GasLog Ltd. and its subsidiaries (“GasLog” or “Group” or
“Company”) (NYSE:GLOG), an international owner, operator and
manager of liquefied natural gas (“LNG”) carriers, today reported
its financial results for the quarter ended March 31, 2014.
First Quarter 2014
Highlights
• Announced the acquisition of three on-the-water vessels
from a subsidiary of BG Group plc (“BG”) for $468 million, with
time charters back for an average of 6 years. The vessels were
delivered after quarter end. • Successfully completed GasLog’s
first follow-on equity offering, raising approximately $199 million
(net of expenses) to partially fund the acquisition of the 3 BG
vessels. • Placed the GasLog Chelsea on a minimum seven month
charter from May 2014. • EBITDA(1) of $31.1 million (Q1 2013: $13.9
million), earnings per share (“EPS”) of $0.09 (Q1 2013: $0.09) and
Profit of $6.3 million (Q1 2013: $5.9 million) for the first
quarter. • Adjusted EBITDA(1) of $34.3 million (Q1 2013: $11.3
million), Adjusted EPS(1) of $0.13 (Q1 2013: $0.05) and Adjusted
Profit(1) of $9.6 million (Q1 2013: $3.2 million) for the first
quarter. • Quarterly dividend of $0.12 per common share payable on
June 11, 2014.
Post Quarter End
Highlights
• Successfully completed an initial public offering of
9,660,000 common units of GasLog Partners LP (“MLP”). • Announced
the agreement to acquire three additional on-the-water vessels from
a subsidiary of BG for $468 million and raised approximately $110
million (net of expenses) from a second follow-on equity offering
to partially fund the transaction. • Successfully closed a tap
issue of the Norwegian bond raising NOK 500 million (approximately
$84 million) at an all in swapped fixed cost of 5.99%. • Entered
into contracts with Samsung for the purchase of two 174,000 cbm
newbuildings for delivery in the second half of 2017.
__________________________(1) EBITDA, Adjusted EBITDA, Adjusted
Profit and Adjusted EPS are non-GAAP financial measures, and should
not be used in isolation or as a substitute for GasLog’s financial
results presented in accordance with International Financial
Reporting Standards (“IFRS”). For definitions and reconciliations
of these measurements to the most directly comparable financial
measures calculated and presented in accordance with IFRS, please
refer to Exhibit II at the end of this press release.
CEO Statement
Mr. Paul Wogan, Chief Executive Officer, stated “I am very
pleased that following another busy quarter the business remains on
track for 2014. We grew our fleet during the quarter with the
announcement of the acquisition of three on the water ships from a
subsidiary of BG with an average of 6 year time charters back to
BG. The vessels were delivered to GasLog on April 10, 2014. On the
same day we announced a second transaction with BG to acquire three
additional ships for $468 million, again with 6-year-time charters
back to BG. Our two follow-on equity offerings raised in excess of
$300 million. These accretive transactions will increase the size
of our fully delivered fleet to 23 ships (including the three
vessels contributed to the MLP). It also takes our backlog of
contracted revenue to almost $3 billion. These two BG transactions
alongside the acquisition of the GasLog Chelsea in 2013 demonstrate
our ongoing desire and ability to acquire high quality assets with
attractive return profiles as we continue to pursue our
consolidation strategy.
The GasLog Chelsea continued to perform well in what was a quiet
quarter for spot voyages. We put the ship on two short term
charters to new customers and then placed the vessel on a minimum
seven month charter which commenced on May 2, 2014.
In early January, we also announced that we had made a
confidential filing for the initial public offering of common units
by our Master Limited Partnership subsidiary. On May 12, 2014, we
completed the sale of 9,660,000 common units of the MLP at $21 per
unit.
We carried out some major scheduled maintenance during the
quarter on a number of vessels without any off hire. This resulted
in higher than average maintenance cost for the quarter but our
operating cost remains on budget for the full year.
We have continued to build and position the Company for what we
believe will be strong markets for LNG shipping as the liquefaction
project completions start to gather pace.”
Dividend Declaration
On May 13, 2014, the Board of Directors declared a quarterly
cash dividend of $0.12 per common share payable on June 11, 2014 to
shareholders of record as of May 27, 2014.
Acquisition of Six LNG carriers from a
subsidiary of BG
On January 15, 2014, GasLog entered into an agreement to acquire
three 145,000 cbm steam-powered LNG carriers for an aggregate cost
of $468 million from a subsidiary of BG, with the vessels to be
chartered back to Methane Services Ltd. (“MSL”), for an average six
year initial term. On April 10, 2014, GasLog announced the
completion of this transaction. The ships acquired are the Methane
Rita Andrea, the Methane Jane Elisabeth, and the Methane Lydon
Volney.
On April 10, 2014, GasLog entered into an agreement to acquire
three additional 145,000 cbm steam-powered LNG carriers for an
aggregate cost of $468 million from a subsidiary of BG, with the
vessels to be chartered back to MSL for an average six year initial
term. The ships to be acquired are the Methane Shirley Elisabeth,
the Methane Heather Sally, and the Methane Alison Victoria. This
transaction is expected to close in the third quarter of 2014.
MSL has unilateral options to extend the term of the time
charters for four of the ships for a period of either three or five
years. GasLog supervised the construction of all six ships for BG
and has provided technical management for the ships since
delivery.
MLP Units Offering
On April 7, 2014, a subsidiary of GasLog filed a registration
statement with the SEC for an initial public offering of common
units representing limited partnership interests in an MLP formed
to own ocean-going LNG carriers with long-term charters. On May 12,
2014, we completed the initial public offering of the MLP. Of the
net proceeds of $189.1 million after deducting underwriting
discounts and structuring fees, $82.63 million, plus accrued
interest in connection with such amount, was used to reduce
existing indebtedness on the MLP’s initial fleet, approximately
$2.3 million was used to settle the marked-to-market loss on
reduction of MLP’s interest rate swaps, in connection with the
$82.63 million of debt that was prepaid, $68.79 million was paid by
the MLP to GasLog (including $3.1 million as reimbursement for the
estimated offering expenses) and $35.0 million was retained by the
MLP. GasLog owns the general partner of the MLP and a majority of
its total equity; as a result, the MLP is controlled by GasLog.
Following the completion of the MLP initial public offering, the
MLP owns three vessels with multi-year charters contributed by
GasLog (the GasLog Shanghai, the GasLog Santiago and the GasLog
Sydney). The MLP has options to acquire for fair market value
twelve additional vessels (including three vessels to be acquired
from a subsidiary of BG) from GasLog that are either currently on
the water or scheduled for delivery, and all of which currently
have multi-year charters. The MLP and GasLog also have entered into
certain noncompetition agreements, pursuant to which (i) the MLP
has the right to acquire for fair market value any additional
ocean-going LNG carriers with cargo capacities greater than 75,000
cbm that GasLog either acquires or re-charters and that have
charters of five years or more (“Five Year Vessels”) and (ii)
GasLog has the right to acquire for fair market value any LNG
carriers that the MLP acquires that are not Five Year Vessels. If
the MLP proposes to dispose of an LNG carrier, GasLog will have a
right of first offer with respect to that vessel, and if GasLog
proposes to dispose of a Five Year Vessel, the MLP will have a
right of first offer with respect to that vessel. All vessels owned
by the MLP will be managed by GasLog unless otherwise stipulated in
the charter agreement.
GasLog is entitled to share in quarterly distributions paid on
the general and limited partnership interests it holds, as well as
certain incentive distribution rights that entitle GasLog to an
increasing portion of incremental distributions over certain
thresholds. GasLog is also entitled to receive fees from providing
commercial, ship management and administrative services to the
MLP.
Equity Offerings
On January 22, 2014, GasLog completed a follow-on public
offering of 10,925,000 common shares, including 1,425,000 common
shares issued upon the exercise in full by the underwriters of
their option to purchase additional shares. The public offering
price was $15.75 per share. The Company also sold 2,317,460 common
shares at the public offering price in a private placement to
certain of its directors and officers and one of its major
shareholders, also at $15.75 per share. The net proceeds of $199.08
million, after deducting underwriting discounts and offering
expenses, were used to partially finance the vessel acquisition
from a subsidiary of BG that closed in April 2014.
On April 16, 2014, GasLog completed a further follow-on public
offering of 4,887,500 common shares, including 637,500 common
shares issued upon the exercise in full by the underwriters of
their option to purchase additional shares. The public offering
price was $23.75 per share. The net proceeds of approximately
$109.8 million, after deducting underwriting discounts and other
offering expenses, will be used to partially finance the pending
vessel acquisition from a subsidiary of BG.
New Financings
In connection with the acquisition of the first three ships from
BG, GasLog obtained commitments from Citibank N.A, London Branch
(“Citibank”) for a $325.5 million debt financing with a two-year
maturity, together with a $100.0 million short-term bridge loan
facility. The bridge loan facility commitment remained undrawn and
was cancelled on successful completion of the public offering and
the private placement in January 2014. The $325.5 million debt
financing agreement was signed on April 1, 2014, and on April 9,
2014, GasLog drew down $325.5 million under this agreement to
finance part of the acquisition cost of the first three ships
acquired from BG.
In connection with the pending acquisition of the additional
three ships from a subsidiary of BG, GasLog obtained commitments
from Citibank for a further $325.5 million debt financing with a
two-year maturity, together with a further $100 million short-term
bridge loan facility. The bridge loan facility commitment remained
undrawn and was cancelled on successful completion of the public
offering in April 2014.
After the quarter end, GasLog successfully closed a tap issue of
the Norwegian bond of NOK 500 million (approximately $84 million).
All interest and principal payments have been swapped into USD at
an effective interest cost of 5.99% per annum. The proceeds from
the offering will be used for general corporate purposes, including
financing for GasLog’s newbuilding program. The total outstanding
balance of the Norwegian bond after the tap issue amounts to NOK 1
billion (approximately $169 million).
In connection with the MLP initial public offering, we obtained
certain waivers and consents from our lenders and amended two of
our credit facilities. The credit facility entered into by our
subsidiaries GAS-three Ltd. and GAS-four Ltd. was amended to, among
other things, permit GasLog’s contribution of the GasLog Shanghai
and the GasLog Santiago to the MLP and add GasLog Partners Holdings
LLC, a subsidiary of the MLP, as a guarantor. The credit facility
entered into by our subsidiaries GAS-five Ltd. and GAS-six Ltd. was
amended to, among other things, (1) divide the facility into two
separate facilities on substantially the same terms as the current
facility, with one facility executed by GAS-five Ltd. for the
portion allocated to the GasLog Sydney and one facility executed by
GAS-six Ltd. for the portion allocated to the GasLog Skagen, (2)
permit GasLog’s contribution of the GasLog Sydney to the MLP and
(3) add GasLog Partners Holdings LLC as a guarantor and remove our
subsidiary GasLog Carriers as a guarantor, in connection with the
new GAS-five Ltd. facility. In connection with these amendments, we
prepaid $82.63 million of the new GAS-five Ltd. facility with
proceeds of the MLP initial public offering.
Financial
Summary
For the three months In
millions of U.S. dollars except per share numbers
Q1 2013 Q1 2014 EBITDA(1)
13.9 31.1 Adjusted EBITDA(1) 11.3
34.3 Profit 5.9 6.3
Adjusted Profit(1) 3.2 9.6 EPS
0.09 0.09 Adjusted EPS(1) 0.05
0.13
Profit was $6.3 million for the quarter ended March 31, 2014
($5.9 million for the quarter ended March 31, 2013). This increase
is mainly attributable to the increase in revenues, partially
offset by the increase in operating expenses, depreciation expense
and financial costs including gain/(loss) on swaps. These increases
resulted from the delivery of the GasLog Shanghai , the GasLog
Santiago , the GasLog Sydney , the GasLog Skagen , the GasLog
Chelsea and the GasLog Seattle on January 28, 2013, March 25, 2013,
May 30, 2013, July 25, 2013, October 4, 2013 and December 9, 2013,
respectively, the commencement of their charter party agreements as
well as the new financing obtained with relation to the delivery of
the aforementioned vessels.
EPS was $0.09 for the quarter ended March 31, 2014 ($0.09 for
the quarter ended March 31, 2013).
EBITDA(1) was $31.1 million for the quarter ended March 31, 2014
($13.9 million for the quarter ended March 31, 2013).
Adjusted Profit(1) was $9.6 million for the quarter ended March
31, 2014 ($3.2 million for the quarter ended March 31, 2013), after
excluding the effects of the unrealized gain/loss on swaps and
foreign exchange losses.
Adjusted EPS(1) was $0.13 for the quarter ended March 31, 2014
($0.05 for the quarter ended March 31, 2013). The increase in
Adjusted EPS is attributable to the increase in Adjusted Profit
partially offset by the increase in the weighted average number of
shares due to the public offering and the private placement
completed in January 2014.
Adjusted EBITDA(1) was $34.3 million for the quarter ended March
31, 2014 ($11.3 million for the quarter ended March 31, 2013).
Revenues were $57.1 million for the quarter ended March 31, 2014
($21.8 million for the quarter ended March 31, 2013). The increase
is mainly attributable to the increase in operating days resulting
from the delivery of the six vessels mentioned above.
Vessel operating and supervision costs were $16.9 million for
the quarter ended March 31, 2014 ($4.9 million for the quarter
ended March 31, 2013). The increase is mainly attributable to the
vessel operating costs of the six vessels delivered in 2013 and
increased technical expenses due to the planned overhaul of the
main engines for the two vessels delivered in 2010.
Depreciation of fixed assets was $11.2 million for the quarter
ended March 31, 2014 ($4.2 million for the quarter ended March 31,
2013). The increase is mainly attributable to the depreciation of
the six vessels brought into operation during 2013.
General and administrative expenses were $6.3 million for the
quarter ended March 31, 2014 ($6.6 million for the quarter ended
March 31, 2013). The slight decrease derived mainly from the
decrease in net losses from foreign exchange differences.
Financial costs and gain/(loss) on swaps, net were $16.8 million
for the quarter ended March 31, 2014 ($0.7 million for the quarter
ended March 31, 2013). The increase is attributable to an increase
of $6.4 million in unrealized loss from swaps and an increase of
$9.7 million in other financial costs including interest
expense.
For a detailed discussion of GasLog’s financial results for the
quarter ended March 31, 2014, please refer to the Financial Report
for the Three Months Ended March 31, 2014, furnished on Form 6-K to
the United States Securities and Exchange Commission (the “Q1
6-K”). http://www.gaslogltd.com/investor-relations/sec-filings
Contracted Charter
Revenues
GasLog’s contracted charter revenues are estimated to increase
from $145.41 million for the fiscal year 2013 to $417.45 million
for the fiscal year 2017, based on contracts in effect as of March
31, 2014 for the eight LNG carriers delivered to us in 2010 and
2013, the three LNG carriers acquired from a subsidiary of BG in
April 2014, the three additional LNG carriers that will be acquired
from a subsidiary of BG and the five LNG carriers on order for
which we have secured time charters, but does not include extension
options. This amount includes the vessels now owned by our MLP
subsidiary. For further details please refer to the Q1 6-K.
Liquidity and Financing
As of March 31, 2014, GasLog had cash and cash equivalents of
$284.84 million of which $223.95 million was held in time deposits.
Moreover, as of March 31, 2014, GasLog had $2.15 million held in
time deposits with an initial duration of more than three months
but less than a year which have been classified as short-term
investments.
As of March 31, 2014, GasLog had an aggregate of $1,040.71
million of indebtedness outstanding under six credit agreements, of
which $107.43 million is repayable within one year. As of March 31,
2014, GasLog had $83.24 million outstanding under the NOK bond
agreement that is payable in June 2018.
As of March 31, 2014, there is an undrawn amount of $7.83
million from the revolving facility of GAS-two Ltd. which is
available to be drawn under certain conditions. In addition, there
is a loan facility with an aggregate undrawn amount of $435 million
available that will be used to finance a portion of the contract
prices of three of our newbuildings upon their deliveries.
In connection with the MLP initial public offering, we obtained
certain waivers and consents from our lenders and amended the
credit facilities entered into by our subsidiaries GAS-three Ltd.
and GAS-four Ltd., and GAS-five Ltd. and GAS-six Ltd. to, among
other things, permit GasLog’s contribution of the GasLog Shanghai,
the GasLog Santiago and the GasLog Sydney to the MLP and add GasLog
Partners Holdings LLC, a subsidiary of the MLP, as a guarantor. In
connection with these amendments, we prepaid $82.63 million of the
new GAS-five Ltd. facility with proceeds of the MLP initial public
offering.
As of March 31, 2014, GasLog’s commitments for capital
expenditures are related to the seven LNG carriers on order, which
have a gross aggregate contract price of approximately $1.39
billion. As of March 31, 2014, the total remaining balance of the
contract prices of the seven newbuildings was $1.26 billion that
will be funded with available cash, cash from operations, existing
debt and other financings.
Subsequent to March 31, 2014, GasLog drew down the full amount
of the new $325.5 million loan facility put in place to finance
part of the acquisition cost of the first three ships acquired from
BG.
GasLog’s expected floating interest rate exposure has been
hedged for 64.4% at a weighted average interest rate of
approximately 4.5% (including margin) as of March 31, 2014.
Business Update
As of March 31, 2014 GasLog has seven newbuildings on order at
Samsung Heavy Industries Co. Ltd. (“Samsung”). Our vessels
presently under construction are on schedule and within budget with
one vessel scheduled to be delivered at the end of the second
quarter 2014 and one vessel scheduled to be delivered in the fourth
quarter of 2014.
The seven on-the-water ships in GasLog’s fleet as of March 31,
2014, currently on long-term charters, performed without any
off-hire during the quarter ended March 31, 2014, thereby achieving
full utilization for the period.
In April 2014, GasLog acquired three 145,000 cbm steam-powered
LNG carriers from a subsidiary of BG and has agreed to acquire
another three sister LNG carriers that are expected to deliver in
the third quarter of 2014.
Following the completion of the MLP initial public offering, the
MLP owns three vessels with multi-year charters contributed by
GasLog (the GasLog Shanghai, the GasLog Santiago and the GasLog
Sydney).
In May 2014, GasLog entered into contracts with Samsung for the
purchase of two additional 174,000 cbm newbuildings from Samsung
with delivery dates in 2017. In addition, we secured additional
fixed priced options from Samsung with a four month option term on
two further 174,000 cbm newbuildings with delivery dates in 2017
and early 2018. If we exercise these options, Samsung has agreed to
grant us two additional options.
LNG Market Update and
Outlook
We believe that the long-term outlook for LNG shipping remains
very positive with several significant liquefaction projects
nearing completion and, over the coming years, a steady stream of
large projects expected to come online in places such as Australia,
USA, Russia, Canada and East Africa. In early 2014, the 6mtpa
Jordan Cove project became the 6th US project to receive U.S.
Department of Energy approval for LNG export to non-Free Trade
Agreement countries and Petronas took final investment decision
(FID) on a second floating production unit for offshore Malaysia.
Petronas’ 1.5mtpa unit is scheduled to commence production in 2018
and is the fourth floating LNG production facility to achieve FID.
This technology is an exciting development for monetizing gas
fields and supports the further growth in LNG carrier demand.
During the first quarter of 2014 short-term rates for LNG
carriers declined. As for the previous quarter, market observers
attributed the decline to a lack of available LNG cargoes in the
Atlantic basin reducing the demand for short-term LNG charters,
whilst more ships became available as newbuilds delivered into the
fleet. This softening of short-term rates is likely to continue
into Q2 2014 as open newbuilds continue to deliver at a faster pace
than liquefaction projects come online. In 2014 we expect the
6.9mtpa Papua New Guinea LNG project to commence production of LNG,
with reports suggesting the project is scheduled to commence
operations earlier than originally planned. In addition, new LNG
production is expected from Algeria this year, and BG’s first
production train of 4.5mtpa at Curtis LNG, Queensland, reportedly
remains on track to also produce first LNG in 2014. This will be
followed by additional production from other new projects in
Australia, South East Asia and North America in 2015 and beyond.
There is currently over 100mtpa of new LNG production capacity for
which FID has been taken but where production has yet to commence.
This supports our expectation that the medium to long-term outlook
for LNG shipping is very positive.
GasLog’s strategy has been to have its fleet largely contracted
to high credit quality counterparties through 2014 and 2015,
thereby providing protection from near term volatility. Looking
ahead, we do expect to see significant opportunities to capture
upside in the spot market when new liquefaction capacity commences
production and outstrips the supply of ships. With the GasLog
Chelsea fixed for a minimum of seven months from May, we will have
all of our on-the-water vessels contracted to the end of 2014.
The acquisition of the GasLog Chelsea in 2013 and the recent
vessel acquisitions from a subsidiary of BG, demonstrate our
willingness and ability to take advantage of attractive acquisition
opportunities as they arise. Our financial flexibility alongside
our solid contracted revenue base allows us to look at potential
opportunities that meet our disciplined return criteria in both the
short and long-term markets.
Through the delivery of our newbuilding program and the addition
of on-the-water vessels, we believe GasLog is very well placed to
take advantage of the continuing growth in the LNG industry.
Conference Call
GasLog will host a conference call at 8:30 a.m. Eastern Time
(1:30 p.m. London Time) on Wednesday, May 14, 2014 to discuss the
first quarter 2014 results. The dial-in number is +1-212-444-0481
(New York, NY) and +44 (0) 203 427 0503 (London, UK), passcode is
6932263. A live webcast of the conference call will also be
available on the investor relations page of GasLog’s website at
http://www.gaslogltd.com/investor-relations.
For those unable to participate in the conference call, a replay
will be available from 12:30 p.m. Eastern Time (5:30 p.m. London
Time) on May 14, 2014 until 6:59 p.m. Eastern Time on Wednesday,
May 21, 2014 (11:59 p.m. London Time). The replay dial-in number is
+1-347-366-9565 (New York) and +44 (0) 203 427 0598 (London). The
replay passcode is 6932263.
About GasLog Ltd.
GasLog is an international owner, operator and manager of LNG
carriers. Following the recently announced agreement to purchase
three additional LNG carriers from a subsidiary of BG, the
contribution of three vessels to the MLP and the contracts signed
with Samsung for two newbuildings, GasLog’s wholly-owned fleet will
include 20 LNG carriers (including 11 ships in operation and nine
LNG carriers on order) and will have 6 LNG carriers operating under
its technical management for external customers. GasLog’s principal
executive offices are at Gildo Pastor Center, 7 Rue du Gabian, MC
98000, Monaco. GasLog’s website is http://www.gaslogltd.com. GasLog
is also the general partner and majority interest holder in the
MLP, a publicly traded master limited partnership, which owns three
LNG carriers.
Forward Looking
Statements
This press release contains “forward-looking statements” as
defined in the Private Securities Litigation Reform Act of 1995.
The reader is cautioned not to rely on these forward-looking
statements. All statements, other than statements of historical
facts, that address activities, events or developments that the
Company expects, projects, believes or anticipates will or may
occur in the future, including, without limitation, future
operating or financial results and future revenues and expenses,
future, pending or recent acquisitions, general market conditions
and shipping industry trends, the financial condition and liquidity
of the Company, cash available for dividend payments, future
capital expenditures and drydocking costs and newbuild vessels and
expected delivery dates, are forward-looking statements. These
statements are based on current expectations of future events. If
underlying assumptions prove inaccurate or unknown risks or
uncertainties materialize, actual results could vary materially
from our expectations and projections. Risks and uncertainties
include, but are not limited to, general LNG and LNG shipping
market conditions and trends, including charter rates, ship values,
factors affecting supply and demand, technological advancements and
opportunities for the profitable operation of LNG carriers; our
ability to enter into time charters with our existing customers as
well as new customers; our contracted charter revenue; our
customers’ performance of their obligations under our time charters
and other contracts; the effect of volatile economic conditions and
the differing pace of economic recovery in different regions of the
world; future operating or financial results and future revenues
and expenses; our future financial condition and liquidity; our
ability to obtain financing to fund capital expenditures,
acquisitions and other corporate activities, funding by banks of
their financial commitments, and our ability to meet our
obligations under our credit facilities; future, pending or recent
acquisitions of ships or other assets, business strategy, areas of
possible expansion and expected capital spending or operating
expenses; our expectations relating to dividend payments and our
ability to make such payments; our ability to enter into
shipbuilding contracts for newbuildings and our expectations about
the availability of existing LNG carriers to purchase, as well as
our ability to consummate any such acquisitions; our expectations
about the time that it may take to construct and deliver
newbuildings and the useful lives of our ships; number of off-hire
days, drydocking requirements and insurance costs; our anticipated
general and administrative expenses; fluctuations in currencies and
interest rates; our ability to maintain long-term relationships
with major energy companies; expiration dates and extensions of
charters; our ability to maximize the use of our ships, including
the re-employment or disposal of ships no longer under time charter
commitments; environmental and regulatory conditions, including
changes in laws and regulations or actions taken by regulatory
authorities; requirements imposed by classification societies;
risks inherent in ship operation, including the discharge of
pollutants; availability of skilled labor, ship crews and
management; potential disruption of shipping routes due to
accidents, political events, piracy or acts by terrorists; and
potential liability from future litigation. A further list and
description of these risks, uncertainties and other factors can be
found in our Annual Report filed with the SEC on March 27, 2014.
Copies of the Annual Report, as well as subsequent filings, are
available online at www.sec.gov or on request from us. We do not
undertake to update any forward-looking statements as a result of
new information or future events or developments.
EXHIBIT I – Unaudited Interim Financial
Information
Unaudited condensed consolidated
statements of financial position
As of December 31, 2013 and March 31,
2014
(Amounts expressed in thousands of U.S.
Dollars)
December 31, 2013 March 31, 2014
Assets Non-current assets Goodwill 9,511 9,511
Investment in associate 6,326 6,503 Deferred financing costs 12,793
13,663 Other non-current assets 2,659 2,859 Derivative financial
instruments 9,145 7,161 Tangible fixed assets 1,529,720 1,518,815
Vessels under construction and advances for vessels 120,295 131,700
Total non-current assets 1,690,449 1,690,212
Current assets Trade and other receivables 7,257 2,230
Dividends receivable and due from related parties 2,476 247
Inventories 5,936 4,862 Prepayments and other current assets 2,263
2,825 Short-term investments 4,500 2,150 Cash and cash equivalents
103,798 284,835
Total current assets 126,230
297,149 Total assets 1,816,679
1,987,361 Equity and liabilities Equity Share
capital 629 761 Contributed surplus 614,964 813,910 Reserves
(3,428
)
(2,530
)
(Accumulated deficit)/Retained earnings 27,368 24,584
Equity
attributable to owners of the Group 639,533
836,725 Current liabilities Trade accounts payable
5,735 5,739 Ship management creditors 8,148 501 Amounts due to
related parties 123 79 Derivative financial instruments 14,235
15,051 Other payables and accruals 30,272 25,044 Borrowings—current
portion 100,320 103,045
Total current liabilities
158,833 149,459 Non-current liabilities
Derivative financial instruments 2,918 1,572 Borrowings—non-current
portion 1,014,754 998,947 Other non-current liabilities 641 658
Total non-current liabilities 1,018,313
1,001,177 Total equity and liabilities
1,816,679 1,987,361
Unaudited condensed consolidated
statements of profit or loss
For the three months ended March 31,
2013 and 2014
(Amounts expressed in thousands of U.S.
Dollars, except per share data)
For the three months ended March 31,
2013 March 31, 2014 Revenues 21,777 57,071 Vessel
operating and supervision costs (4,877 ) (16,945 ) Depreciation of
fixed assets (4,240 ) (11,190 ) General and administrative expenses
(6,615 ) (6,263 )
Profit from operations 6,045
22,673 Financial costs including gain/(loss) on swaps
(718 ) (16,803 ) Financial income 179 82 Share of profit of
associate 388 397
Total other expense (151 )
(16,324 )
Profit for the period 5,894
6,349 Earnings per share – basic and diluted
0.09 0.09
Unaudited condensed consolidated
statements of cash flows
For the three months ended March 31,
2013 and 2014
(Amounts expressed in thousands of U.S.
Dollars)
For the three months ended March 31,
2013 March 31, 2014 Cash flows from operating
activities: Profit for the period 5,894 6,349 Adjustments for:
Depreciation of fixed assets 4,240 11,190 Share of profit of
associate (388 ) (397 ) Financial income (179 ) (82 ) Financial
costs 2,832 11,687 Unrealized (gain)/loss on swaps (3,239 ) 3,180
Unrealized foreign exchange losses on cash and cash equivalents and
short-term investments 939 125 Expense recognized in respect of
equity-settled share based payments — 180 10,099 32,232 Movements
in working capital (5,014 ) (4,938 )
Cash provided by
operations 5,085 27,294 Interest paid (1,953 )
(11,246 )
Net cash from operating activities 3,132
16,048 Cash flows from investing activities: Payments
for tangible fixed assets, vessels under construction and advances
for vessels (339,737 ) (10,433 ) Dividends received from associate
750 750 Purchase of short-term investments (1,469 ) (2,150 )
Maturity of short-term investments 33,600 4,500 Financial income
received 115 79
Net cash used in investing activities
(306,741 ) (7,254 ) Cash flows from
financing activities: Proceeds from bank loans 272,500 2,681
Bank loan repayments (6,958 ) (17,982 ) Payment of loan issuance
costs (2,311 ) (2,649 ) Net proceeds from public offering and
private placement — 199,451 Dividends paid (6,915 ) (9,133 )
Net
cash from financing activities 256,316 172,368
Effects of exchange rate changes on cash and cash
equivalents (679 ) (125 )
(Decrease)/increase in cash and cash equivalents
(47,972 ) 181,037 Cash and cash equivalents,
beginning of the period 110,978 103,798
Cash and cash
equivalents, end of the period 63,006 284,835
EXHIBIT II
Non-GAAP Financial Measures:
EBITDA is defined as earnings before interest income and
expense, realized gain/(loss) on swaps held for trading, taxes,
depreciation and amortization. Adjusted EBITDA is defined as EBITDA
before unrealized loss on swaps and foreign exchange losses.
Adjusted Profit and Adjusted EPS represent earnings and earnings
per share, respectively, before unrealized loss on swaps and
foreign exchange losses. EBITDA, Adjusted EBITDA, Adjusted Profit
and Adjusted EPS, which are non-GAAP financial measures, are used
as supplemental financial measures by management and external users
of financial statements, such as investors, to assess our financial
and operating performance. We believe that these non-GAAP financial
measures assist our management and investors by increasing the
comparability of our performance from period to period. We believe
that including EBITDA, Adjusted EBITDA, Adjusted Profit and
Adjusted EPS assists our management and investors in (i)
understanding and analyzing the results of our operating and
business performance, (ii) selecting between investing in us and
other investment alternatives and (iii) monitoring our ongoing
financial and operational strength in assessing whether to continue
to hold our common shares. This increased comparability is achieved
by excluding the potentially disparate effects between periods of,
in the case of EBITDA and Adjusted EBITDA, interest, realized
gains/(losses) on swaps held for trading, taxes, depreciation and
amortization and, and in the case of Adjusted EBITDA, Adjusted
Profit and Adjusted EPS, unrealized loss on swaps and foreign
exchange losses, which items are affected by various and possibly
changing financing methods, capital structure and historical cost
basis and which items may significantly affect results of
operations between periods.
EBITDA, Adjusted EBITDA, Adjusted Profit and Adjusted EPS have
limitations as analytical tools and should not be considered as
alternatives to, or as substitutes for, or superior to profit,
profit from operations, earnings per share or any other measure of
financial performance presented in accordance with IFRS. These
non-GAAP financial measures exclude some, but not all, items that
affect profit, and these measures may vary among companies. In
evaluating Adjusted EBITDA, Adjusted Profit and Adjusted EPS, you
should be aware that in the future we may incur expenses that are
the same as or similar to some of the adjustments in this
presentation. Our presentation of Adjusted EBITDA, Adjusted Profit
and Adjusted EPS should not be construed as an inference that our
future results will be unaffected by the excluded items. Therefore,
the non-GAAP financial measures as presented below may not be
comparable to similarly titled measures of other companies in the
shipping or other industries.
Reconciliation of EBITDA and Adjusted
EBITDA to Profit:
(Amounts expressed in thousands of U.S.
Dollars)
For the three months ended March 31,
2013 March 31, 2014 Profit for the period 5,894
6,349 Depreciation of fixed assets 4,240 11,190 Financial costs
excluding unrealized gain/(loss) on swaps 3,957 13,623 Financial
income (179 ) (82 )
EBITDA 13,912 31,080
Unrealized (gain)/loss on swaps (3,239 ) 3,180 Foreign exchange
losses, net 590 74
Adjusted EBITDA 11,263
34,334
Reconciliation of Adjusted Profit to
Profit:
(Amounts expressed in thousands of U.S.
Dollars)
For the three months ended March 31,
2013 March 31, 2014 Profit for the period 5,894
6,349 Unrealized (gain)/loss on swaps (3,239 ) 3,180 Foreign
exchange losses, net 590 74
Adjusted Profit for the period
3,245 9,603
Reconciliation of Adjusted Earnings Per
Share to Earnings Per Share:
(Amounts expressed in thousands of U.S.
Dollars, except share and per share data)
Three months ended March 31,
2013 March 31, 2014 Profit for the period
attributable to owners of the Group 5,894 6,349 Weighted average
number of shares outstanding, basic 62,863,166 72,868,580
EPS 0.09 0.09 Adjusted profit for the
period attributable to owners of the Group 3,245 9,603 Weighted
average number of shares outstanding, basic 62,863,166 72,868,580
Adjusted EPS 0.05 0.13
GasLog, MonacoSimon Crowe, +377 9797 5115CFOorGasLog,
MonacoJamie Buckland, +377 9797 5118orSolebury Communications,
NYCRay Posadas, +1 203-428-3231ir@gaslogltd.com
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