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Sovcomflot

Quarterly Report Mar 31, 2015

6379_10-q_2015-03-31_fa033995-e773-4e64-90b3-14352ed0ded9.pdf

Quarterly Report

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PAO SOVCOMFLOT

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

31 March 2015

Contents

Condensed Consolidated Income Statement 2
Condensed Consolidated Statement of Comprehensive Income 3
Condensed Consolidated Statement of Financial Position 4
Condensed Consolidated Statement of Changes in Equity 5
Condensed Consolidated Statement of Cash Flows 6
Notes to the Condensed Consolidated Financial Statements
1. Organisation, Basis of Preparation and Accounting Policies 7
2. Segment Information 8
3. Fleet 10
4. Vessels Under Construction 11
5. Joint Ventures 11
6. Finance Lease Receivables 11
7. Derivative Financial Instruments 12
8. Trade and Other Receivables 12
9. Cash and Bank Deposits 12
10. Non-Current Assets Held for Sale 13
11. Dividends 13
12. Trade and Other Payables 13
13. Secured Bank Loans 13
14. Finance Lease Liabilities 14
15. Other Loans 14
16. Income Taxes 14
17. Financial Risk Management 14
18. Contingent Assets and Liabilities 17
19. Related Party Transactions 17
20. Events After the Reporting Period 17
21. Date of Issue 17

Condensed Consolidated Income Statement For the period ended 31 March 2015

Three months ended Year ended
31/03/2015 31/03/2014 2014
Note \$'000 \$'000 \$'000
Freight and hire revenue 359,022 365,067 1,387,366
Voyage expenses and commissions (69,507) (94,505) (343,390)
Time charter equivalent revenues 289,515 270,562 1,043,976
Direct operating expenses
Vessels' running costs 83,841 86,223 349,116
Charter hire payments 7,283 7,014 52,675
(91,124) (93,237) (401,791)
Net earnings from vessels' trading 198,391 177,325 642,185
Other operating revenues 4,854 7,873 31,907
Other operating expenses (3,053) (5,497) (24,553)
Depreciation, amortisation and impairment (76,507) (73,393) (321,533)
General and administrative expenses (19,907) (23,742) (104,010)
Gain on sale of assets 209 4,347 9,548
Release of allowance for credit losses 66 112 1,848
Release of provision - (52) (52)
Share of profits in equity accounted investments 5,294 3,533 12,874
Operating profit 109,347 90,506 248,214
Other (expenses) / income
Financing costs (34,215) (35,734) (138,325)
Interest income 4,314 3,942 16,672
Other non-operating income 18 26,333 - 3,402
Other non-operating expenses 18 (1,638) (1,584) (8,620)
(Loss) / gain on ineffective hedging instruments 7 (33) 134 442
Gain on derivative financial instruments held for trading 7 - 3,185 6,164
Foreign exchange differences (5,070) (560) (36,970)
Net other expenses (10,309) (30,617) (157,235)
Profit before income taxes 99,038 59,889 90,979
Income tax expense 16 (2,086) (1,743) (7,085)
Profit for the period 96,952 58,146 83,894
Profit attributable to:
Owners of the parent 91,845 55,260 80,058
Non-controlling interests 5,107 2,886 3,836
96,952 58,146 83,894
Earnings per share
Basic earnings per share for the period attributable to equity holders
of the parent \$0.047 \$0.028 \$0.041

Condensed Consolidated Statement of Comprehensive Income For the period ended 31 March 2015

Three months ended Year ended
31/03/2015 31/03/2014 2014
Note \$'000 \$'000 \$'000
Profit for the period 96,952 58,146 83,894
Other comprehensive income:
Share of associates' other comprehensive income (3) (19) (84)
Share of joint ventures' other comprehensive income 5 (1,200) 699 2,703
Exchange differences on translation of foreign operations
Derivative financial instruments recycled and debited to the income
(689) (6,731) (27,954)
statement 7 8,942 6,978 20,081
Fair value movement of derivative financial instruments debited to
other comprehensive income
7 (18,029) (5,925) (23,265)
Other comprehensive income for the period, net of tax to be
reclassified to profit or loss in subsequent periods
(10,979) (4,998) (28,519)
Remeasurement (losses) / gains on retirement benefit obligations (17) 773 1,252
Other comprehensive income, net of tax not to be reclassified to
profit or loss in subsequent periods
(17) 773 1,252
Total other comprehensive income for the period, net of tax (10,996) (4,225) (27,267)
Total comprehensive income for the period 85,956 53,921 56,627
Total comprehensive income attributable to:
Owners of the parent 80,878 51,793 55,819
Non-controlling interests 5,078 2,128 808
85,956 53,921 56,627

The accompanying notes are an integral part of the condensed consolidated financial statements.

Condensed Consolidated Statement of Financial Position – 31 March 2015

Assets
Non-current assets
Fleet
3
5,420,172
5,378,286
5,278,983
Vessels under construction
4
343,683
136,101
237,250
Other property, plant and equipment
71,451
85,096
74,646
Investment property
10,034
15,187
10,341
Other assets under construction
-
9,929
-
Investments in associates
129
1,022
118
Investments in joint ventures
5
85,946
75,270
82,430
Available-for-sale investments
1,012
1,012
1,012
Loans to joint ventures
59,014
65,112
59,942
Finance lease receivables
6
70,361
76,198
71,469
Derivative financial instruments
7
4,523
13,495
7,438
Trade and other receivables
8
17,343
17,670
17,363
Deferred tax assets
4,685
1,374
3,575
6,088,353
5,875,752
5,844,567
Current assets
Inventories
44,647
66,102
45,825
Loans to joint ventures
4,750
6,280
4,750
Trade and other receivables
8
170,482
149,499
161,351
Finance lease receivables
6
4,361
3,790
4,193
Current tax receivable
690
2,228
593
Cash and bank deposits
9
342,561
387,322
284,516
567,491
615,221
501,228
Non-current assets held for sale
10
93,824
60,903
93,163
661,315
676,124
594,391
Total assets
6,749,668
6,551,876
6,438,958
Equity and liabilities
Capital and reserves
Share capital
405,012
405,012
405,012
Reserves
2,676,958
2,601,008
2,596,080
Equity attributable to owners of the parent
3,081,970
3,006,020
3,001,092
Non-controlling interests
161,467
159,173
156,389
Total equity
3,243,437
3,165,193
3,157,481
Non-current liabilities
Secured bank loans
13
1,688,847
1,693,380
1,587,956
Finance lease liabilities
14
181,328
190,938
183,810
Derivative financial instruments
7
42,423
40,256
37,808
Retirement benefit obligations
3,294
5,768
3,390
Other loans
15
887,330
798,215
842,882
Provisions
2,683
5,471
3,244
Deferred tax liabilities
2,141
2,263
1,258
2,808,046
2,736,291
2,660,348
Current liabilities
Trade and other payables
12
245,271
242,270
190,507
Secured bank loans
13
415,944
370,792
394,652
Finance lease liabilities
14
9,609
9,002
9,481
Current tax payable
935
833
1,653
Derivative financial instruments
7
26,426
27,495
24,836
698,185
650,392
621,129
Total equity and liabilities
6,749,668
6,551,876
6,438,958
Note 31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000

Condensed Consolidated Statement of Changes in Equity For the period ended 31 March 2015

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Notes

Hedging reserve: The hedging reserve contains the effective portion of the cash flow hedge relationships incurred as at the reporting date of the Group including its joint arrangements and associates. Currency reserve: The currency reserve is used to record exchange differences arising from the translation of the financial statements of subsidiaries, joint arrangements and associates.

The accompanying notes are an integral part of the condensed consolidated financial statements.

Condensed Consolidated Statement of Cash Flows For the period ended 31 March 2015

Three months ended Year ended
Note 31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
Operating Activities
Cash received from freight and hire of vessels 348,035 363,007 1,372,592
Other cash receipts 32,412 10,036 44,556
Cash payments for voyage and running costs (166,735) (193,959) (749,611)
Other cash payments (32,446) (32,430) (168,633)
Cash generated from operations 181,266 146,654 498,904
Interest received 899 378 2,455
Income tax paid (3,107) (4,053) (10,259)
Net cash inflow from operating activities 179,058 142,979 491,100
Investing Activities
Expenditure on fleet (9,298) (2,180) (26,888)
Expenditure on vessels under construction (253,889) (192,490) (492,434)
Expenditure on assets held for sale - (284) (419)
Interest capitalised (2,651) (1,918) (8,157)
Expenditure on other property, plant and equipment (172) (1,636) (3,971)
Loan repayments from joint ventures 1,000 - 7,030
Loans issued to joint ventures - (1,020) (1,020)
Proceeds from sale of vessels
Proceeds from sale of other property, plant and
- 79,063 123,298
equipment 27 106 8,711
Capital element received on finance leases 965 972 4,108
Interest received on finance leases 3,166 4,447 17,593
Dividends received from joint ventures 5 - 600 2,531
Bank term deposits 9 501 (8,625) 391
Other receipts - 220 285
Net cash outflow used in investing activities (260,351) (122,745) (368,942)
Financing Activities
Proceeds from borrowings 221,884 193,150 426,846
Repayment of borrowings (54,842) (88,956) (361,824)
Financing costs (1,669) (3,713) (7,269)
Repayment of finance lease liabilities (2,413) (2,263) (9,098)
Restricted deposits 9 1,360 (3,400) (4,215)
Funds in retention bank accounts 9 (7,780) (14,788) (2,062)
Interest paid on borrowings (16,047) (16,831) (116,643)
Interest paid on finance leases (3,148) (3,296) (13,141)
Dividends paid (7) (6) (10,192)
Net cash inflow / (outflow) from financing activities 137,338 59,897 (97,598)
Increase in Cash and Cash Equivalents 56,045 80,131 24,560
Cash and Cash Equivalents at 1 January 9 253,840 256,750 256,750
Net foreign exchange difference
Cash and Cash Equivalents at 31 March / 31
(3,919) (1,162) (27,470)
December 9 305,966 335,719 253,840

Notes to the Condensed Consolidated Financial Statements – 31 March 2015

1. Organisation, Basis of Preparation and Accounting Policies

PAO Sovcomflot ("Sovcomflot" or "the Company") is a public joint stock company organised under the laws of the Russian Federation in which the Russian Federation holds 100% of the issued shares. The Company's registered office address is 3A, Moika River Embankment, Saint Petersburg 191186, Russian Federation and its head office is located at 6 Gasheka Street, Moscow 125047, Russian Federation.

The Company, through its subsidiaries (the "Group"), is engaged in ship owning and operating on a world-wide basis with a fleet of 131 vessels at the period end, comprising 116 tankers, 1 chartered in seismic vessel, 7 gas carriers, 3 bulk carriers and 4 ice breaking supply vessels. For major changes in the period in relation to the fleet see also Notes 3, 4 and 10. In addition the Group through its subsidiaries owns 9 escort tug vessels which have been chartered out on bareboat charter to an associate undertaking (see Note 6).

Statement of compliance

The condensed consolidated financial statements are unaudited and have been prepared in accordance with International Financial Reporting Standard (IFRS) - IAS 34 "Interim Financial Reporting". They do not include all of the information required for full annual financial statements and should be read in conjunction with the audited consolidated financial statements of the Group for the year ended 31 December 2014.

Significant Accounting Policies

The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group's annual consolidated financial statements for the year ended 31 December 2014, except for the adoption of new standards and interpretations effective as of 1 January 2015. The Group has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.

The nature of each new standard or amendment is described below. Although these new standards and amendments apply for the first time in 2015, they do not have an impact on the condensed consolidated financial statements of the Group.

IAS 19 ("Employee Benefits") - These narrow scope amendments apply to contributions from employees or third parties to defined benefit plans. The objective of the amendments is to simplify the accounting for contributions that are independent of the number of years of employee service, for example, employee contributions that are calculated according to a fixed percentage of salary. This amendment is not relevant to the Group, since none of the entities of the Group have defined benefit plans with contributions from employees or third parties.

Annual Improvements to IFRSs 2010–2012 Cycle

These improvements are effective from 1 July 2014 and the Group has applied these amendments for the first time in these condensed consolidated financial statements. None of these amendments however impact the Group. They include:

  • IFRS 2 "Share-Based Payment" "Definition of vesting condition";
  • IFRS 3 "Business Combinations" "Accounting for contingent consideration in a business combination";
  • IFRS 8 "Operating Segments" "Aggregation of operating segments";
  • IFRS 8 "Operating Segments" "Reconciliation of the total of the reportable segments' assets to the entity's assets";
  • IFRS 13 "Fair Value Measurement: Short-term receivables and payables";
  • IAS 16 "Property, Plant and Equipment" "Revaluation method—proportionate restatement of accumulated depreciation";
  • IAS 24 "Related Party Disclosures" "Key management personnel"; and
  • IAS 38 "Intangible Assets" "Revaluation method proportionate restatement of accumulated amortisation".

Annual Improvements to IFRSs 2011–2013 Cycle

These improvements are effective from 1 July 2014 and the Group has applied these amendments for the first time in these condensed consolidated financial statements. None of these amendments however impact the Group. They include:

  • IFRS 1 "First-time Adoption of International Financial Reporting Standards" "Meaning of 'effective IFRSs'";
  • IFRS 3 "Business Combinations" "Scope exceptions for joint ventures";
  • IFRS 13 "Fair Value Measurement" "Scope of paragraph 52 (portfolio exception)"; and
  • IAS 40 "Investment Property" "Clarifying the interrelationship between IFRS 3 and IAS 40 when classifying property as investment property or owner-occupied property".

Seasonality of Operations

Although some of the Group's operations may sometimes be affected by seasonal factors such as general weather conditions, management does not feel this has a material effect on the performance of the Group when comparing the interim results to those achieved in the last quarter of the year.

Changes in estimates

The preparation of the condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from these estimates under different assumptions and conditions. All critical accounting judgements and key sources of estimation uncertainty were the same as those applied to the consolidated financial statements for the year ended 31 December 2014.

Notes to the Condensed Consolidated Financial Statements – 31 March 2015 (Continued)

2. Segment Information

For management purposes, the Group is organised into business units (operating segments) based on the main types of activities and has five reportable operating segments. Management considers the global market as one geographical segment and does not therefore analyse geographical segment information on revenue from customers or non-current segment assets.

Period ended 31 March 2015

Crude Oil
\$'000
Oil
Product
\$'000
Gas
\$'000
Offshore
\$'000
Other
\$'000
Total
\$'000
Freight and hire revenue 175,794 90,400 29,017 56,491 7,320 359,022
Voyage expenses and commissions (38,943) (25,853) (149) (789) (3,773) (69,507)
Time charter equivalent revenues 136,851 64,547 28,868 55,702 3,547 289,515
Direct operating expenses
Vessels' running costs (39,000) (24,310) (4,069) (11,156) (5,306) (83,841)
Charter hire payments - - - - (7,283) (7,283)
Net earnings from vessels' trading 97,851 40,237 24,799 44,546 (9,042) 198,391
Vessels' depreciation (27,248) (11,172) (5,481) (14,109) (723) (58,733)
Vessels' drydock cost amortisation (4,859) (1,737) (1,005) (1,244) (328) (9,173)
Vessels' impairment provision (net)
Foreign exchange differences
-
-
(5,527)
(686)
-
-
-
760
(1,497)
1,224
(7,024)
1,298
Segment operating profit / (loss) 65,744 21,115 18,313 29,953 (10,366) 124,759
Unallocated
General and administrative expenses (19,907)
Financing costs (34,215)
Other income and expenses 34,769
Foreign exchange differences (6,368)
Profit before income taxes 99,038
Carrying amount of fleet in operation 2,411,469 978,254 789,450 1,165,877 75,122 5,420,172
Carrying amount of non-current
assets held for sale
- 87,636 - - 6,188 93,824
Deadweight tonnage of fleet used in
operations ('000) 7,811 2,146 377 1,196 222 11,752
Period ended 31 March 2014
Oil
Crude Oil Product Gas Offshore Other Total
\$'000 \$'000 \$'000 \$'000 \$'000 \$'000
Freight and hire revenue 196,381 83,065 20,729 54,974 9,918 365,067
Voyage expenses and commissions (61,674) (29,973) (726) (185) (1,947) (94,505)
Time charter equivalent revenues 134,707 53,092 20,003 54,789 7,971 270,562
Direct operating expenses
Vessels' running costs (36,121) (31,429) (3,730) (10,176) (4,767) (86,223)
Charter hire payments - - - - (7,014) (7,014)
Net earnings from vessels' trading 98,586 21,663 16,273 44,613 (3,810) 177,325
Vessels' depreciation (27,013) (13,022) (2,692) (14,047) (908) (57,682)
Vessels' drydock cost amortisation (4,669) (2,861) (695) (1,225) (328) (9,778)
Vessels' impairment provision (net) - (3,912) - - - (3,912)
Gain / (loss) on sale of vessels 4,737 (162) (11) - - 4,564
Foreign exchange differences - - - 225 (4) 221
Segment operating profit / (loss) 71,641 1,706 12,875 29,566 (5,050) 110,738
Unallocated
General and administrative expenses (23,742)
Financing costs (35,734)
Other income and expenses 9,408
Foreign exchange differences (781)
Profit before income taxes 59,889
Carrying amount of fleet in operation 2,521,167 1,139,708 401,949 1,221,532 93,930 5,378,286
Carrying amount of non-current
assets held for sale
Deadweight tonnage of fleet used in
operations ('000)
-
7,811
46,560
2,298
-
232
-
1,196
-
222
46,560
11,759

Notes to the Condensed Consolidated Financial Statements – 31 March 2015 (Continued)

2. Segment Information (Continued)

Period ended 31 December 2014

Oil
Crude Oil Product Gas Offshore Other Total
\$'000 \$'000 \$'000 \$'000 \$'000 \$'000
Freight and hire revenue 630,899 330,513 85,679 224,062 116,213 1,387,366
Voyage expenses and commissions (209,805) (117,058) (2,453) (1,644) (12,430) (343,390)
Time charter equivalent revenues 421,094 213,455 83,226 222,418 103,783 1,043,976
Direct operating expenses
Vessels' running costs (153,668) (111,570) (18,135) (44,936) (20,807) (349,116)
Charter hire payments - - - - (52,675) (52,675)
Net earnings from vessels' trading 267,426 101,885 65,091 177,482 30,301 642,185
Vessels' depreciation (107,038) (51,586) (13,201) (56,537) (3,599) (231,961)
Vessels' drydock cost amortisation (19,469) (11,001) (2,990) (5,003) (1,330) (39,793)
Vessels' impairment provision (net) - (35,555) - - (6,380) (41,935)
Gain / (loss) on sale of vessels 4,728 (510) (420) - - 3,798
Foreign exchange differences - 46 - (831) (31,009) (31,794)
Segment operating profit / (loss) 145,647 3,279 48,480 115,111 (12,017) 300,500
Unallocated
General and administrative expenses (104,010)
Financing costs (138,325)
Other income and expenses 37,990
Foreign exchange differences (5,176)
Profit before income taxes 90,979
Carrying amount of fleet in operation 2,437,633 991,198 587,753 1,178,542 83,857 5,278,983
Carrying amount of non-current
assets held for sale - 93,163 - - - 93,163
Deadweight tonnage of fleet used in
operations ('000)
7,811 2,146 284 1,196 222 11,659

Notes to the Condensed Consolidated Financial Statements – 31 March 2015 (Continued)

  1. Fleet
Vessels
\$'000
Drydock
\$'000
Total Fleet
\$'000
Cost
At 1 January 2014 6,671,203 155,838 6,827,041
Expenditure in period 709 936 1,645
Transfer from vessels under construction (Note 4) 296,421 6,470 302,891
Disposals in period (89,082) (2,636) (91,718)
Write-off of fully amortised drydock cost - (776) (776)
At 31 March 2014 6,879,251 159,832 7,039,083
Expenditure in period 3,122 22,355 25,477
Transfer from vessels under construction (Note 4) 204,077 4,000 208,077
Transfer to non-current assets held for sale (Note 10) (273,599) (7,255) (280,854)
Write-off of fully amortised drydock cost - (19,278) (19,278)
At 31 December 2014 6,812,851 159,654 6,972,505
Expenditure in period 153 8,455 8,608
Transfer from vessels under construction (Note 4) 204,172 4,000 208,172
Transfer to non-current assets held for sale (Note 10) (18,864) (1,602) (20,466)
Write-off of fully amortised drydock cost - (9,538) (9,538)
At 31 March 2015 6,998,312 160,969 7,159,281
Depreciation, amortisation and impairment
At 1 January 2014 1,555,334 65,557 1,620,891
Charge for the period 57,682 9,778 67,460
Impairment provision 828 - 828
Eliminated on disposal (25,448) (2,158) (27,606)
Write-off of fully amortised drydock cost - (776) (776)
At 31 March 2014 1,588,396 72,401 1,660,797
Charge for the period 174,279 30,015 204,294
Impairment provision 29,426 - 29,426
Transfer to non-current assets held for sale (Note 10) (176,951) (4,766) (181,717)
Write-off of fully amortised drydock cost - (19,278) (19,278)
At 31 December 2014 1,615,150 78,372 1,693,522
Charge for the period 58,733 9,173 67,906
Impairment provision 1,497 - 1,497
Transfer to non-current assets held for sale (Note 10) (12,788) (1,490) (14,278)
Write-off of fully amortised drydock cost - (9,538) (9,538)
At 31 March 2015 1,662,592 76,517 1,739,109
Net book value
At 31 March 2015 5,335,720 84,452 5,420,172
At 31 March 2014
At 31 December 2014
5,290,855
5,197,701
87,431
81,282
5,378,286
5,278,983
31/03/2015 31/03/2014 31/12/2014
Market value (\$'000) 4,893,000 4,741,250 4,777,500
Current insured values (\$'000) 5,768,065 5,817,372 5,856,922
Total deadweight tonnage (dwt) 11,414,960 11,593,935 11,390,550

Included in the Group's fleet are 2 vessels (2014 – 2) held under finance leases with an aggregate carrying value of \$200.2 million (31 March 2014 – \$206.8 million / 31 December 2014 – \$199.9 million).

Notes to the Condensed Consolidated Financial Statements – 31 March 2015 (Continued)

4. Vessels Under Construction

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
At 1 January 237,250 244,584 244,584
Expenditure in period 314,605 194,408 503,634
Transfer to fleet (Note 3) (208,172) (302,891) (510,968)
At 31 March / 31 December 343,683 136,101 237,250
Total deadweight tonnage (dwt) 328,500 382,900 423,200

The following vessel was delivered during the period:

Vessel Name Vessel Type Segment DWT Delivery Date
SCF Melampus LNG carrier Gas 93,508 3 January 2015

Vessels under construction at 31 March 2015 comprised one LNG carrier, one ice breaking LNG carrier, one MIB supply vessel, three MIB standby vessels and three Arctic shuttle tankers scheduled for delivery between April 2015 and March 2017 at a total contracted cost to the Group of \$1,478.2 million. As at 31 March 2015, \$268.3 million of the contracted costs had been paid for.

5. Joint Ventures

Investments in joint ventures are analysed as follows:

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
At 1 January 82,430 72,507 72,507
Share of profits in joint ventures 5,280 3,547 12,861
Share of joint ventures' other comprehensive income (1,200) 699 2,703
Dividends received - (600) (2,531)
Release of provision for share in net liabilities of joint ventures (564) (883) (3,110)
At 31 March / 31 December 85,946 75,270 82,430

6. Finance Lease Receivables

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
Gross finance lease receivable
At 1 January 85,518 89,136 89,136
Finance lease interest receivable 3,154 3,287 13,137
Finance lease instalments received (4,132) (4,132) (16,755)
At 31 March / 31 December 84,540 88,291 85,518
Allowance for credit losses
At 1 January (9,856) (6,572) (6,572)
Release of / (allowance for) credit losses 38 (1,731) (3,284)
At 31 March / 31 December (9,818) (8,303) (9,856)
Receivable net of provision 74,722 79,988 75,662
Less current finance lease receivables (current assets) (4,361) (3,790) (4,193)
Non-current finance lease receivables (non-current assets) 70,361 76,198 71,469

Notes to the Condensed Consolidated Financial Statements – 31 March 2015 (Continued)

7. Derivative Financial Instruments

Derivative financial instruments are classified in the statement of financial position as follows:

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
Non-current asset 4,523 13,495 7,438
Non-current liability (42,423) (40,256) (37,808)
Current liability (26,426) (27,495) (24,836)
(64,326) (54,256) (55,206)

Derivative financial instruments are analysed as follows:

Hedging instruments

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
At 1 January 55,206 52,464 52,464
Recycled during the period and credited to the income statement (8,942) (6,978) (20,081)
Fair value movement during the period recognised in other comprehensive income 18,029 5,925 23,265
Fair value movement during the period debited / (credited) to the income statement 33 (134) (442)
At 31 March / 31 December 64,326 51,277 55,206

Classified at fair value through profit or loss

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
At 1 January - 6,164 6,164
Fair value movement during the period credited to the income statement - (3,185) (6,164)
At 31 March / 31 December - 2,979 -

8. Trade and Other Receivables

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
Non-current assets
Other receivables 160 490 180
Security deposits 17,183 17,180 17,183
17,343 17,670 17,363
Current assets
Amounts due from charterers 77,482 56,445 82,272
Allowance for credit losses (4,240) (4,486) (4,214)
73,242 51,959 78,058
Casualty and other claims 5,766 2,942 3,887
Agents' balances 3,093 1,662 4,807
Other receivables 25,990 24,681 24,736
Amounts due from joint ventures and associates 157 2,009 280
Security deposits 5,793 10,057 6,060
Amounts due from lessee for finance leases 1,925 2,608 1,869
Receivables under High Court judgement award 2,708 2,708 2,708
Prepayments 20,566 21,860 17,315
Voyages in progress 25,543 21,454 16,601
Accrued income 5,699 7,559 5,030
170,482 149,499 161,351

9. Cash and Bank Deposits

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
Cash and bank deposits 342,561 387,322 284,516
Bank deposits accessible on maturity (941) (10,458) (1,442)
Retention accounts (24,699) (31,645) (16,919)
Restricted deposits (10,955) (9,500) (12,315)
Cash and cash equivalents 305,966 335,719 253,840

Notes to the Condensed Consolidated Financial Statements – 31 March 2015 (Continued)

10. Non-Current Assets Held for Sale

Building
\$'000
Fleet
\$'000
Total
\$'000
At 1 January 2014 15,792 58,460 74,252
Expenditure in period - 284 284
Impairment provision - (4,000) (4,000)
Reversal of impairment provision - 916 916
Exchange adjustment (1,449) - (1,449)
Disposals in period - (9,100) (9,100)
At 31 March 2014 14,343 46,560 60,903
Transfer from fleet (Note 3) - 99,137 99,137
Expenditure in period - 135 135
Impairment provision - (8,597) (8,597)
Exchange adjustment 672 - 672
Disposals in period (15,015) (44,072) (59,087)
At 31 December 2014 - 93,163 93,163
Transfer from fleet (Note 3) - 6,188 6,188
Impairment provision - (5,527) (5,527)
At 31 March 2015 - 93,824 93,824

As at 31 December 2014, non-current assets held for sale, comprised five chemical oil product tankers, two asphalt chemical tankers and four MR product tankers.

During the period ended 31 March 2015 the Group classified one of its bulk carriers as held for sale. The vessel is actively marketed for sale at a price approximate to its fair value.

11. Dividends

No dividends were declared or paid during the period ended 31 March 2015 and 31 March 2014 (2014 – 0.15 Rouble per share totalling Roubles 300.0 million, equivalent to \$9.0 million).

12. Trade and Other Payables

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
Trade payables 58,768 98,807 61,924
Other payables 96,100 55,997 44,441
Dividends payable 1,182 1,748 1,235
Accrued liabilities 39,665 36,905 41,763
Deferred income 17,866 20,267 24,072
Accrued interest 31,690 28,546 17,072
245,271 242,270 190,507

13. Secured Bank Loans

The balances of the loans at the period end, net of direct issue costs, are summarised as follows:

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
Repayable
- within twelve months after the end of the reporting period 415,944 370,792 394,652
- between one to two years 311,170 368,911 297,782
- between two to three years 239,484 263,480 242,370
- between three to four years 227,070 227,410 240,886
- between four to five years 283,340 180,725 270,927
- more than five years 627,783 652,854 535,991
2,104,791 2,064,172 1,982,608
Less current portion (current liabilities) (415,944) (370,792) (394,652)
Long-term balance (non-current liabilities) 1,688,847 1,693,380 1,587,956

Notes to the Condensed Consolidated Financial Statements – 31 March 2015 (Continued)

14. Finance Lease Liabilities

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
Repayable
- within twelve months after the end of the reporting period 9,609 9,002 9,481
- between one to two years 10,326 9,609 10,120
- between two to three years 171,002 10,326 173,690
- between three to four years - 171,003 -
190,937 199,940 193,291
Less current portion (current liabilities) (9,609) (9,002) (9,481)
Long-term balance (non-current liabilities) 181,328 190,938 183,810

15. Other Loans

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
5.375% Senior Notes 798,714 798,215 798,591
Other loans from related party 88,616 - 44,291
887,330 798,215 842,882

16. Income Taxes

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
Russian Federation profit tax 2,296 1,659 9,565
Overseas income tax (income) / expense (4) (4) 565
Current income tax expense 2,292 1,655 10,130
Deferred tax (206) 88 (3,045)
Total income tax expense 2,086 1,743 7,085

17. Financial Risk Management

(a) Categories of financial assets and financial liabilities

31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
Financial assets
Derivative financial instruments in designated hedge accounting relationships
(Note 7) 4,523 13,495 7,438
Cash and bank deposits (Note 9) 342,561 387,322 284,516
Available-for-sale investments 1,012 1,012 1,012
Loans and other receivables 133,918 129,910 136,874
Loans to joint ventures 63,764 71,392 64,692
Finance lease receivables (Note 6) 74,722 79,988 75,662
Total financial assets 620,500 683,119 570,194
Financial liabilities
Derivative financial instruments in designated hedge accounting relationships
(Note 7) 68,849 64,772 62,644
Derivative financial instruments classified at fair value through profit or loss (Note
7) - 2,979 -
Secured bank loans (Note 13) 2,104,791 2,064,172 1,982,608
Finance lease liabilities (Note 14) 190,937 199,940 193,291
Other loans (Note 15) 887,330 798,215 842,882
Other liabilities measured at amortised cost 218,234 234,383 156,670
Total financial liabilities 3,470,141 3,364,461 3,238,095

Notes to the Condensed Consolidated Financial Statements – 31 March 2015 (Continued)

17. Financial Risk Management (Continued)

(b) Fair value of financial assets and financial liabilities

Set out below is a comparison, by class, of the carrying amounts and fair value of the Group's financial instruments, other than those with carrying amounts that are reasonable approximations of fair values:

31/03/2015
\$'000
Carrying Value
31/03/2014
\$'000
31/12/2014
\$'000
31/03/2015
\$'000
Fair Value
31/03/2014
\$'000
31/12/2014
\$'000
Financial assets
Loans to joint ventures 63,764 71,392 64,692 60,185 66,374 61,347
Finance lease receivables 74,722 79,988 75,662 74,722 79,988 75,662
Total financial assets 138,486 151,380 140,354 134,907 146,362 137,009
Financial liabilities
Secured bank loans at fixed interest
rates 139,360 166,966 144,091 139,967 167,797 145,658
Secured bank loans at floating
interest rates 1,965,431 1,897,206 1,838,517 1,943,543 1,901,718 1,826,076
Other loans 887,330 798,215 842,882 858,133 760,120 716,778
Finance lease liabilities 190,937 199,940 193,291 182,793 193,698 183,508
Total financial liabilities 3,183,058 3,062,327 3,018,781 3,124,436 3,023,333 2,872,020

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either in the principal market for the asset or liability or in the absence of a principal market, in the most advantageous market for the asset or liability.

The fair values of financial assets and financial liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to quoted market prices.

The fair values of other financial assets and financial liabilities (excluding derivative instruments) are determined in accordance with generally accepted pricing models based on discounted cash flow analysis using prices (other than quoted prices included within Level 1) from observable current market transactions and dealer quotes for similar instruments.

The fair values of derivative instruments, including interest rate swaps, are measured at the present value of future cash flows estimated and discounted based on the applicable yield curves derived from quoted interest rates.

Fair value measurements of financial instruments recognised in the statement of financial position

The following table provides an analysis of financial instruments as at 31 March 2015, 31 March 2014 and 31 December 2014 that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value valuation inputs are observable.

Recurring fair value measurements recognised in the statement of financial position

At 31 March 2015 Level 1
\$'000
Level 2
\$'000
Level 3
\$'000
Total
\$'000
Assets
Derivative financial instruments in designated hedge accounting
relationships - 4,523 - 4,523
- 4,523 - 4,523
Liabilities
Derivative financial instruments in designated hedge accounting
relationships - 68,849 - 68,849
- 68,849 - 68,849
At 31 March 2014 Level 1
\$'000
Level 2
\$'000
Level 3
\$'000
Total
\$'000
Assets
Derivative financial instruments in designated hedge accounting
relationships
- 13,495 - 13,495
- 13,495 - 13,495
Liabilities
Derivative financial instruments classified at fair value through profit
or loss - 2,979 - 2,979
Derivative financial instruments in designated hedge accounting
relationships - 64,772 - 64,772
- 67,751 - 67,751
At 31 December 2014 Level 1
\$'000
Level 2
\$'000
Level 3
\$'000
Total
\$'000
Assets
Derivative financial instruments in designated hedge accounting
relationships - 7,438 - 7,438
- 7,438 - 7,438
Liabilities
Derivative financial instruments in designated hedge accounting
relationships - 62,644 - 62,644
- 62,644 - 62,644

Notes to the Condensed Consolidated Financial Statements – 31 March 2015 (Continued)

17. Financial Risk Management (Continued)

(b) Fair value of financial assets and financial liabilities (continued)

There were no transfers between Level 1 and 2 during the periods ended 31 March 2015, 31 March 2014 and 31 December 2014.

Non-recurring fair value measurements recognised in the statement of financial position

At 31 March 2015 Level 1
\$'000
Level 2
\$'000
Level 3
\$'000
Total
\$'000
Assets
Non-current assets held for sale - 93,824 - 93,824
- 93,824 - 93,824
At 31 March 2014 Level 1 Level 2 Level 3 Total
\$'000 \$'000 \$'000 \$'000
Assets
Non-current assets held for sale - 46,560 - 46,560
- 46,560 - 46,560
At 31 December 2014 Level 1
\$'000
Level 2
\$'000
Level 3
\$'000
Total
\$'000
Assets
Fleet - 7,920 - 7,920
Non-current assets held for sale - 93,163 - 93,163
- 101,083 - 101,083
Assets and liabilities not measured at fair values for which fair values are disclosed
At 31 March 2015 Level 1
\$'000
Level 2
\$'000
Level 3
\$'000
Total
\$'000
Assets
Loans to joint ventures - 60,185 - 60,185
Finance lease receivables - 74,722 - 74,722
- 134,907 - 134,907
Liabilities
Secured bank loans at fixed interest rates - 139,967 - 139,967
Secured bank loans at floating interest rates - 1,943,543 - 1,943,543
Other loans 722,696 135,437 - 858,133
Finance lease liabilities - 182,793 - 182,793
722,696 2,401,740 - 3,124,436
At 31 March 2014 Level 1 Level 2 Level 3 Total
\$'000 \$'000 \$'000 \$'000
Assets
Loans to joint ventures - 66,374 - 66,374
Finance lease receivables - 79,988 - 79,988
- 146,362 - 146,362
Liabilities
Secured bank loans at fixed interest rates - 167,797 - 167,797
Secured bank loans at floating interest rates - 1,901,718 - 1,901,718
Other loans 760,120 - - 760,120
Finance lease liabilities - 193,698 - 193,698
760,120 2,263,213 - 3,023,333
At 31 December 2014 Level 1 Level 2 Level 3 Total
\$'000 \$'000 \$'000 \$'000
Assets
Loans to joint ventures - 61,347 - 61,347
Finance lease receivables - 75,662 - 75,662
- 137,009 - 137,009
Liabilities
Secured bank loans at fixed interest rates - 145,658 145,658
Secured bank loans at floating interest rates - 1,826,076 - 1,826,076
Other loans 648,520 68,258 - 716,778
Finance lease liabilities - 183,508 - 183,508
648,520 2,223,500 - 2,872,020

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities;

  • Level 2 Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable; and
  • Level 3 Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

For assets and liabilities that are recognised in the financial statements on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

Notes to the Condensed Consolidated Financial Statements – 31 March 2015 (Continued)

18. Contingent Assets and Liabilities

On 13 March 2015 the Group received \$25.6 million from one of the defendants in the Novoship (UK) Ltd claims, who has not appealed, as partial recovery under the December 2012 judgment (see also Note 20). The Group has been taking steps to locate assets of the defendant.

In relation to the Novoship (UK) Ltd claims which received judgment in December 2012, in prior periods, the Group provided security of \$4.0 million in Court to fortify cross-undertakings in damages in respect of \$90.0 million of security provided by the defendants during the claim. After their successful appeal the Defendants indicated an intention to pursue a claim in damages and as a result the Group may face liability of up to or in excess of the \$4.0 million secured. No claim has yet been filed.

On 12 December 2014 some of the defendants in the 2010 London proceeding served their Points of Claim in respect of recovery of damages caused by the freezing orders made against them in the course of the London proceedings. They have since issued an application to amend their Points of Claim seeking to increase the primary claim from \$224.6 million to \$391.4 million. The defendants resist that amendment. The hearing of the application to amend, and the Case Management Conference for the claim, has been fixed for 16 June 2015. Management is of the opinion that the defendants will more likely than not fail in their claim against the Group. The Group will defend its position vigorously. Accordingly, no provision has been made.

A total amount of \$1.6 million (2014 – \$8.6 million), relating to legal costs and provisions for the costs of certain of the defendants in the unsuccessful claims, has been expensed in the income statement and is included in the line other non-operating expenses.

19. Related Party Transactions

The Group enters into related party transactions with other Russian State owned and State controlled organisations in the normal course of business. There were no new, other than the below, related party transactions than the ones presented in the audited consolidated financial statements of the Group for the period ended 31 December 2014.

In January 2015, the Group drew down, from available credit facilities granted by a related party as disclosed in Note 15, an amount of \$43.1 million to finance the second shipyard instalment of three Arctic shuttle tankers under construction (Note 4).

The following table provides the total amount of transactions that have been entered into with related parties in the financial reporting period and outstanding balances as at the period end.

Income Statement (income) / expense Statement of Financial Position asset /
(liability)
31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
31/03/2015
\$'000
31/03/2014
\$'000
31/12/2014
\$'000
Transactions with Russian State
owned entities
Freight and hire of vessels (37,589) (14,989) (124,241) 1,969 6 1,368
Other loans - - - (90,603) - (45,252)
Finance leases payable 3,139 3,288 13,109 (190,937) (199,940) (193,291)
Cash at bank (358) (382) (1,426) 59,865 39,262 50,742
Transactions with Associates
Finance leases receivable (3,155) (3,309) (13,140) 86,465 93,864 87,442
Allowance for credit losses on
finance lease receivables
(93) (478) (1,836) (9,818) (11,268) (9,911)
Rental of investment property (67) (116) (437) 29 - 31
Transactions with Joint Ventures
Freight and hire of vessel (2,230) (2,230) (9,045) 74 - -
Other operating revenues
(Management fees, accounting
and treasury fees) (781) (765) (3,541) 128 2,009 249
Loans due from joint ventures (254) (263) (1,066) 65,554 72,525 66,299

20. Events After the Reporting Period

On 8 April 2015, the Group signed an addendum to an existing unsecured subordinated loan facility with a related party, a Russian State controlled entity, in which the parties agreed to increase the loan facility by \$14.4 million (Note 15). On 10 April 2015, the Group drew down the \$14.4 million to finance the third shipyard instalment of one of the Arctic shuttle tankers under construction (Note 4).

On 9 April 2015, a Group subsidiary disposed of a piece of land in the port of Novorossiysk for a consideration equivalent to \$7.2 million. The expected profit on disposal of the land is equivalent to \$6.4 million.

On 15 April 2015, the High Court in London construed a settlement agreement concluded with the defendant in September 2013 which restricts the Group's ability to recover more than the settlement sum of \$40.0 million. The Group is seeking leave to appeal that judgment. On 21 April 2015, the Group received a further \$15.0 million from the defendant following that judgment (see also Note 18).

On 21 April 2015, the Group took delivery from a shipyard an LNG carrier, the m/v SCF Mitre. In connection with the delivery of the vessel, the Group entered into a 10 year interest rate swap, at a fixed rate of 1.86% per annum compared to U.S. Dollar three month LIBOR to hedge 100% of the Group's cash flow exposure arising from interest rate fluctuations in respect of the \$159.4 million loan facility.

On 29 April 2015, the Group delivered to her new owners one of the chemical oil product tankers held for sale as at 31 March 2015.

On 12 May 2015, the Group signed an agreement for the sale of one of the chemical oil product tankers classified as held for sale as at 31 March 2015. The vessel is expected to be delivered to her new owners in June 2015.

The Group is not expected to realise any gain or loss on disposal of the above vessels.

21. Date of Issue

These condensed consolidated financial statements were approved by the Executive Board and authorised for issue on18 May 2015.

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