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TGS ASA Earnings Release 2014

Oct 23, 2014

3774_rns_2014-10-23_b2a99d60-b5d4-48d1-9d9f-9a1cd66f31d1.pdf

Earnings Release

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TGS EARNINGS RELEASE 3rd QUARTER RESULTS

3rd QUARTER HIGHLIGHTS

  • Consolidated net revenues were USD 190 million, compared to USD 191 million in Q3 2013.
  • Net late sales totaled USD 130 million, down 6% from USD 138 million in Q3 2013.
  • Net pre-funding revenues were USD 51 million, up 17% from Q3 2013, funding 55% of the Company's operational multi-client investments during Q3 (investments of USD 93 million, down 17% from Q3 2013).
  • Proprietary revenues were USD 9 million, compared to USD 9 million in Q3 2013.
  • Operating profit (EBIT) was USD 71 million (38% of net revenues), compared to USD 80 million (42% of net revenues) in Q3 2013.
  • Cash flow from operations was USD 184 million, compared to USD 118 million in Q3 2013.
  • Earnings per share (fully diluted) were USD 0.53, down from USD 0.54 in Q3 2013.

9 MONTHS FINANCIAL HIGHLIGHTS

  • Consolidated net revenues were USD 617 million, up from USD 612 million in 2013.
  • Net late sales from the multi-client library totaled USD 405 million, down 4% from USD 420 million in 2013.
  • Net pre-funding revenues were USD 185 million, up 30% from 2013, funding 55% of the Company's operational multi-client investments during the first nine months of 2014 (investments of USD 336 million, down 3% from 2013).
  • Proprietary revenues were USD 28 million, compared to USD 50 million in 2013.
  • Operating profit (EBIT) was USD 247 million (40% of net revenues), compared to USD 267 million (44% of net revenues) in 2013.
  • Cash flow from operations was USD 473 million compared to USD 330 million in 2013, an increase of 44%.
  • Earnings per share (fully diluted) were USD 1.78, same as in 2013.

"We are pleased to announce Q3 revenues in line with Q3 2013 despite a challenging market with lower oil prices and continued downward pressure on exploration spending. TGS continues to see good investment opportunities and will capitalize on our assetlight business model and strong balance sheet. Our record high back-log at the end of Q3 positions the company well to continue to deliver high quality data needed by the industry to identify new reserves" TGS' CEO Robert Hobbs stated.

KEY FIGURES

(All amounts in USD 1,000s) Q3 2014 Q3 2013 YTD 2014 YTD 2013
Net operating revenues 190,115 191,128 616,979 612,077
EBIT 71,450 79,862 247,281 266,724
Pre-tax profit 71,677 82,110 252,659 263,895
Net income 54,684 56,497 184,045 185,050
EBIT margin 38% 42% 40% 44%
Return on capital employed 28% 33% 28% 33%
Equity ratio 77% 76% 77% 76%
MC library opening net book value 828,757 737,176 758,093 651,165
Investments in new projects 92,629 111,040 336,131 346,506
Amortization (81,338) (74,536) (253,909) (222,844)
Exchange rate adjustments (2,598) 310 (2,866) (837)
MC library ending net book value 837,449 773,990 837,449 773,990
Pre-funding % on operational investments 55% 39% 55% 41%

REVENUE BREAKDOWN

TGS' largest business activity is developing, managing, conducting and selling multi-client seismic surveys. This activity accounted for 85% of the Company's business during the quarter. Geological Products and Services (GPS) accounted for 10% of net revenues in the third quarter, while proprietary seismic revenues accounted for 5% of net revenues.

Net late sales for the quarter amounted to USD 130.4 million compared to USD 138.4 million in Q3 2013. Net late sales for the nine months ended September 2014 were USD 404.7 million representing a decrease of 4% from the same period in 2013. Net pre-funding revenues in the quarter totaled USD 50.7 million, an increase of 17% from Q3 2013. The pre-funding revenues recognized in the third quarter funded 55% of the operational investments of USD 92.6 million in the multi-client library. During the first nine months of 2014, pre-funding amounted to USD 184.5 million (55% of operational investments) representing an increase of 30% over the same period in 2013. Proprietary contract revenues during the quarter totaled USD 9.1 million compared to USD 9.3 million in Q3 2013. For the nine months ended September 2014, proprietary revenues totaled USD 27.7 million, compared to USD 49.8 million in 2013. The Company was involved in a proprietary 2D acquisition project in the first half of 2013 leading to the unusually high proprietary revenue levels during that period.

TGS' reporting structure is broken down in the following seismic business segments; North and South America (NSA), Europe (EUR) and Africa, Middle East and Asia Pacific (AMEAP). In addition to these areas, several business units are aggregated to form an "Other" segment. This segment includes GPS Well Data, GPS Interpretations, Global Services, Imaging and Permanent Reservoir Monitoring. The Company's land seismic projects in North America are reported under the business segment NSA.

Sales from NSA totaled USD 98.5 million in Q3 2014 (USD 94.9 million in Q3 2013). Sales from EUR amounted to USD 53.1 million in Q3 2014 (USD 67.1 million in Q3 2013), while AMEAP had total sales of USD 11.2 million in Q3 2014 (USD 3.2 million in Q3 2013).

OPERATIONAL COSTS

The amortization of the multi-client library for Q3 2014 amounted to USD 81.3 million, (USD 74.5 million in Q3 2013) which corresponds to 45% (41% in Q3 2013) of the net revenues from the multi-client library for the quarter. Amortization fluctuates from quarter to quarter, depending on the sales mix of projects. The amortization rate for the first nine months of 2014 was 43% compared to 40% in 2013. In Q3 2014, 28% of net multi-client revenues came from pre-2010 vintages, which are fully amortized in line with the Company's amortization policy.

Cost of goods sold (COGS) were USD 0.1 million for the quarter, compared to USD 2.9 million in Q3 2013. The decrease is due to lower proprietary seismic activity in Q3 2014 compared to Q3 2013. Personnel costs expensed during the quarter were USD 20.1 million compared to USD 19.7 million in Q3 2013. The slight increase is mainly due to an increased number of employees, which is almost offset by lower costs related to employee incentive schemes. Other operating expenses were USD 11.4 million, which is at the same level as in Q3 2013.

EBITDA AND EBIT

Reported EBITDA (Earnings Before Interest, Tax, Depreciation and Amortization) for the quarter ended 30 September 2014 was USD 157.2 million, which corresponds to 83% of net revenues, down 1% from USD 158.5 million in Q3 2013. Operating profit (EBIT) for the quarter amounts to USD 71.5 million which is down from USD 79.9 million in Q3 2013.

FINANCIAL ITEMS

TGS recorded a financial gain of USD 1.5 million in Q3 2014 through net financial items related to the realization at par value of the remaining Auction Rate Securities.

The Company recorded a currency exchange loss of USD 2.1 million in Q3 2014, which is mainly due to unrealized losses related to translating local currency bank accounts into USD.

TAX

For the full year, TGS reports tax charges in accordance with the Accounting Standard IAS 12. Tax charges are computed based on the USD value relating to the appropriate tax provisions according to local tax regulations and currencies in each jurisdiction. The tax charges are influenced not only from local profits, but also from fluctuations in exchange rates between the local currencies and USD. This method makes it difficult to predict tax charges on a quarterly or annual basis. TGS' largest operating entity is a Norwegian tax resident. Currency effects within the current year are classified as tax expenses.

In some tax jurisdictions, the Company receives a tax deduction in respect of remuneration paid as stock options. The Company recognizes an expense for employee services in accordance with IFRS 2 which is based on the fair value of the award at the date of the grant.

Management assesses that the normalized operating consolidated tax rate is approximately 30%. The tax rate reported for the quarter is at 24% compared to 31% last year. The low tax rate in Q3 2014 is due to currency effects for the Parent Company on the taxes payables and to changes in temporary differences measured in NOK. The translation of the NOK tax calculation into USD has implied a foreign currency gain classified as tax expense.

NET INCOME AND EARNINGS PER SHARE (EPS)

Net income for Q3 2014 was USD 54.7 million (29% of net revenues), down from USD 56.5 million in Q3 2013. Quarterly earnings per share (EPS) were USD 0.53 fully diluted (USD 0.54 undiluted), which is down 3% from Q3 2013.

MULTI-CLIENT INVESTMENTS AND LIBRARY

MUSD Q3 2014 Q3 2013 9M 2014 9M 2013 2013 2012 2011
Beginning net book value 828.8 737.2 758.1 651.2 651.2 511.1 475.7
Non-operational investments - - - - - 31.1 -
Operational investments 92.6 111.0 336.1 346.5 438.9 496.2 276.9
Amortization (81.3) (74.5) (253.9) (222.8) (329.8) (387.3) (241.5)
Exchange Rate Adjustment (2.6) 0.3 (2.9) (0.8) (2.1) - -
Ending net book value 837.4 774.0 837.4 774.0 758.1 651.2 511.1
MUSD Q3 2014 Q3 2013 9M 2014 9M 2013 2013 2012 2011
Net MC revenues 181.1 181.8 589.3 562.3 824.1 902.0 566.9
Change in MC revenue 0% -23% 5% -11% -9% 59% 4%
Change in MC investment -17% -21% -3% -20% -17% 90% -7%
Amort. in % of net MC revs. 45% 41% 43% 40% 40% 43% 43%
Change in net book value 1% 5% 10% 19% 16% 27% 7%

Exchange rate adjustments are related to libraries with functional currencies other than USD

BALANCE SHEET AND CASH FLOW

The net cash flow from operations for the quarter, after taxes, before investments, totaled USD 184.4 million compared to USD 117.6 million in Q3 2013. As of 30 September 2014, the Company's total cash holdings amounted to USD 264.3 million compared to USD 280.7 million at 31 December 2013.

In July 2014, TGS sold its remaining Auction Rate Securities at par value. The sales resulted in a financial gain of USD 1.5 million recognized through net financial items in Q3 2014.

The Company has not recognized any impairment to goodwill or other intangible assets during Q3 2014.

TGS currently does not have any interest bearing debt.

Total equity per 30 September 2014 was USD 1,318.2 million, representing 77% of total assets. The shareholders decided at the Annual General Meeting on 3 June 2014 to cancel 406,186 treasury shares at that date. Following a mandatory eight week waiting period, the shares were cancelled during Q3. Further, the Company transferred 76,800 treasury shares to cover the exercise of option by key employees. During the quarter, the Company bought back 458,548 shares for the treasury. As of 30 September 2014, TGS held 1,498,512 treasury shares.

BACKLOG

TGS' backlog amounted to USD 260.1 million at the end of Q3 2014, an increase of 46% from Q3 2013 and 16% higher than last quarter. The increase from last quarter is mainly due to the customer commitments for the Australian 3D survey, Nerites Phase 2, announced on 31 July 2014.

OPERATIONAL HIGHLIGHTS

Vessels under TGS' control through charter during all or parts of Q3 included three 3D vessels and two 2D vessels. TGS was also a participant in two 2D marine joint venture projects, one CSEM joint venture project, one high resolution P-CableTM marine joint venture project and one full azimuth node joint venture project.

North and South America

TGS, in partnership with PGS, continued acquisition of a 30,000 km 2D survey off the coast of Newfoundland-Labrador. A second 2D vessel joined this survey in July. This program is a continuation of a multi-year effort to supply much-needed seismic coverage in a very prospective region that has recently been opened to the industry for tendering. TGS also completed a seafloor sampling project in the region in partnership with PGS and VBPR. The samples collected during this campaign will be used to understand stratigraphy and source rock potential in this frontier play.

The Company commenced acquisition of the Snipe Phase 52 2D survey in the deep water US Gulf of Mexico. Acquisition of this 12,000 km survey is expected to be complete in late 2014.

In collaboration with FairfieldNodal, TGS commenced work on the Nessie FAN (Full Azimuth Node) project in the South Timbalier area of the US Gulf of Mexico shelf. When complete at year-end 2014, this survey will cover 54 OCS blocks. TGS also entered into an agreement with FairfieldNodal to partner in the Calypso FAN project in the Eugene Island area of the US Gulf of Mexico shelf. This project, which will cover 136 OCS blocks, has already been partially acquired and operations are scheduled to restart in November 2014 continuing through the full year 2015.

Europe and Russia

During Q3, TGS completed acquisition of a 3,100 km2 extension to its Hoop Fault Complex 3D survey. Customer interest remains high in the Hoop area of the North-central Barents Sea in the wake of recent exploration success in this area and preparation for the 23rd Norwegian Exploration Round. TGS also completed the acquisition of the 9,300 km NBR14 2D survey in the Norwegian Barents Sea. The survey covers the Eastern part of the Norwegian Barents Sea, including the newly opened area in the formerly disputed Norway-Russia zone.

In Q3, the Company completed the acquisition of a series of small high-resolution 3D surveys in the Norwegian Barents Sea. Collectively, these surveys total 500 km2 and are focused on blocks due to be offered in the Norwegian 23rd Exploration Round. This project is in partnership with WGP Survey Ltd and utilizes their High-resolution 3D P-CableTM technology.

In partnership with EMGS, TGS completed a series of electromagnetic surveys in the Norwegian Barents Sea. The surveys cover four blocks in the Hoop area and a total of 14 new blocks in the southeastern Barents Sea expected to be offered in the Norwegian 23rd Exploration License Round.

During Q3, TGS commenced the acquisition of a multi-year 2D program offshore northeast Greenland. During the 2014 acquisition season, the Company plans to acquire 5,000 km of this program.

Finally, the Company completed a 2,500 km2 3D survey in the Brendan Basin in the West of Shetland area of the North Sea. Following the completion of this project, TGS commenced and completed the acquisition of a 1,700 km2 3D survey in the Erland Basin. Completion of these two surveys expands TGS' 3D coverage in this highly prospective region to 19,200 km2 .

Africa, Middle East and Asia Pacific

During Q3, TGS commenced and completed a 1,200 km2 3D survey offshore Sierra Leone. TGS has accumulated approximately 7,500 km2 of modern 3D data in this area, which has seen a number of recent hydrocarbon discoveries.

Other Segments

The Geologic Products and Services Division continued the growth of TGS' well log data library with the addition of 35,201 new digital well logs, and 4,760 new enhanced digital well logs. TGS also made significant headway in building its new Validated Well Header database with the addition of 65,614 new headers to the inventory. This new product line allows the verification of a number of critical attributes of an oil or gas well and is an important enhancement of TGS' well-based data library.

OTHER MATTERS

The Company announced on 6 February a 2014 buy-back program of USD 30 million. The shares will be purchased from the open market and in accordance with the Safe Harbour provisions of the EU Commission Regulations for buy-back programs. The plan to repurchase stock started 7 February 2014 and will continue up to and including 31 December 2014. As of 22 October 2014, TGS has purchased 653,548 shares as part of this program for a total value of USD 17.5 million and expects to purchase additional shares during Q4.

OUTLOOK

Near-term uncertainty in exploration spending has been increased by a negative oil price development with the price of Brent dropping close to 25% during the last four months. While it is still too early to conclude how this trend will impact seismic spending, it is likely that energy companies will continue their efforts to reduce capital expenditures and become more selective when prioritizing investments such as seismic programs. Interest in regions in which TGS has a library presence is strong. Certain important events are expected to occur that will allow TGS to achieve its 2014 guidance. The most important of these is an announcement of the Norwegian 23rd Exploration Round blocks by mid-Q4.

Despite this continued near-term uncertainty, TGS believes the long-term future of its business and particularly the Company's focused asset light multi-client model is strong. Energy companies continue to demand higher resolution subsurface images in mature basins and new regional data in frontier basins to guide their exploration efforts. Companies exploring and producing unconventional shale plays continue to seek high quality wellbore based information to guide their petrophysical analysis. TGS' customers see the economic value of the multi-client business model and are increasingly comfortable accessing their geoscience data through this method.

The Company has secured adequate land and marine crew capacity at very favorable arrangements, which has encouraged TGS to increase investments to the top or slightly above the guided investment range for 2014.

For 2014, TGS' guidance remains as follows:

  • multi-client library investments of USD 390-460 million,
  • average pre-funding in the range of 45-55% of investments,
  • an average annualized multi-client amortization rate in the range of 40-46% of net revenues,
  • net revenues in the range of USD 870–950 million, and
  • proprietary contract revenues of approximately 5% of total net revenues.

London, 22 October 2014

The Board of Directors of TGS-NOPEC Geophysical Company ASA

ABOUT TGS

TGS provides multi-client geoscience data to oil and gas Exploration and Production companies worldwide. In addition to extensive global geophysical and geological data libraries that include multi-client seismic data, magnetic and gravity data, digital well logs, production data and directional surveys, TGS also offers advanced processing and imaging services, interpretation products, permanent reservoir monitoring and data integration solutions.

TGS-NOPEC Geophysical Company ASA is listed on the Oslo Stock Exchange (OSLO:TGS). TGS sponsored American Depositary Shares trade on the U.S. over-the-counter market under the symbol "TGSGY". Website: www.tgs.com

CONTACT FOR ADDITIONAL INFORMATION

Kristian Johansen, CFO tel +47 47 60 33 34

Will Ashby, Director, Finance Western Hemisphere & Investor Relations tel +1-713-860-2184

*************************************************************************************************************************

All statements in this earnings release other than statements of historical fact are forward-looking statements, which are subject to a number of risks, uncertainties and assumptions that are difficult to predict, and are based upon assumptions as to future events that may not prove accurate. These factors include TGS' reliance on a cyclical industry and principal customers, TGS' ability to continue to expand markets for licensing of data, and TGS' ability to acquire and process data products at costs commensurate with profitability. Actual results may differ materially from those expected or projected in the forward-looking statements. TGS undertakes no responsibility or obligation to update or alter forward-looking statements.

*************************************************************************************************************************

Interim Statement of Comprehensive Income

Unaudited
Unaudited
Unaudited
Net operating revenues
4
190,115
191,128
616,979
Operating expenses
Cost of goods sold - proprietary and other
120
452
2,916
Amortization of multi-client library
81,338
74,536
253,909
Personnel costs
20,090
19,665
65,434
Cost of stock options
1,259
1,199
4,027
Other operating expenses
11,447
11,351
31,525
(All amounts in USD 1,000s unless noted otherwise) Note 2014
Q3
2013
Q3
2014
YTD
2013
YTD
Unudited
612,077
18,401
222,844
58,499
3,368
31,289
Depreciation and amortization 4,411 4,064 11,886 10,952
Total operating expenses
118,665
111,266
369,698
345,353
Operating profit
4
71,450
79,862
247,281
266,724
Financial income and expenses
Financial income
2,344
1,495
6,148
5,136
Financial expense
-45
-103
-405
-3,452
Other financial items
-2,071
856
-365
-4,513
Net financial items
227
2,248
5,377
-2,829
Profit before taxes
71,677
82,110
252,659
263,895
Tax expense
16,994
25,613
68,614
78,845
Net income
54,684
56,497
184,045
185,050
EPS USD
0.54
0.55
1.80
EPS USD, fully diluted
0.53
0.54
1.78
1.81
1.78
Other comprehensive income:
Exchange differences on translation of foreign operations
-5,213
1,382
-4,512
-2,934
Net (loss)/gain on available-for-sale financial assets
-983
-
-328
-
Other comprehensive income for the period, net of tax
-6,196
1,382
-4,840
-2,934
Total comprehensive income for the period, net of tax
48,488
57,879
179,205
182,117

TGS | EARNINGS RELEASE 23 OCTOBER 2014

Interim Consolidated Balance Sheet

Note 2014 2013 2013
(All amounts in USD 1,000s) 30-Sep 30-Sep 31-Dec
Unaudited Unaudited Audited
ASSETS
Non-current assets
Goodwill 83,847 85,639 84,764
Multi-client library 837,449 773,990 758,093
Other intangible non-current assets 40,826 53,854 46,751
Deferred tax asset 12,676 10,912 6,645
Buildings 10,115 7,678 9,924
Machinery and equipment 42,678 40,118 42,877
Other non-current assets 6 53,398 17,506 56,018
Total non-current assets 1,080,988 989,697 1,005,072
Current assets
Financial investments available for sale - 3,689 3,868
Accounts receivable 150,658 235,754 234,339
Accrued revenues 177,590 166,201 172,493
Other short-term receivables 36,694 27,127 39,798
Cash and cash equivalents 264,283 187,491 280,688
Total current assets 629,226 620,261 731,186
TOTAL ASSETS 1,710,215 1,609,958 1,736,257
EQUITY AND LIABILITIES
Equity
Share capital 3,638 3,662 3,654
Other equity 1,314,608 1,212,602 1,289,325
Total equity 3 1,318,246 1,216,264 1,292,979
Non-current liabilities
Other non-current liabilities 6 19,226 4,285 16,698
Deferred tax liability 56,195 71,232 85,052
Total non-current liabilities 75,421 75,518 101,751
Current liabilities
Accounts payable and debt to partners 121,446 168,118 160,795
Taxes payable, withheld payroll tax, social security 75,019 60,509 80,651
Other current liabilities 120,083 89,550 100,081
Total current liabilities 316,548 318,176 341,527

Interim Consolidated Statement of Cash flow

2014 2013 2014 2013
(All amounts in USD 1,000s) Q3 Q3 YTD YTD
Unaudited Unaudited Unaudited Unaudited
Cash flow from operating activities:
Received payments from customers 222,667 158,644 692,328 573,995
Payments for salaries, pensions, social security tax -23,627 -22,294 -70,230 -63,750
Other operational costs -11,567 -10,452 -34,442 -48,340
Paid taxes -3,072 -8,309 -114,542 -132,230
Net cash flow from operating activities 1 184,401 117,589 473,114 329,676
Cash flow from investing activities:
Investments in tangible and intangible assets -2,886 -10,300 -20,744 -35,497
Investments in multi-client library -100,646 -93,550 -320,005 -306,722
Proceeds from sales of short-term financial investments 4,875 - 4,875 -
Interest received 658 609 4,601 4,382
Net cash flow from investing activities -97,999 -103,242 -331,273 -337,838
Cash flow from financing activites:
Interest paid -5 -46 -293 -3,321
Dividend payments -19,268 - -144,786 -142,164
Purchase of treasury shares -12,317 - -15,748 -
Proceeds from share offerings 1,419 779 2,581 2,466
Net cash flow from financing activites -30,171 733 -158,246 -143,019
Net change in cash and cash equivalents 56,231 15,080 -16,406 -151,182
Cash and cash equivalents at the beginning of period 208,052 172,411 280,688 338,673
Cash and cash equivalents at the end of period 264,283 187,491 264,283 187,491
1) Reconciliation
Profit before taxes 71,677 82,110 252,659 263,894
Depreciation/amortization/impairment 85,749 78,600 265,795 233,797
Changes in accounts receivables and accrued revenues 22,353 -28,135 78,135 9,188
Changes in other receivables 15,845 -1,477 2,326 -1,614
Changes in other balance sheet items -8,153 -5,199 -11,259 -43,360
Paid taxes -3,072 -8,309 -114,542 -132,230
Net cash flow from operating activities 184,401 117,589 473,114 329,676

Interim Consolidated Statement of Changes in Equity

Foreign Currency
Share- Own Shares Share Premium Other Paid-In Available for Sale Translation Retained Total
(All amounts in USD 1,000s) Capital Held Reserve Equity Reserve Reserve Earnings Equity
Opening balance 1 January 2014 3,716 -62 57,206 27,924 328 -12,475 1,216,341 1,292,979
Net income - - - - - - 184,045 184,045
Other comprehensive income - - - - -328 -4,512 - -4,840
Total comprehensive income - - - - -328 -4,512 184,045 179,205
Paid-in-equity 3 - 901 - - - - 904
Distribution of treasury shares - 4 - - - - 1,674 1,677
Cancellation of treasury shares held -17 17 - - - - - -
Purchase of treasury shares - -22 - - - - -15,726 -15,748
Cost of stock options - - - 4,015 - - - 4,015
Dividends - - - - - - -144,786 -144,786
Deferred tax asset related to stock options - - - - - - - -
Closing balance per 30 September 2014 3,702 -64 58,107 31,939 - -16,987 1,241,547 1,318,246
Foreign Currency
Share- Own Shares Share Premium Other Paid-In Available for Sale Translation Retained Total
(All amounts in USD 1,000s) Capital Held Reserve Equity Reserve Reserve Earnings Equity
Opening balance 1 January 2013 3,712 -57 56,008 23,595 212 -6,491 1,091,380 1,168,360
Net income - - - - - - 185,050 185,050
Other comprehensive income - - - - - -2,934 - -2,934
Total comprehensive income - - - - -1,748 -2,934 185,050 182,117
Paid-in-equity 4 - 1,108 - - - - 1,111
Distribution of treasury shares - 5 - - - - 1,349 1,354
Cost of stock options - - - 3,368 - - - 3,368
Dividends - - - - - - -140,029 -140,029
Deferred tax asset related to stock options - - - - - - -17 -17
Closing balance per 30 September 2013 3,716 -52 57,116 26,963 212 -9,425 1,137,733 1,216,264
Largest Shareholders per 17 October 2014 Shares %
1 STATE STREET BANK & TRUST COMPANY U.S.A. NOM 7,326,530 7.2%
2 THE BANK OF NEW YORK MELLON U.S.A. NOM 6,278,476 6.2%
3 J.P. MORGAN LUXEMBOURG S.A. GREAT BRITAIN NOM 5,469,595 5.4%
4 FOLKETRYGDFONDET NORWAY 4,542,158 4.5%
5 J.P. MORGAN CHASE BANK N.A. LONDON GREAT BRITAIN NOM 4,250,613 4.2%
6 CLEARSTREAM BANKING S.A. LUXEMBOURG NOM 3,505,661 3.5%
7 J.P. MORGAN CHASE BANK N.A. LONDON GREAT BRITAIN NOM 3,034,636 3.0%
8 THE NORTHERN TRUST CO. GREAT BRITAIN NOM 2,515,248 2.5%
9 RBC INVESTOR SERVICES TRUST GREAT BRITAIN NOM 2,217,514 2.2%
10 PARETO AKSJE NORGE NORWAY 2,117,833 2.1%
10 Largest 41,258,264 41%
Total Shares Outstanding * 101,605,776 100%

* Total shares outstanding are net of shares held in treasury per 17 October 2014

Average number of shares outstanding for Current Quarter *
Average number of shares outstanding during the quarter 101,932,471
Average number of shares fully diluted during the quarter 103,138,011

* Shares outstanding net of shares held in treasury (1,498,512 TGS shares), composed of average outstanding TGS shares during the full quarter

TGS | EARNINGS RELEASE 23 OCTOBER 2014

Note 1 General information

TGS-NOPEC Geophysical Company ASA (the Company) is a public limited company listed on the Oslo Stock Exchange. The address of its registered office is Lensmannslia 4, 1386 Asker, Norway.

Note 2 Basis for Preparation

The condensed consolidated interim financial statements of the TGS Group have been prepared in accordance with International Financial Reporting Standards (IFRS) IAS 34 Interim Financial Reporting as approved by EU and additional requirements in the Norwegian Securities Trading Act.

The same accounting policies and methods of computation are followed in the interim financial statements as compared with the annual financial statements for 2013. None of the new accounting standards or amendments that came into effect from 1 January 2014 had a significant impact during the first nine months of 2014. The annual report for 2013 is available on www.tgs.com.

Note 3 Share capital and equity

Ordinary shares Number of shares
1 January 2014 103,521,724
25 February 2014, shares issued for cash on exercise of stock options
14 May 2014, shares issued for cash on exercise of stock options
25 July 2014, cancellation of treasury shares
31,500
37,250
(406,186)
30 September 2014 103,184,288
Treasury shares Number of shares
1 January 2014 1,416,200
18 February 2014, shares bought back 15,000
25 February 2014, shares bought back 15,000
30 September 2014 1,498,512
30 September 2014, shares bought back 20,000
11 September 2014, shares bought back 20,000
10 September 2014, shares bought back 21,000
8 September 2014, shares bought back 23,000
5 September 2014, shares bought back 20,000
4 September 2014, shares bought back 23,000
3 September 2014, shares bought back 26,000
2 September 2014, shares bought back 27,000
1 September 2014, shares bought back 18,000
29 August 2014, shares bought back 30,000
28 August 2014, shares bought back 20,000
27 August 2014, shares bought back 20,000
26 August 2014, shares bought back 18,000
25 August 2014, shares bought back 20,000
22 August 2014, shares bought back 20,000
19 August 2014, shares bought back 20,000
18 August 2014, shares bought back 18,000
14 August 2014, treasury shares transferred to cover exercise of stock options (76,800)
12 August 2014, shares bought back 15,000
8 August 2014, shares bought back 15,000
6 August 2014, shares bought back 15,000
5 August 2014, shares bought back 14,548
4 August 2014, shares bought back 15,000
1 August 2014, shares bought back 20,000
25 July 2014, cancellation of treasury shares (406,186)
4 June 2014, distribution of shares to board members (8,250)
20 March 2014, shares bought back 10,000
17 March 2014, shares bought back 10,000
14 March 2014, shares bought back 15,000
13 March 2014, shares bought back 15,000
5 March 2014, shares bought back 15,000
3 March 2014, shares bought back 15,000
27 February 2014, shares bought back 5,000
25 February 2014, shares bought back 15,000

The Annual General Meeting on 3 June 2014 approved a dividend of NOK 8.5 per share for outstanding common stock. Dividend payments of USD 144.8 were made to the shareholders during June and July.

The Annual General Meeting on 3 June 2014 did also approve to cancel 406,186 treasury shares held at that date. The cancellation became effective on 25 July 2014.

Note 4 Segment information

2014 Q3 North &
South America
Europe &
Russia
Africa,
Middle East &
Asia/Pacific
Other
segments/
Corporate
costs
Consolidated
Net external revenues 98,468 53,122 11,236 27,289 190,115
Operating profit 74,108 27,355 -20,575 -9,437 71,450
North & Europe & Africa,
Middle East &
Other
segments/
Corporate
2014 YTD South America Russia Asia/Pacific costs Consolidated
Net external revenues 301,522 137,676 101,577 76,206 616,979
Operating profit 218,437 77,390 -14,273 -34,272 247,281
North &
South America
Europe &
Russia
Africa,
Middle East &
Asia/Pacific
Other
segments/
Corporate
costs
Consolidated
2013 Q3
Net external revenues
94,857 67,120 3,186 25,964 191,128
Operating profit 65,127 37,688 -14,323 -8,630 79,862
North &
South America
Europe &
Russia
Africa,
Middle East &
Asia/Pacific
Other
segments/
Corporate
costs
Consolidated
2013 YTD
Net external revenues
306,024 175,196 58,433 72,425 612,077
Operating profit 201,236 89,866 2,658 -27,036 266,724

There are no intersegment revenues between the reportable operating segments.

The Company does not allocate all cost items to its reportable operating segments during the year. Unallocated cost items are reported as "Other segments/Corporate costs".

Note 5 Related parties

On 14 August 2014, members of the executive management exercised 14,200 options and sold the same number of shares. No other material transactions with related parties took place during the third quarter of 2014.

Note 6 Loans to the E&P Holding Group – Økokrim investigation

Reference is made to TGS' Q2 2014 interim financials' note 6.

Based on the information currently available to TGS, the fair value estimates of the loans remain unchanged at USD 9.5 million.