 98.1 million and a 7.9% share of Axactor AB with a negative change of NOK 6.6 million.
The Group has a cash holding of NOK 465.0 million at the end of first quarter.
Outlook
The Group has a solid investment portfolio and a strong balance sheet, enabling the company to continue to pursue attractive investment opportunities within the framework of industries it operates.
The Group expects the current market volatility to continue going forward, providing opportunities to create value through investments in assets, equity or debt.
Subsequent Events
Since the end of first quarter the Group has divested shares in Axactor AB and NEL ASA. Total proceeds from the sales were NOK 174 million. Further the Group has acquired 6% of the outstanding shares in Pareto Bank ASA.
FORWARD-LOOKING STATEMENTS
Matters discussed in this report may constitute forward looking statements. The forward looking statements in this report are based on various assumptions, many of which are based upon further assumptions, including without limitation, management's examination of historical operating trends, data contained in our records and other data available from third parties. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to
significant uncertainties and contingencies which are difficult to
predict and beyond our control, we cannot assure you that we will achieve or accomplish these expectations, beliefs or projections.
Oslo, 26 May 2016
The Board of Directors
CONSOLIDATED CONDENSED STATEMENT OF COMPREHENSIVE INCOME
| NOK 1000 | Jan-Mar 2016 | Jan-Mar 2015 | Jan-Dec 2015 |
|---|---|---|---|
| (unaudited) | (unaudited) | (audited) | |
| Other Income | 5 684 | 5 836 | 20 024 |
| Net gain/(-loss) from avaliable for sale assets | 10 794 | 2 680 | - |
| Other gains/(-losses) | - | - | 61 486 |
| Operating revenues | 16 478 | 8 517 | 81 510 |
| General administrative expenses | 4 802 | 5 587 | 26 511 |
| Depreciation (note 5) | 730 | 652 | 2 639 |
| Net loss/(-gain) from avaliable for sale assets | - | - | 27 677 |
| Operating expenses | 5 533 | 6 239 | 56 827 |
| Operating profit/(-loss) | 10 945 | 2 277 | 24 683 |
| Interest income | 575 | 1 074 | 3 652 |
| Interest expense | -452 | -592 | -1 955 |
| Other financial items | -133 | 4 891 | -6 474 |
| Net financial items | -10 | 5 373 | -4 777 |
| Share of profit from associates (note 3) | -583 | - | -5 644 |
| Taxes | - | - | 203 |
| Net profit/(-loss) | 10 352 | 7 651 | 14 058 |
| Change in avaliable-for-sale assets | -127 390 | 7 396 | 251 808 |
| Exchange difference currency translations | -2 312 | - | 1 331 |
| Other comprehensive income | -129 702 | 7 396 | 253 139 |
| Total comprehensive income | -119 350 | 15 047 | 267 197 |
| Attributable to: | |||
| Non-controlling interests | 846 | 1 198 | -5 801 |
| Shareholders' interests | -120 196 | 13 849 | 272 998 |
| Basic and diluted earnings per share NOK | 0,03 | 0,04 | 0,07 |
| Average number of shares in the period | 284 399 278 | 175 833 728 | 286 732 611 |
| Number of shares outstanding at period end | 279 732 611 | 175 833 728 | 286 732 611 |
CONSOLIDATED CONDENSED STATEMENT OF FINANCIAL POSITION
| NOK 1000 | 31.03.2016 | 31.12.2015 |
|---|---|---|
| (unaudited) | (audited) | |
| ASSETS | ||
| Non-current assets | ||
| Avaliable-for-sale financial assets (note 4) | 288 750 | 461 908 |
| Fixed assets (note 5) | 91 376 | 92 107 |
| Associates (note 3) | 35 248 | 38 143 |
| Total non-current assets | 415 375 | 592 158 |
| Current assets | ||
| Other current assets | 2 048 | 1 534 |
| Cash and equivalents | 464 959 | 426 606 |
| Total current assets | 467 006 | 428 140 |
| TOTAL ASSETS | 882 381 | 1 020 298 |
| EQUITY AND LIABILITIES | ||
| Equity | ||
| Share capital | 286 733 | 286 733 |
| Own shares | -7 000 | - |
| Other equity | 914 514 | 924 814 |
| Total paid-in-capital | 1 194 246 | 1 211 547 |
| Accumulated losses | -562 811 | -572 317 |
| Other components of equity | 165 868 | 295 569 |
| Non-controlling interests | 26 957 | 26 112 |
| Total equity | 824 260 | 960 911 |
| LIABILITIES | ||
| Non-current liabilities | ||
| Long-term interest bearing debt | 49 000 | 50 000 |
| Deferred tax | 8 8 |
8 8 |
| Total non-current liabilities | 49 088 | 50 088 |
| Current liabilities | ||
| Short-term interest bearing debt | 4 000 | 4 000 |
| Tax payable | 2 7 |
4 9 |
| Other current liabilities and accruals | 5 006 | 5 250 |
| Total current liabilities | 9 033 | 9 299 |
| Total liabilities | 58 121 | 59 387 |
| TOTAL EQUITY AND LIABILITIES | 882 381 | 1 020 298 |
CONSOLIDATED CONDENSED CASH FLOW STATEMENT
| NOK 1000 | Jan-Mar 2016 | Jan-Dec 2015 |
|---|---|---|
| (unaudited) | (Audited) | |
| Profit before tax | 10 352 | 14 261 |
| Profitshare from associates | 583 | 5 644 |
| Depreciation (note 5) | 730 | 2 639 |
| Net loss/(-gain) from AVA asset | -10 794 | 27 677 |
| Other losses/(-gains) | - | -61 486 |
| Foreign exchange losses/(gains) | 133 | 5 474 |
| Income tax paid | -87 | -108 |
| Increase/decrease receivables and prepayments | -448 | 12 820 |
| Increase/decrease payables and accruals | -245 | 485 |
| Net cash flow from operating activities | 225 | 7 406 |
| Investment in AVA Financial assets | -8 900 | -80 460 |
| Divestment in AVA Financial assets | 65 461 | 97 485 |
| Net divestment/(-investment) trading | - | -13 762 |
| Net cash effect new subsidiaries | - | 267 741 |
| Net cash effect disposal of subsidiaries | - | -156 947 |
| Investement in fixed assets | - | -173 |
| Net cash flow from investing activities | 56 561 | 113 884 |
| Repayments of long term borrowings | -1 000 | -4 000 |
| Dividends paid to non-controlling interests | - | -23 455 |
| Aquisition of own shares | -17 300 | - |
| Share issuance costs | - | -2 |
| Net cash flow from financing activities | -18 300 | -27 457 |
| Net change in cash and cash equivalents | 38 486 | 93 832 |
| Cash and equivalents at beginning of period | 426 606 | 297 729 |
| Net cash in merger at carryover basis | - | 35 106 |
| Net foreign exchange differences (unrealised) | -133 | -62 |
| Cash and equivalents at end of period | 464 959 | 426 606 |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
| Jan-Mar2016 (Unaudited) | ||||||||
|---|---|---|---|---|---|---|---|---|
| NOK 1000 | Issued capital |
Own shares |
Other equity |
Accumulated losses |
Available for sale reserve |
Exchange difference currency translations |
Non controlling interests |
Total |
| Equity as at 1 january 2016 | 286 733 | - | 924 814 | -572 318 | 296 887 | -1 317 | 26 112 | 960 911 |
| Net profit/(-loss) | - | - | - | 9 506 | 846 | 10 352 | ||
| Other comprehensive | ||||||||
| income | - | - | - | -127 390 | -2 312 | -129 702 | ||
| Total comprehensive | ||||||||
| income | - | - | - | 9 506 | -127 390 | -2 312 | 846 | -119 350 |
| Aquired own shares | -7 000 | -10 300 | - | - | - | - | -17 300 | |
| Equity per ending balance | ||||||||
| 31 March 2016 | 286 733 | -7 000 | 914 514 | -562 811 | 169 497 | -3 629 | 26 957 | 824 260 |
| Jan-Dec 2015 (Audited) | ||||||||
| Issued | Own | Other | Accumulated | Available for sale |
Exchange difference |
Non controlling |
||
| NOK 1000 | capital | shares | equity | losses | reserve | translations | interests | Total |
| Equity as at 1 january 2015 | 175 834 | - | 883 696 | -694 519 | - | -2 648 | 24 041 | 386 404 |
| Net profit/(-loss) | - | - | - | 19 859 | - | - | -5 801 | 14 058 |
| Other comprehensive | ||||||||
| income | - | - | - | - | 251 808 | 1 331 | - | 253 139 |
| Total comprehensive | ||||||||
| income | - | - | - | 19 859 | 251 808 | 1 331 | -5 801 | 267 197 |
| Merger 1 january 2015 | 110 899 | - | 41 118 | 94 708 | 45 079 | - | - | 291 803 |
| Shareholders costs | - | - | - | 1 0 |
- | - | - | 1 0 |
| New minority interests | - | - | - | - | - | 177 916 | 177 916 | |
| Aquired from minorities | - | - | - | 7 625 | - | - | -38 075 | -30 450 |
| Dividends to minority | ||||||||
| interests | - | - | - | - | - | - | -23 455 | -23 455 |
| Exit minority interests | - | - | - | - | - | - | -108 513 | -108 513 |
| Equity per ending balance 31 December 2015 |
286 733 | - | 924 814 | -572 318 | 296 887 | -1 317 | 26 112 | 960 911 |
NOTE 1 – BASIS FOR PREPARATION
The Company's condensed interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as approved by the EU and requirements in the Norwegian Securities Trading Act. This condensed interim financial statement for the third quarter is adopted by the Board of Directors on 26 May 2016.
The accounting policies adopted in the preparation of the condensed interim financial statements are consistent with those presented in the Annual Report of 2015. Available for sale financial assets are measured at fair value. Changes in fair value are booked as other comprehensive income provided that no impairment is present.
Foreign currency
The financial statements are presented in NOK. NOK is also the functional currency for all the companies in the Group as of 1 January 2013.
NOTE 2 – OPERATING SEGMENTS
The management monitors the net income from investments in financial assets and liabilities, and the revenues from lease and operation of property on a separate basis.
| Segment information | Jan-Mar 2016 | Jan-Mar 2015 | Jan-Dec 2015 |
|---|---|---|---|
| NOK 1000 | |||
| Net income financial assets | 10 794 | 2 680 | -27 677 |
| Revenues from lease and operation of property | 5 384 | 5 836 | 18 032 |
| Other income | 300 | - | 1 993 |
NOTE 3 – ASSOCIATES
| NOK 1000 | SD Standard Drilling Plc | ||
|---|---|---|---|
| Carrying amount, 31 December 2015 | 38 143 | ||
| Share of profit companies jan-mar 2016 | -583 | ||
| Currency exchange differences | -2 312 | ||
| Carrying amount, 31 March 2016 | 35 248 |
NOTE 4 – AVAILABLE-FOR-SALE FINANCIAL ASSETS
| 31 Mar 2016 31 Dec 2015 | |||
|---|---|---|---|
| NOK 1000 | |||
| At 1 January | 461 908 | 53 158 | |
| Additions | 8 900 | 80 460 | |
| Assets received through merger and demerger | - | 219 607 | |
| Currency translations | - | 9 | |
| Impairment | - | -18 488 | |
| Increase/(Decrease) in value recognized as other comprehensive income | -127 390 | 251 808 | |
| Reclassified as subsidiaries | - | -53 158 | |
| Reclassified from associates | - | 21 423 | |
| Disposals | -54 668 | -92 911 | |
| Total | 288 751 | 461 908 | |
| Avaliable-for-sale financial assets include the following: | |||
| Fair value hierarchy | 31 Mar 2016 31 Dec 2015 | ||
| Listed shares | Level 1 | 288 751 | 461 908 |
Total 288 751 461 908
| The entire change in available-for-sale financial assets during the quarter relates to financial instruments that fall within the level | ||
|---|---|---|
| 1 category of the fair value hierarchy. The fair value hierarchy is described below. |
Fair value hierarchy
The group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:
- Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.
- Level 2: other techniques for which all inputs that have a significant effect on the recorded fair value are observable, either directly or indirectly.
- Level 3: techniques that use inputs that have a significant effect on the recorded fair value that are not based on observable market data, for example discounted cash flow technique.
The financial assets are denominated in NOK and are measured at fair value. Listed shares are valued at values quoted in active markets as of 31 March 2016. No impairment of financial assets has been recognized trough the income statement in 2016.
NOTE 5 – FIXED ASSETS
| Machinery & | Capitalized costs - work in |
||||
|---|---|---|---|---|---|
| Bulidings | equipement | progress | Land | Total | |
| 2016 | |||||
| NOK 1000 | |||||
| Aquisition cost, opening balance 01.01.16 | 91 529 | 4 319 | 3 8 |
199 | 96 084 |
| Acquisitions during the period | - | - | - | - | - |
| Diposals during the period | - | - | - | - | - |
| Aquisition cost at 31.03.16 | 91 529 | 4 319 | 3 8 |
199 | 96 084 |
| Accumulated depreciation, opening balance | |||||
| 01.01.16 | -3 182 | -796 | - | - | -3 978 |
| Depreciation | -637 | -93 | - | - | -730 |
| Accumulated depreciation disposed assets | - | - | - | - | - |
| Accumulated depreciation at 31.03.16 | -3 819 | -889 | - | - | -4 708 |
| Net book value at 31.03.16 | 87 709 | 3 430 | 3 8 |
199 | 91 376 |
| Capitalized | |||||
|---|---|---|---|---|---|
| Machinery & | costs - work in | ||||
| Bulidings | equipement | progress | Land | Total | |
| 2015 | |||||
| NOK 1000 | |||||
| Aquisition cost, opening balance 01.01.15 | 91 529 | 4 146 | 3 8 |
199 | 95 911 |
| Acquisitions during the period | - | 189 | - | - | 189 |
| Diposals during the period | - | -16 | - | - | -16 |
| Aquisition cost at 31.12.15 | 91 529 | 4 319 | 3 8 |
199 | 96 084 |
| Accumulated depreciation, opening balance | |||||
| 01.01.15 | -923 | -423 | - | - | -1 347 |
| Depreciation | -2 259 | -380 | - | - | -2 639 |
| Accumulated depreciation disposed assets | - | 8 | - | - | 8 |
| Accumulated depreciation at 31.12.15 | -3 182 | -796 | - | - | -3 978 |
| Net book value at 31.12.15 | 88 347 | 3 523 | 3 8 |
199 | 92 107 |
NOTE 6 – 20 LARGEST INVESTORS
| Of | ||
|---|---|---|
| Of total | outstanding | |
| 04.04.2016 NAME | shares | shares |
| 1 SPETALEN ØYSTEIN STRAY ** | 60,28 % | 61,79 % |
| 2 ALLUM HOLDING AS* * | 14,47 % | 14,83 % |
| 3 GROSS MANAGEMENT AS | 4,52 % | 4,63 % |
| 4 SAGA TANKERS ASA* | 2,44 % | N/A |
| 5 AS FERNCLIFF** | 2,17 % | 2,23 % |
| 6 BAKKEN BJØRN | 1,45 % | 1,48 % |
| 7 UTHALDEN A/S | 1,36 % | 1,39 % |
| 8 PARK LANE FAMILY OFFICE AS | 1,05 % | 1,08 % |
| 9 APOLLO ASSET LIMITED | 1,05 % | 1,07 % |
| 1 0 IKDAHL ØYSTEIN |
0,90 % | 0,92 % |
| 1 1 WIECO AS |
0,89 % | 0,91 % |
| 1 2 HIGH SEAS AS |
0,78 % | 0,80 % |
| 1 3 BRÆNDEN BJØRN HÅVARD |
0,73 % | 0,74 % |
| 1 4 DEUTSCHE BANK AG |
0,62 % | 0,63 % |
| 1 5 KLAVENES KÅRE |
0,59 % | 0,60 % |
| 1 6 VIRIK TERJE |
0,55 % | 0,57 % |
| 1 7 KRISTIAN HODNE AS |
0,52 % | 0,54 % |
| 1 8 OLSEN BJØRN |
0,42 % | 0,43 % |
| 1 9 BHB CAPITAL MANAGEMENT AS |
0,39 % | 0,40 % |
| 2 0 MORGAN STANLEY & CO. INTERNATIONAL |
0,36 % | 0,37 % |
| Total | 95,54 % | 95,43 % |
*The Group holds 7,000,000 treasury shares, making it the fourth largest shareholders. These shares are excluded from number of outstanding shares.
** Controlled by board member Øystein Stray Spetalen, representing 78.85 % of outstanding shares.
SAGA TANKERS ASA Sjølyst Plass 2 0278 Oslo
INVESTOR RELATIONS Phone: +47 23 01 49 14 e-mail: [email protected]
www.sagatankers.com