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Seadrill Limited — Interim / Quarterly Report 2016
May 26, 2016
9186_rns_2016-05-26_31c78795-c0b9-4b86-b595-302b177935de.pdf
Interim / Quarterly Report
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SEVAN DRILLING LIMITED
INTERIM FINANCIAL REPORT FIRST QUARTER 2016
Highlights First Quarter 2016
- Operating revenue in Q1 2016 was USD 52.8 million (Q1 2015 USD 83.1 million).
- EBITDA in Q1 2016 was USD 12.7 million (Q1 2015 USD 38.3 million).
- Net loss in Q1 2016 was USD 20.4 million (Q1 2015 profit of USD 2.2 million).
- On March 30, 2016 the Company announced the Sevan Driller contract with Petrobras was terminated effective December 1, 2015 and the Sevan Brasil contract with Petrobras was amended to a day rate of USD 250,000, effective February 26, 2016 through the remainder of its term to July 2018.
- On March 30, 2016 the Company announced the Sevan Driller was awarded a contract with Shell for 60 days with two 30 day options to perform non-drilling services in Brazil. The contract commenced May 19, 2016.
Subsequent Events
- On April, 14 2016 Sevan Developer exercised the second six-month option of the delivery deferral agreement with Cosco Shipyard, which extends the deferral period to 15 October 2016.
- On April 29, 2016 the Company announced extension of the revolving credit facility to December 31, 2017 and amendments to certain covenants in its bank facility.
| Unaudited figures in USD million, except where noted | Q1 2016 | Q4 2015 | Q1 2015 |
|---|---|---|---|
| Operating revenue | 52.8 | 85.9 | 83.1 |
| (1) EBITDA |
12.7 | 36.9 | 38.3 |
| Operating (loss)/profit | (4.7) | (178.1) | 19.8 |
| Net financial items | (16.8) | (15.0) | (17.4) |
| Net (loss)/profit | (20.4) | (194.1) | 2.2 |
| EPS - basic and diluted (USD) | (0.69) | (6.53) | 0.00 |
| Company performance: | |||
| Available days (2) | 276 | 276 | 270 |
| Technical Utilization (3) | 93.9% | 98.7% | 82.5% |
| Economic Utilization (4) | 83.4% | 91.1% | 81.7% |
- (1) EBITDA equals net profit/loss adding back net financial items, tax income/expense, depreciation and amortization expense and impairment expense
- (2) Available Days are the total number of operating rig calendar days in the period. A rig is operating when accepted by the customer.
- (3) Technical Utilization is the actual number of revenue earning days divided by Available Days. A revenue earning day is defined as a day on which a rig earns its day rate after commencement of operations.
- (4) Economic Utilization is operating revenue divided by total potential charter revenue for the period.
Financial performance summary
For the three months ended March 31, 2016
Operating revenue
Operating revenue was USD 52.8 million compared to USD 83.1 million in Q1 2015. The revenue decrease is explained by the Sevan Driller contract termination December 1, 2015, the reduced rate on the Sevan Brasil offset by rate efficiencies on the Sevan Brasil and Sevan Louisiana during the quarter. The Sevan Louisiana achieved a Q1 2016 technical utilization of 96.9% (80.8% in Q1 2015), and Sevan Brasil technical utilization was 90.8% (71.8% in Q1 2015).
Operating expenses
Total operating expense was USD 57.5 million compared to USD 63.3 million in Q1 2015. Vessel operating expenses were USD 33.7 million compared to USD 40.8 million in Q1 2015. The decrease is mainly attributable to lower operating costs from the Sevan Driller being idle and continued cost savings initiatives across the fleet. General and administrative costs were USD 5.6 million compared to USD 4.1 million in Q1 2015, the increase is related to additional corporate activities part of which are reflected through higher costs from external advisors and in management services. Depreciation expenses were USD 17.4 million compared to USD 18.5 million in Q1 2015.
Net financial items
Net financial items amounted to USD 16.8 million in Q1 2016 compared to USD 17.4 million in Q1 2015. Interest and commitment fees on the Revolving Credit Facility ("RCF") with Seadrill decreased by USD 0.3 million. Interest expenses on the secured bank loan facility increased by USD 0.1 million.
Net loss for Q1 2016 was USD 20.4 million compared to a net profit of USD 2.2 million in Q1 2015.
Balance sheet
Cash and cash equivalents amounted to USD 36.1 million as of March 31, 2016 compared to USD 42.4 million as of December 31, 2015. During Q1 2016, interest and principal payments under the debt facility and RCF were USD 11.5 million and USD 35.0 million, respectively. As of March 31, 2016, USD 200.0 million was drawn on the RCF.
At March 31, 2016 trade receivables were USD 66.5 million, including USD 34.1 million of receivables related to administrative delays from the import authorities in Brazil for the Sevan Driller. The full balance was collected in April 2016.
Sevan Drilling Limited ("Sevan Drilling") is preparing its accounts on the assumption that the company is a going concern. Liquidity remains sensitive to performance of the rigs under their contracts, the continued availability of the RCF and other market conditions.
Operations performance summary
In Q1 2016, the Sevan Drilling rigs achieved technical utilization of 93.9% and economic utilization of 83.4%. The Sevan Brasil achieved technical utilization of 90.8% working for Petroleo Brasileiro S.A. ("Petrobras") in Brazil. The contract day rate was reduced to USD 250,000 per day effective from February 26, 2016.
The Sevan Louisiana achieved 96.9% working for LLOG Bluewater Holdings LLC ("LLOG"). In April 2016, LLOG cancelled the 365 day extension that was previously agreed in November 2014.
The Sevan Driller remained idle for the quarter with reduced staffing and operating costs. The Sevan Driller has been awarded a well intervention contract by Shell in Brazil for 60 days with two 30 day options commencing May 19, 2016.
The Sevan Developer remained ready for delivery (warm stacked) at the Cosco shipyard in China. In April 2016, the second six-month option period to extend the deferral period to October 15, 2016 was exercised. The final delivery instalment has been amended to \$473.4 million, representing 90% of the \$526.0 million contract price. In Q1 2016 Cosco has refunded 5%, or \$26.3 million, of the contract value plus interest. Sevan Developer remains in China at the Cosco Shipyard and the Company continues marketing the rig for an acceptable drilling contract where financing can be obtained to allow delivery.
At May 25, 2016 the fleet's contracted backlog revenue is USD 323 million, excluding option and extension periods.
Other items
During the second quarter of 2015, Sevan Drilling initiated an internal investigation regarding activities involving an agent under the Company's drilling contracts with Petrobras in Brazil. These contracts were entered into prior to the separation from the Sevan Marine Group and the subsequent listing in May 2011. The Company continues its investigation into the activities dating back to the separation from Sevan Marine. Reference is made to Note 10 of the interim financial statements for further details.
Outlook
As a result of the decline in oil prices and reductions in oil company expenditures, the offshore drilling market is currently entering its third year of a downturn. Rig owners continue to bid extremely competitively for available work and the focus has been on rig utilization rather then returns.
Contracting activity, including blend and extend deals, have slowed and more rigs have become available through early terminations as rig demand has softened. More scrapping of older rigs has occurred in this last quarter, however the pace of scrapping has not offset the oversupplied rig market and day rates continue to be depressed. Sevan Drilling's long-term outlook is that a rebalancing of the market will occur as field production declines from lowered activities, however visibility of the timing and the extent of a recovery remain uncertain.
In March, the Company concluded extended commercial negotiations with Petrobras that began in mid-2015. It was mutually agreed to early terminate the Sevan Driller contract and lower the day rate of the Sevan Brasil. This was the preferred alternative to potentially having both contracts terminated and exposing the Company to a protracted legal challenge with an uncertain outcome. With the Sevan Driller being available earlier, short-term employment with Shell was secured and the Sevan Driller commenced operations in May 2016.
The Sevan Developer delivery deferral period was extended in April 2016 by six months to October 2016 and 5% of the contract price, USD 26.3 million, and other associated costs was refunded. While the current market conditions are not indicating demand for additional rig capacity, this extension provides the Company with the ability to take delivery when an acceptable contract can be obtained in addition to improving its financial condition.
The Company recently extended the revolving credit facility with Seadrill to December 2017 and amended certain financial covenants measured at the Seadrill consolidated level. These amendments are part of a broader package of measures Seadrill Limited, our majority shareholder, is undertaking to refinance and recapitalize the business.
By resetting a number of covenants and removing the risk of facility pre-payments related to declining rig values, a more stable platform was established to pursue and conclude negotiations with stakeholders. The Board is pleased with the support shown by the banking group and Seadrill Limited, and continue to make progress on negotiating a broader package of measures intended to significantly improve liquidity and bridge us to a recovery in the sector.
26 May 2016 The Board of Directors Sevan Drilling Limited Hamilton, Bermuda
Questions should be directed to Sevan Drilling Management AS represented by: Scott McReaken, Chief Executive Officer
Interim and Preliminary 2016 financial statements
Consolidated Statement of profit of loss
| Three months ended March 31, | ||||
|---|---|---|---|---|
| Unaudited figures in USD million | Note | 2016 | 2015 | |
| Operating revenue | 52.8 | 83.1 | ||
| Operating expense | (33.7) | (40.8) | ||
| General & administrative expense | (5.6) | (4.1) | ||
| Depreciation and amortization | 4 | (17.4) | (18.5) | |
| Foreign exchange (loss)/gain related to operations | (0.8) | 0.1 | ||
| Total operating expense | (57.5) | (63.3) | ||
| Operating (loss)/profit | (4.7) | 19.8 | ||
| Financial expense | 5 | (16.8) | (17.4) | |
| Net financial items | (16.8) | (17.4) | ||
| (Loss)/profit before tax | (21.5) | 2.4 | ||
| Tax credit/(expense) | 1.1 | (0.2) | ||
| Net (loss)/profit | (20.4) | 2.2 | ||
| Attributable to: | ||||
| Equity holders of the Company | (20.4) | 2.2 | ||
Earnings per share for (loss)/profit attributable to the equity holders of the Company during the period (USD per share):
| Basic and diluted | (0.69) | 0.00 |
|---|---|---|
| ------------------- | -------- | ------ |
Consolidated Statement of Comprehensive Income
| Three months ended March 31, | |||
|---|---|---|---|
| Unaudited figures in USD million | Note | 2016 | 2015 |
| Net Loss | (20.4) | 2.2 | |
| Items that may be reclassified to profit or loss | |||
| Foreign currency translation | — | (0.1) | |
| Income tax relating to these items | — | — | |
| Total Comprehensive Loss | (20.4) | 2.1 | |
| Attributable to: | |||
| Equity holders of the Company | (20.4) | 2.1 |
Interim financial statements (continued)
| Consolidated Balance Sheet | |||
|---|---|---|---|
| Unaudited figures in USD million | Note | As at 31 March 2016 |
As at 31 December 2015 |
| ASSETS | |||
| Drilling rigs | 4 | 1,550.7 | 1,565.5 |
| Other fixed assets | 4 | 0.6 | 0.6 |
| Other non-current assets | 6 | 4.7 | 14.7 |
| Total non-current assets | 1,556.0 | 1,580.8 | |
| Inventories | 50.8 | 51.3 | |
| Trade and other receivables | 7 | 86.9 | 79.2 |
| Cash and cash equivalents | 36.1 | 42.4 | |
| Total current assets | 173.8 | 172.9 | |
| Total assets | 1,729.8 | 1,753.7 | |
| EQUITY | |||
| Share capital | 1 | 3.0 | 3.0 |
| Share premium | 713.5 | 713.5 | |
| Other equity | (331.0) | (310.6) | |
| Total equity | 385.5 | 405.9 | |
| LIABILITIES | |||
| Non-current portion of bank borrowings | 5 | 904.0 | 937.7 |
| Other non-current liabilities | 0.3 | 1.7 | |
| Total non-current liabilities | 904.3 | 939.4 | |
| Trade and other payables | 32.1 | 38.0 | |
| Current portion of bank borrowings | 5 | 134.8 | 134.6 |
| Current portion of loan from related party | 5 | 200.0 | 170.0 |
| Other current liabilities | 8,9 | 73.1 | 65.8 |
| Total current liabilities | 440.0 | 408.4 | |
| Total liabilities | 1,344.3 | 1,347.8 | |
| Total equity and liabilities | 1,729.8 | 1,753.7 |
Interim financial statements (continued)
Consolidated Statement of Changes in Equity
| Unaudited figures in USD million |
Share Capital |
Share Premium |
General Reserve |
Equity Settled Employee Benefits Reserve |
Retained Earnings |
Total Equity |
|---|---|---|---|---|---|---|
| Equity as at 1 January 2015 | 108.6 | 666.0 | 280.0 | 2.4 | (499.3) | 557.7 |
| Net loss | — | — | — | — | 2.2 | 2.2 |
| Foreign currency translation | — | — | — | — | (0.1) | (0.1) |
| Equity as at 31 March 2015 | 108.6 | 666.0 | 280.0 | 2.4 | (497.2) | 559.8 |
| Equity as at 1 January 2016 | 3.0 | 713.5 | — | 2.4 | (313.0) | 405.9 |
| Net loss | — | — | — | — | (20.4) | (20.4) |
| Equity as at 31 March 2016 | 3.0 | 713.5 | — | 2.4 | (333.4) | 385.5 |
Interim financial statements (continued)
Consolidated Cash Flow Statement
| Unaudited figures in USD million | Note | Three months ended March 31, 2016 |
Three months ended March 31, 2015 |
|---|---|---|---|
| Cash flows from operating activities | |||
| Cash from operations | 11.9 | 37.0 | |
| Interest paid | 5 | (11.5) | (11.3) |
| Net cash generated from operating activities | 0.4 | 25.7 | |
| Cash flows from investment activities | |||
| Purchases of property, plant and equipment and other non current assets |
(2.2) | (6.6) | |
| Net cash flow used in investment activities | (2.2) | (6.6) | |
| Cash flows from financing activities | |||
| Proceeds from interest-bearing debt | 5 | 30.0 | 25.0 |
| Repayment of interest-bearing debt | 5 | (35.0) | (35.0) |
| Net cash flow generated used in financing activities | (5.0) | (10.0) | |
| Net cash flow for the period | (6.8) | 9.1 | |
| Foreign Exchange on Cash and Cash Equivalents | 0.5 | — | |
| Cash balance at beginning of period | 42.4 | 30.2 | |
| Cash balance at end of period | 36.1 | 39.3 | |
Notes to the Interim and Preliminary 2016 financial statements
Note 1 - Organization and basis of preparation
General information - Sevan Drilling ASA and Sevan Drilling Limited
Sevan Drilling Limited (the "Company") and its subsidiaries (the Company and the subsidiaries collectively referred to as the "Group") is an international offshore drilling contractor specializing in the ultra-deepwater segment.
Sevan Drilling Limited was incorporated in Bermuda under the Companies Act on 20 December 2013 as an exempted company limited by shares. Its shares of common stock have been listed under the symbol "SEVDR" on the Oslo Stock Exchange (Oslo Børs).
The Group has three ultra-deepwater drilling rigs in operation (the Sevan Driller, Sevan Brasil, and Sevan Louisiana) and a fourth (the Sevan Developer) waiting delivery. Sevan Brasil is operating under a six-year contract with Petrobras in Brazil expiring in July 2018. Sevan Driller has been awarded a well intervention contract with Shell do Brasil for 60 days with two 30 day options, which commenced in May 2016. Sevan Louisiana is operating under a three-year contract with LLOG Bluewater Holding LLC ("LLOG") which was extended 365 days in November 2014, cancellable until May 2016. In April 2016, LLOG exercised its right to cancel the contract extension. The delivery date of Sevan Developer has been deferred until 15 October 2016, following agreements concluded in Q4 2014 and recently amended in April 2016. The delivery can be extended for up to two additional periods of six months at the Group's option up to October 2017.
Basis of preparation
The consolidated financial statements include the assets and liabilities of the Company, its majority owned and controlled subsidiaries. All intercompany balances and transactions have been eliminated on consolidation. Sevan Drilling ASA, the previous parent company of the group, remains consolidated as the Migration is deemed to be transaction under common control and post migration the net assets and operations are a continuation of the existing group.
These consolidated financial statements as at and for the three months ended March 31, 2016 (the "Interim Financial Statements") have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting. They do not include all disclosures that would be required in a complete set of financial statements and should be read in conjunction with the 2015 Annual Report.
The Interim Financial Statements have been prepared on a historical cost basis. The Group's financial instruments consist of cash, trade receivables, trade payables, and bank borrowings measured at amortized cost with variable interest rates. Management believes that the carrying value, excluding financing fees, approximates fair value for all the Group's financial instruments.
The accounting policies adopted in the preparation of the Interim Financial Statements are consistent with those followed in the preparation of the 2015 Annual Report. The Interim Financial Statements are unaudited and were approved by the Board of Directors on 26 May 2016.
Note 2 - Results of the interim period
During the three months ending March 31, 2016, the Group earned USD 52.8 million of revenue from the operation of Sevan Brasil in Brazil and Sevan Louisiana in the US Gulf of Mexico.
Total operating expenses for Q1 2016 were USD 57.5 million. Vessel operating expenses in Q1 2016 amounted to USD 33.7 million, which result from rigs operating under contracts and non-capital expenses related to precommencement. General and administrative costs were USD 5.6 million and depreciation and amortization were USD 17.4 million.
As the Group's revenue and operating expenses are based on contractual day rates, the Group is not exposed to significant fluctuations in revenue and expense as a result of seasonality or cyclicality.
Net financial items in Q1 2016 amounted to USD 16.8 million and included amortization of deferred financing costs, interest expense, and commitment and guarantee fees. The Group performed its obligations under its bank facility and the RCF in Q1 2016.
The Group drew USD 30.0 million under the RCF in Q1 2016, and repaid USD 35 million of principal on the current bank facility during the period. The closing cash and cash equivalents were USD 36.1 million at March 31, 2016.
Note 3 - Segment information
Basis of segmentation
The Board of Directors of the Company, which is identified as the chief operating decision maker in the Group ("CODM"), aggregates the rigs into a single reporting unit representing the fleet as a whole.
The CODM evaluates the operating results of each rig but is primarily focused on the results of the overall fleet with a focus on several key metrics at the Group level, including revenue, operating profit, EBITDAand utilization rates.
Note 4 - Property, plant and equipment
The rigs are aggregated for reporting purposes as they all provide the same service, have the same production process, are marketed to the same customer base, are based on the same design/ use the same methods to provide their services and operate in the same regulatory environment. The rigs form a single global fleet and each rig can be redeployed to other locations based on demand.
| Property, Plant and Equipment | |||||
|---|---|---|---|---|---|
| Unaudited figures in USD million | Construction in process (CIP) |
Units in operation (UIO) |
Drilling rigs |
Other fixed assets |
Total fixed assets |
| As at 31 December 2015 | |||||
| Cost | 95.2 | 2,037.1 | 2,132.3 | 9.7 | 2,142.0 |
| Accumulated impairment | — | (298.1) | (298.1) | — | (298.1) |
| Accumulated depreciation | — | (268.7) | (268.7) | (9.1) | (277.8) |
| Net book value | 95.2 | 1,470.3 | 1,565.5 | 0.6 | 1,566.1 |
| As at 31 March 2016 | |||||
| Cost | 95.2 | 2,039.6 | 2,134.8 | 9.8 | 2,144.6 |
| Accumulated impairment | — | (298.1) | (298.1) | — | (298.1) |
| Accumulated depreciation | — | (286.0) | (286.0) | (9.2) | (295.2) |
| Net book value | 95.2 | 1,455.5 | 1,550.7 | 0.6 | 1,551.3 |
| Three months ended March 31, 2016 | |||||
| Beginning net book value | 95.2 | 1,470.3 | 1,565.5 | 0.6 | 1,566.1 |
| Additions | — | 2.5 | 2.5 | 0.1 | 2.6 |
| Refund from yard | — | — | — | — | — |
| Disposals | — | — | — | — | — |
| Depreciation charge | — | (17.3) | (17.3) | (0.1) | (17.4) |
| Impairment | — | — | — | — | — |
| Ending net book value | 95.2 | 1,455.5 | 1,550.7 | 0.6 | 1,551.3 |
The closing net book values of the Company's drilling units were as follows:
| Unaudited figures in USD million | As at 31 March 2016 |
As at 31 December 2015 |
|---|---|---|
| Rig net book value | ||
| Sevan Driller | 405.1 | 408.0 |
| Sevan Brasil | 506.9 | 511.6 |
| Sevan Louisiana | 543.5 | 550.7 |
| Sevan Developer | 95.2 | 95.2 |
| Total | 1,550.7 | 1,565.5 |
Sevan Developer - construction in progress
No capitalization of borrowing costs were included in the additions to CIP during Q1 2016 due to the completion of construction of the Sevan Developer.
At March 31, 2015 the final delivery installment was USD 447.1 million. In October 2014, the Group entered an agreement with Cosco to defer the delivery date for 12 months with options to extend the date for subsequent periods of 6 months until October 2017. At the end of the deferral period and if options to extend are not exercised, the construction contract will terminate and the USD 78.9 million initial investment will be refunded and the investment impaired. Refund guarantees have been provided for the full deferral period. Delivery will occur if and when a contract that can support financing of the final delivery instalment is secured.
In April 2016, the Sevan Developer deferral agreement was extended to October, 15 2016 and as part of the extension USD 26.3 million was refunded and the delivery instalment was amended to USD 473.4 million.
Sevan Drilling Rig VI Pte Ltd has the option to cancel the construction contract on each of the deferred delivery dates. Cosco will, in such case, refund the instalments paid under the construction contract. Cosco provided Sevan Drilling Rig VI Pte Ltd security through bank refund guarantees, effective for the 36 month potential deferral period beginning in October 2014.
Sevan Developer will remain in China at the Cosco Shipyard and the Company will continue marketing the rig for an acceptable drilling contract where financing can be obtained to allow delivery.
Impairment Analysis
The Company reviews the carrying amounts of its tangible assets at the end of each reporting period to determine whether there is any indication that those assets may be impaired. The net asset value of the Group exceeded its market capitalization as at March 31, 2016. This is identified as an indicator of impairment of assets. As a result, each of the Group's rigs was, as of March 31, 2016, identified as a cash-generating unit and tested for impairment.
The recoverable values of the rigs were calculated using an income method discounted cash flow. The key assumptions applied for the purpose of impairment testing of rigs in operation include a discount rate and expected future cash flows. To discount the future cash flows, management used a post-tax weighted average cost of capital (WACC) of 10%. Estimated future cash flows are based on the Group's five-year forecast and utilize several assumptions including forecasted operational expense, operational taxes, utilization and day rates. Day rates are based on current contract amounts for the remaining contract term and expected market rates in the rigs' recontract years for forecasts beyond the contracted periods. The Company has assumed long-term day rates based on cyclical averages, but no growth above these expected market rates has been assumed for the remainder of the rig lives beyond the forecast period. No impairment has been recognised as at March 31, 2016.
Based on sensitivity analyses performed, the Company believes that reasonable movements in the key assumptions may result in the recognition of an impairment loss. Thus there is a possibility the Group may recognize impairment in future periods if the facts underlying the key assumptions change over the coming year. An increase in the WACC of 100 basis points to 11% would increase the impairment by approximately USD 60.5 million, and a reduction of expected market rates in the re-contract years of 10%would increase the impairment by approximately USD 24.2 million over the whole fleet.
Note 5 - Financing activities
In October 2013, the Group entered into a USD 1,750 million secured bank loan facility with ING as agent for a syndicate of lenders. The facility was composed of a USD 350 million export credit facility provided by GIEK and a USD 1,400 million commercial facility provided by a syndicate of several commercial banks. The commercial facility had two tranches. Tranche A in the amount of USD 1,400 million (USD 200 million GIEK and USD 1,200 million commercial) and Tranche B in the amount of USD 350 million (USD 150 million GIEK and USD 200 million commercial).
Tranche A was drawn in October 2013 and used to, inter alia, refinance existing debt at the time. Tranche B was intended to be used to finance the delivery instalment for Sevan Developer, and was cancelled in Q4 2014 as a consequence of the agreement made with Cosco to defer delivery of Sevan Developer. Upon delivery, new financing will have to be secured to cover the final instalment. The availability of such financing is expected to depend on a satisfactory drilling contract having been secured for Sevan Developer and lending capacity at the time.
The GIEK tranche is extended to September 2023 and incurs interest on the amounts outstanding at a rate of LIBOR + 2.5%, payable quarterly in arrears. The commercial tranche matures in September 2018 and incurs interest on the amounts outstanding at a rate of LIBOR + 2.9%, payable quarterly in arrears.
The Company's bank facility is guaranteed by Seadrill at a cost of 1.0% per annum on amounts drawn.
Effective 29 December 2014, the Revolving Credit Facility ("RCF") with Seadrill was increased to USD 300 million. The RCF is secured with second priority in the Group's assets and incurs interest on drawn amounts at a rate of LIBOR + 6.0% (+5.5% previously), payable quarterly in arrears. There is a commitment fee of 2.4% (2.2% previously) per annum on the undrawn balance of the RCF.
On 28 April 2016, the RCF maturity was extended to 31 December 2017. There are no changes to other terms of the RCF under the extension.
| Financing Activities | ||||||
|---|---|---|---|---|---|---|
| Unaudited figures in USD million | GIEK Tranche |
Commercial Tranche |
Loan fees |
Total bank facility |
RCF with Seadrill |
Total |
| As at 31 December 2015 | ||||||
| Principal outstanding | 151.3 | 933.6 | (12.6) | 1,072.3 | 170.0 | 1,242.3 |
| Current portion | 21.7 | 118.3 | (5.4) | 134.6 | 170.0 | 304.6 |
| Non-current portion | 129.6 | 815.3 | (7.2) | 937.7 | — | 937.7 |
| Undrawn facility (available for utilization) | — | — | — | — | 130.0 | 130.0 |
| Three months ended March 31, 2016 | ||||||
| Additional drawdowns | — | — | — | — | 30.0 | 30.0 |
| Amortization of deferred financing costs1 | 1.5 | 1.5 | 1.5 | |||
| Principal repayments | 5.4 | 29.6 | — | 35.0 | — | 35.0 |
| Interest payments | 0.6 | 8.9 | — | 9.5 | 2.0 | 11.5 |
| As at 31 March 2016 | ||||||
| Principal outstanding | 145.9 | 904.0 | (11.1) | 1,038.8 | 200.0 | 1,238.8 |
| Current portion | 21.7 | 118.3 | (5.2) | 134.8 | 200.0 | 334.8 |
| Non-current portion | 124.2 | 785.7 | (5.9) | 904.0 | — | 904.0 |
| Undrawn facility (available for utilization) | — | — | — | — | 100.0 | 100.0 |
1Deferred financing costs were recognized on the bank facility as a whole and not allocated to the individual tranches
| Three months ended March 31, | |||
|---|---|---|---|
| Unaudited figures in USD million | 2016 | 2015 | |
| Financial expense | |||
| Interest expense | 9.6 | 9.5 | |
| Amortization of finance fees | 1.5 | 1.9 | |
| Interest on RCF, commitment and guarantee fees to Seadrill | 5.7 | 6.0 | |
| Total | 16.8 | 17.4 |
Note 6 - Other non-current assets
| Unaudited figures in USD million | As at 31 March 2016 |
As at 31 December 2015 |
|---|---|---|
| Net late delivery penalties | 0.5 | 1.4 |
| Net mobilization expense | 1.9 | 12.2 |
| Other non-current assets | 2.3 | 1.1 |
| Total | 4.7 | 14.7 |
Note 7 - Trade and other receivables
| Unaudited figures in USD million | As at 31 March 2016 |
As at 31 December 2015 |
|---|---|---|
| Trade receivables | 66.5 | 67.3 |
| Other receivables | 20.4 | 11.9 |
| Total | 86.9 | 79.2 |
Note 8 - Other current liabilities
| Unaudited figures in USD million | As at 31 March 2016 |
As at 31 December 2015 |
|---|---|---|
| Income and gross revenue tax payable | 0.2 | 0.2 |
| Other taxes payable | 6.1 | 6.0 |
| Related party payable (Note 9) | 49.5 | 45.3 |
| Other current liabilities | 17.3 | 14.3 |
| Total | 73.1 | 65.8 |
Note 9 - Related party activities
Balances and transactions between the entities within the Group have been eliminated on consolidation and are not disclosed in this note. Details of transactions between the Group and other related parties are disclosed below.
Seadrill has guaranteed the bank facility referred to in Note 5. Seadrill is also providing the RCF (in the amount of USD 300 million) of which USD 200 million was outstanding as of March 31, 2016. Seadrill charged the Group interest on the RCF and guarantee and commitment fees in a total amount of USD 5.7 million and USD 5.7 million during the three months ended March 31, 2016 respectively.
As a consequence of being responsible for the day-to-day operation of the Group's rigs, Seadrill entities incur direct costs on behalf of the Group. Seadrill also provides management support and administrative services to the Group. The total fees charged for operating and management services were USD 6.7 million for the three months ended March 31, 2016.
The Group had a total current liability (including the commitment, guarantee and management fees mentioned above) of USD 49.5 million to Seadrill as at March 31, 2016 (compared to USD 45.3 million as at December 31, 2015).
Effective 17 August 2015, Sevan Drilling Management AS seconded Scott McReaken to North Atlantic Management AS on a part time basis assigned to the position of Chief Financial Officer which includes the provision of such services to North Atlantic Drilling Ltd. The Group has a total current liability with North Atlantic Drilling of USD 0.4 million. Total charges in the year were USD 0.2 million.
Note 10 - Contingencies
In 2011, Sevan Drilling was separated out from the 100% ownership of Sevan Marine ASA and listed separately on the Oslo Stock Exchange. On October 16, 2015, Sevan Marine ASA issued an Oslo Stock Exchange notice advising that its Board had received a report from external counsel it had engaged to investigate allegations of improper conduct related to historical contracts with Petrobras. Sevan Marine handed over the report to the Norwegian National Authority for Investigation and Prosecution of Economic and Environmental Crime ("ØKOKRIM"). The report concluded that it was more likely than not that illegal conduct had occurred, in the form of improper payments to obtain business, when Petrobras awarded contracts to subsidiaries of Sevan Marine ASA between 2005-2008.
Against this background, the Company reports that Sevan Drilling ASAhas been accused of breaches of Sections 276 a and 276 b of the Norwegian Criminal Code in respect of payments made in connection with the performance during 2012 to 2015 of drilling contracts originally awarded by Petrobras to subsidiaries of Sevan Marine ASA in the period between 2005-2008. In connection with the accusation, ØKOKRIM has performed a search and seizure in the Company's offices. The Company is co-operating with the authorities in identifying and making available all documents, which the authorities consider relevant.
The Company has also voluntarily approached the Brazilian authorities with regard to these matters. The Company's own investigation into these matters in ongoing but to date has uncovered no evidence of improper conduct by the Company.
We cannot predict the scope or ultimate outcome of the ØKOKRIM investigation. We also cannot predict whether any other governmental authority will seek to investigate this matter, or if a proceeding were opened, the scope or ultimate outcome of any such investigation. As a result no loss contingency has been recognized in the Company's consolidated financial statements.
Note 11 - Events after balance sheet date
The Group has evaluated subsequent events after the balance sheet date through the date the accompanying Consolidated Financial Statements became available to be issued.
On 14 April 2016 the deferral period was extended to 15 October 2016, and the final delivery instalment was amended to USD 473.4 million, representing 90% of the contract price. In Q2 2016 Cosco refunded USD 26.3 million, representing 5% of the contract price, and other associated costs in May 2016.
On 28 April 2016, the USD 300.0 million RCF with Seadrill was extended to 31 December 2017. There are no changes to other terms of the RCF under the extension.
On 28 April 2016, as part of Seadrill's refinancing efforts, the Company executed an amendment to the covenant contained within its bank credit facility where Seadrill is the guarantor. The amendment, which among other things, amend the equity ratio, leverage ratio, minimum-value-clauses, and minimum liquidity requirements. The covenant amendments are in place until 30 June 2017.