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 unaudited financial results for the quarter ended December 31,
2014.
Highlights
• Agreement to acquire two additional LNG carriers from a
subsidiary of BG Group plc (“BG Group”) for $460.0 million that
will be chartered back to the same subsidiary of BG Group with
average charters of 10 years, adding $590 million to our contracted
revenue. (1) • 16% increase in quarterly distribution from
GasLog Partners LP (“GasLog Partners”) which exceeds the first
Incentive Distribution Right (“IDR”) threshold, resulting in higher
quarterly distributions to GasLog by $0.6 million. •
Earnings per share (“EPS”) of $0.11 (Q4 2013: $0.34), EBITDA(2) of
$68.1 million (Q4 2013: $39.9 million) and Profit of $9.9 million
(Q4 2013: $21.4 million) for the quarter ended December 31, 2014.
• Adjusted EPS(2) of $0.28 (Q4 2013: $0.28), Adjusted
EBITDA(2) of $67.5 million (Q4 2013: $39.7 million) and Adjusted
Profit(2) of $24.0 million (Q4 2013: $17.4 million) for the quarter
ended December 31, 2014. • Launched ‘GasLog 40:17’ Vision(3)
at our Capital Markets Day on December 2, 2014. • Quarterly
dividend of $0.14 per common share payable on March 13, 2015.
(1) Contracted revenue calculations assume: (a) 365 revenue days
per annum, with 30 off-hire days when the ship undergoes scheduled
drydocking; (b) the two LNG carriers agreed to be acquired are
delivered on schedule; and (c) no charterers’ exercise of any
option to extend the terms of charters.
(2) 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 of this press release.
(3) Future acquisitions of vessels are subject to various risks
and uncertainties that include, but are not limited to, general LNG
and LNG shipping market conditions and trends; 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 future
financial condition and liquidity; our ability to obtain financing
to fund acquisitions, banks’ ability to fund their financial
commitments; and our ability to meet our obligations under our
credit facilities.
CEO Statement
Paul Wogan, Chief Executive Officer, stated “We continued to
execute well on our business plan in what proved to be an active
fourth quarter for GasLog. We launched the ‘GasLog 40:17’ Vision at
our Capital Markets Day in December, which sets out our ambition to
increase the consolidated fleet to 40 vessels by the end of 2017.
Through adding vessels with attractive, long-term contracts with
strong counterparties, our aim is to continue to add to our $3.2
billion(1) of contracted revenue.
The fourth quarter saw a fall in the oil price which negatively
impacted the global energy sector. However, even against this
volatile backdrop, we immediately made progress in realizing this
‘GasLog 40:17” Vision by contracting to acquire two 170,000 cbm
tri-fuel diesel electric (“TFDE”) vessels from a subsidiary of BG
Group with average charters of 10 years. This transaction,
announced on December 22, 2014, is expected to close by the end of
March 2015 and will increase the consolidated fleet to 27.25
vessels. We look forward to continuing this progress in 2015.
2014 was a transformational year for GasLog that saw the Company
executing significant fleet growth through a combination of
newbuilding orders and acquisitions. We also broadened our access
to the capital markets through two GasLog equity raises, the GasLog
Partners initial public offering (“IPO”) and a further NOK bond
issue. We expect that even in the prevailing lower oil-price
environment, 2015 will see significant new LNG liquefaction
projects coming online and GasLog will continue to use its
operational and financial platform to take advantage of further
attractive opportunities in the market.”
(1)Includes the two vessel acquisition announced on December 22,
2014, which is expected to close by the end of March 2015.
Dividend Declaration
On February 26, 2015, the board of directors declared a
quarterly cash dividend of $0.14 per common share payable on March
13, 2015 to shareholders of record as of March 10, 2015.
Pending Vessels
Acquisition
On December 22, 2014, GasLog entered into an agreement with a
subsidiary of BG Group to acquire two LNG carriers, the Methane
Becki Anne and the Methane Julia Louise, for a purchase price of
$460.0 million (the “Pending Vessels Acquisition”). The vessels
will be chartered back to the same subsidiary of BG Group for
periods of nine and eleven years with further options for the
charterer to extend the term of the time charter for each vessel by
either three or five years. GasLog supervised the construction of
the vessels and has technically managed both vessels since their
delivery to a subsidiary of BG Group in 2010. They have TFDE
propulsion and on-board reliquefaction plants, which enable the
vessels to operate on gas at a wider range of speeds more
efficiently. The closing of the transaction is subject to the
satisfaction of certain conditions, including the completion of
definitive documentation. GasLog expects the transaction to close
in the end of March 2015. Under the omnibus agreement with GasLog
Partners, we will be required, within 30 days following the closing
of the Pending Vessels Acquisition, to offer GasLog Partners the
opportunity to purchase the vessels at the acquisition cost plus
certain administrative costs. Under that provision, GasLog Partners
would be required to accept or reject our offer within an
additional 30 days. We and GasLog Partners are discussing possible
alternative arrangements under which GasLog Partners may have a
significantly longer period to elect to acquire the vessels at fair
market value. There can be no assurance that we and GasLog Partners
will agree to any such alternative arrangements or that GasLog
Partners will ultimately acquire the vessels.
Increase in GasLog Partners’
Distribution
On January 28, 2015, the Board of Directors of GasLog Partners
approved a quarterly distribution of $0.4345, an increase of
approximately 16% above the existing minimum quarterly
distribution. This increase in distribution exceeds the first IDR
threshold, resulting in higher quarterly distributions to GasLog by
$0.6 million.
Delivery of GasLog
Saratoga
On December 16, 2014, GasLog took delivery of the GasLog
Saratoga, an LNG carrier of 155,000 cubic meters capacity with TFDE
propulsion constructed by Samsung Heavy Industries Co. Ltd. The
vessel was immediately put on a short-term contract with a
subsidiary of BG Group.
Financing Update
On October 23, 2014, GasLog received a waiver letter from DNB
Bank ASA, acting as agent of the loan facility of GAS-eight Ltd.,
GAS-nine Ltd. and GAS-ten Ltd., relating to the fact that GAS-nine
Ltd. and GAS-ten Ltd. had not secured relevant long-term charter
parties as required by the loan facility. The waiver permits the
drawdown of the relevant tranches notwithstanding that the vessels
do not have long-term charter arrangements. Subsequent to the
waiver letter, on December 2, 2014, a supplemental deed was signed
with the lenders that, among other amendments to the principal
agreement, required that an aggregate amount of $21.0 million per
vessel be maintained in blocked accounts until the time that an
acceptable charter party agreement has been entered into after the
delivery date of the respective vessels. As of December 31,
2014, the GAS-nine Ltd. advance has been drawn and the $21.0
million related to GAS-nine Ltd. has been deposited in a blocked
account which is presented under restricted cash.
On November 12, 2014, GasLog Partners entered into a loan
agreement with Citibank N.A. London Branch for a credit facility of
up to $450.0 million for the purpose of refinancing in full GasLog
Partners’ outstanding debt facilities. The refinancing replaced all
of GasLog Partners’ existing facilities, simplified GasLog
Partners’ funding arrangements with a single facility, extended
maturity to 2019 and extended the amortization period of the debt
to better match the useful life of GasLog Partners’ assets.
On November 12, 2014, in connection with the aforementioned
refinancing, GasLog Partners terminated its existing swap
agreements having a notional amount of $214.7 million by paying
their fair value on that date of $2.6 million plus accrued interest
of $0.4 million.
On November 14, 2014, GasLog signed an amendment to its NOK bond
agreement to revise the covenants to reflect GasLog’s growth and
the anticipated growth of GasLog Partners. Under the amended
agreement, (a) GasLog is permitted to make distributions (including
any authorized share buybacks) up to an aggregate maximum per share
for the years 2014, 2015, 2016, 2017 and 2018 of $0.70/share,
$1.00/share, $1.10/share, $1.20/share and $1.30/share,
respectively, provided that total indebtedness divided by total
capitalization (giving pro forma effect for the distribution) does
not exceed 67.5%, the ratio of EBITDA over debt service obligations
on a trailing 12 months’ basis is no less than 115.0% and no event
of default would result from such distribution, (b) the amount of
debt or committed debt availability that GasLog provides to GasLog
Partners cannot exceed $75.0 million, and (c) GasLog agreed to pay
a one-time fee of 1.0% of the face value of the Bond.
In December 2014, GasLog obtained commitments from DNB Bank ASA
for a $325.0 million secured credit facility and a $135.0 million
subordinated two-year loan facility at rates in line with recent
GasLog financings in order to finance the Pending Vessels
Acquisition.
Financial Summary
In millions of U.S. dollars except per share data
For the three months ended
For the year ended December 31,
2013
December 31,
2014
December 31,
2013
December 31,
2014
EBITDA(1) $ 39.9 $ 68.1 $ 102.2 $ 217.6 Adjusted EBITDA(1) $ 39.7 $
67.5 $ 101.6 $ 217.2 Profit $ 21.4 $ 9.9 $ 56.9 $ 50.8 Adjusted
Profit(1) $ 17.4 $ 24.0 $ 39.7 $ 73.9 EPS $ 0.34 $ 0.11 $ 0.91 $
0.54 Adjusted EPS(1) $ 0.28 $ 0.28 $ 0.63 $ 0.83
There were 638 and 1,808 operating days for the quarter and the
year ended December 31, 2013, respectively, as compared to 1,356
and 4,392 operating days for the quarter and the year ended
December 31, 2014, respectively. The increase in operating days
resulted from the new vessel deliveries and on-the-water vessel
acquisitions over the period.
Profit was $9.9 million and $50.8 million for the quarter and
the year ended December 31, 2014, respectively ($21.4 million and
$56.9 million for the quarter and the year ended December 31, 2013,
respectively). The decrease in Profit was affected by the non-cash
write-off of unamortized loan fees of $5.8 million and $9.0 million
for the quarter and the year ended December 31, 2014, respectively,
related to the refinancing of the GasLog Partners’ loan facilities,
as well as an increase of non-cash loss on swaps by $12.8 million
and $31.7 million for the quarter and the year ended December 31,
2014, respectively.
Adjusted Profit(1) was $24.0 million and $73.9 million for the
quarter and the year ended December 31, 2014, respectively ($17.4
million and $39.7 million for the quarter and the year ended
December 31, 2013, respectively). The increase in Adjusted Profit
was mainly attributable to the significant growth in our fleet in
2014.
EBITDA(1) was $68.1 million and $217.6 million for the quarter
and the year ended December 31, 2014, respectively ($39.9 million
and $102.2 million for the quarter and the year ended December 31,
2013, respectively). The increase in EBITDA was attributable to the
increase in revenues from the increased fleet, partially offset by
the increase in vessel operating and supervision costs associated
with our increased fleet and the increase in general and
administrative expenses.
Adjusted EBITDA(1) was $67.5 million and $217.2 million for the
quarter and the year ended December 31, 2014, respectively ($39.7
million and $101.6 million for the quarter and the year ended
December 31, 2013, respectively).
EPS was $0.11 and $0.54 for the quarter and the year ended
December 31, 2014, respectively ($0.34 and $0.91 for the quarter
and the year ended December 31, 2013, respectively). The decrease
in EPS is attributable to the decrease in Profit and the increase
in the weighted average number of shares following the equity
offerings and the private placement completed in the first half of
2014.
Adjusted EPS(1) was $0.28 and $0.83 for the quarter and the year
ended December 31, 2014, respectively ($0.28 and $0.63 for the
quarter and the year ended December 31, 2013, respectively). The
increase in Adjusted EPS was attributable to the increase in
Adjusted Profit, partially offset by the increase in the weighted
average number of shares following the equity offerings and the
private placement completed in the first half of 2014.
(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 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.
Revenues were $99.0 million and $328.7 million for the quarter
and the year ended December 31, 2014, respectively ($59.3 million
and $157.2 million for the quarter and the year ended December 31,
2013, respectively).
Vessel operating and supervision costs were $21.5 million and
$78.5 million for the quarter and the year ended December 31, 2014,
respectively ($14.2 million and $34.9 million for the quarter and
the year ended December 31, 2013, respectively).
Depreciation of fixed assets was $22.2 million and $70.7 million
for the quarter and the year ended December 31, 2014, respectively
($10.3 million and $29.3 million for the quarter and the year ended
December 31, 2013, respectively).
The increase in revenues, vessels operating and supervision
costs and depreciation of fixed assets was mainly attributable to
the increase in operating days from an increased fleet discussed
above.
General and administrative expenses were $9.6 million and $34.2
million for the quarter and the year ended December 31, 2014,
respectively ($5.7 million and $21.6 million for the quarter and
the year ended December 31, 2013, respectively). The increase was
mainly attributable to the increase in personnel expenses related
to the growth of the Group, the increase in legal and professional
fees, such as audit and other professional services, the increase
in non-cash stock based compensation expense, the increase in
travel and accommodation expenses related to the Group’s expansion
in London and New York and the increase in costs attributable to
GasLog Partners’ IPO and on-going listing obligations.
Financial costs were $24.5 million and $71.6 million for the
quarter and the year ended December 31, 2014, respectively ($10.5
million and $27.9 million for the quarter and the year ended
December 31, 2013, respectively). In financial costs for the
quarter and the year ended December 31, 2014, there is an amount of
$5.8 million and $9.0 million, respectively, representing the
write-off of the unamortized deferred loan issuance costs in
connection with the repayment of GasLog Partners’ existing
facilities. An analysis of financial costs is as follows:
(
All amounts expressed in thousands of U.S. dollars)
For the three months ended
For the year ended December 31,
2013
December 31,
2014
December 31,
2013
December 31,
2014
Financial costs Amortization and write-off of deferred loan
issuance costs $ 1,138 $ 7,650 $ 3,620 $ 15,362 Interest expense on
loans and cash flow hedges 7,650 12,513 20,415 43,743 Interest
expense on bond and cross currency swaps 1,576 2,856 3,204 9,533
Other financial costs, net 105 1,472 612
2,941
Total financial costs $ 10,469
$ 24,491 $ 27,851 $
71,579
Loss on swaps was $11.5 million and $24.8 million for the
quarter and the year ended December 31, 2014, respectively (gain of
$2.3 million and $11.5 million for the quarter and the year ended
December 31, 2013, respectively). An analysis of (gain)/loss on
swaps is as follows:
(
All amounts expressed in thousands of U.S. dollars)
For the three months ended
For the year ended December 31,
2013
December 31,
2014
December 31,
2013
December 31,
2014
(Gain)/loss on swaps Realized loss on interest rate swaps
held for trading $ 1,629 $ 2,657 $ 5,729 $ 10,310 Unrealized
(gain)/loss on interest rate swaps held for trading
(4,259)
5,625
(19,829)
7,873 Loss at inception 1 — 318 — Recycled loss of cash flow hedges
reclassified to profit or loss 335 3,401 2,293 6,641 Ineffective
portion on cash flow hedges —
(188)
(9)
(37)
Total (gain)/loss on swaps $
(2,294)
$ 11,495 $
(11,498)
$ 24,787
Contracted Charter
Revenues(1)
GasLog’s contracted charter revenues are estimated to increase
from $321.0 million for the fiscal year 2014 to $423.6 million for
the fiscal year 2017, based on contracts in effect as of December
31, 2014 for the ten LNG carriers delivered to us in through
December 31, 2014; the six LNG carriers acquired from a subsidiary
of BG Group in April 2014 and June 2014; and the four LNG carriers
on order for which we have secured time charters, but does not
include any extension options. The total future firm contracted
revenue stands at $2.6 billion. These amounts include the five
vessels now owned by GasLog Partners but excludes the recently
announced vessels acquisitions of the Methane Becki Anne and the
Methane Julia Louise from BG Group, which if included would add a
further $590 million of contracted revenue.
(1) Contracted revenue calculations assume: (a) 365 revenue days
per annum, with 30 off-hire days when the ship undergoes scheduled
drydocking; (b) all LNG carriers on order are delivered on
schedule; and (c) no exercise of any option to extend the term of
charters.
Liquidity and Capital
Resources
As of December 31, 2014, GasLog had $212.0 million of cash and
cash equivalents, of which $117.3 million was held in time deposits
and the remaining balance in current accounts. Moreover, as of
December 31, 2014, GasLog had $28.1 million held in time deposits
with an initial duration of more than three months but less than a
year that have been classified as short-term investments. As of
December 31, 2014, GasLog had $22.8 million in restricted cash in
relation to cash held in blocked accounts in order to comply with
the covenants under two of its credit facilities.
As of December 31, 2014, GasLog had an aggregate of $1.8 billion
of indebtedness outstanding under nine credit facilities, of which
$121.8 million is repayable within one year, including $42.2
million under the revolving credit facility. As of December 31,
2014, GasLog had $134.7 million outstanding under the NOK bond
agreement that is payable in June 2018.
As of December 31, 2014, GasLog’s commitments for capital
expenditures are related to the nine LNG carriers on order, which
have a gross aggregate contract price of approximately $1.8
billion. As of December 31, 2014, the total remaining balance of
the contract prices of the nine newbuildings was $1.7 billion that
will be funded with cash balances, cash from operations, existing
undrawn debt and other financings we may enter into. The contract
price for the two vessels under the Pending Vessels Acquisition is
$460.0 million, which is expected to be funded by the two
commitments described in the Financing Update section.
GasLog has hedged 53.9% of its expected floating interest rate
exposure at a weighted average interest rate of approximately 4.6%
(including margin) as of December 31, 2014. GasLog expects the
total percentage of debt hedged to increase as it looks to hedge
the recently completed $450.0 million GasLog Partners credit
facility.
Fleet Update
As of December 31, 2014 GasLog has seven newbuildings on order
at Samsung Heavy Industries Co. Ltd. and two newbuildings on order
at Hyundai Heavy Industries Co. Ltd. Our vessels presently under
construction are on schedule and within budget. The expected
delivery dates are as follows:
Hulls Delivery date Hull No. 2044
Q2 2015 Hull No. 2072 Q1 2016 Hull No.
2073 Q2 2016 Hull No. 2102 Q3 2016 Hull
No. 2103 Q4 2016 Hull No. 2130 Q2 2017
Hull No. 2131 Q3 2017 Hull No. 2800 Q3
2017 Hull No. 2801 Q4 2017
LNG Market Update and
Outlook
There were a number of important developments during the fourth
quarter of 2014, particularly in the United States, highlighting
North America’s increasing prominence in the LNG production
industry. The first two trains of the 13.2 million tons per annum
(“mtpa”) Freeport project commenced construction as did the 5.9mtpa
Cove Point project. At the end of the quarter, Cheniere’s 13.5mtpa
Corpus Christi project became the fifth U.S. project to receive
Federal Energy Regulatory Commission (“FERC”) approval and we
believe this project will take final investment decision (“FID”) in
the first half of 2015, having secured the financing commitments in
December 2014. The project has also sold all of the volumes from
its first two trains (over 8mtpa of total projected volumes) on
long-term supply agreements.
In the fourth quarter of 2014, the first project in a wave of
new LNG projects in Australia commenced production. BG’s
Curtis project (4.25mtpa from Train 1) loaded its first cargo on
schedule. The cargo was loaded onto the Methane Rita Andrea, one of
the vessels GasLog acquired from BG earlier in 2014, which was then
sold to GasLog Partners in September 2014. In 2015, we expect
Gladstone (7.8mtpa), Gorgon (15.6mtpa) and Australia Pacific
(9mtpa) to continue this momentum, leading to a significant
increase in the global requirement for LNG carriers.
There is currently 123.7mtpa of new LNG production capacity
under construction supporting our expectation that the medium to
long-term outlook for LNG shipping is extremely positive. During
the fourth quarter, the pick-up in activity in the shorter
term market seen in the third quarter of 2014 was sustained,
leading to a year on year increase in the total number of spot
market fixtures for the quarter of 126%. The increase in liquidity
is an encouraging development for LNG shipping and could lead to
more opportunities for GasLog. We are seeing some weakness in the
current spot market as a number of uncontracted newbuilds deliver
into the market. GasLog currently has all of its ships on either
long-term or spot charters with the most recent delivery, the
GasLog Saratoga, on a short term spot cargo with a subsidiary of BG
Group that commenced in January 2015. The GasLog Chelsea contract
with PNG LNG was extended during the quarter for a second time at
the same rate and we now expect this vessel to come off contract in
May 2015. Including the recently announced Pending Vessels
Acquisition, the consolidated fleet currently consists of 18
vessels on the water, with 14 of those vessels on contracts with
subsidiaries of BG Group and Royal Dutch Shell plc (“Shell”).
GasLog’s strategy is to have its fleet largely contracted to
high credit quality counterparties, whilst at the same time having
a small number of vessels open to the spot market. Looking ahead,
we anticipate significant opportunities to capture upside in the
market in the coming years, particularly as we expect the ramp up
of new liquefaction capacity around the world to outstrip the
number of ships currently on order. Through the delivery of our
newbuilding program and the potential to add further 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 to discuss its results for
the fourth quarter 2014 at 8:30 a.m. ET (1:30 p.m. London Time) on
Friday, February 27, 2015. Paul Wogan, Chief Executive Officer and
Simon Crowe, Chief Financial Officer, will review the Company’s
operational and financial performance for the period. Management's
presentation will be followed by a Q&A session.
The dial-in numbers for the conference call are as follows:
+ 1 212 444 0412 (New York, NY)+ 44 (0) 20 3427 1901 (London,
UK)+ 33 (0) 1 76 77 22 24 (Paris, France)Passcode for the call is
6308659
A live webcast of the conference call will also be available on
the investor relations page of the Company's website at
http://www.gaslogltd.com/investor-relations. The press release
announcing GasLog’s fourth quarter 2014 results will also be
available on this section of the website.
About GasLog Ltd.
GasLog is an international owner, operator and manager of LNG
carriers. GasLog’s fully-owned fleet includes 20 LNG carriers
(including 11 ships in operation and 9 LNG carriers on order and
excluding the 2 vessels to be acquired under the Pending Vessels
Acquisition) and GasLog has 6 LNG carriers operating under its
technical management for third parties. GasLog Partners LP, a
master limited partnership formed by GasLog, owns a further five
LNG carriers. 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.
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 (including the ‘GasLog
40:17’ Vision), 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 of LNG and LNG shipping, 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 except as may be required by law.
EXHIBIT I - Unaudited Interim Financial Information
Unaudited condensed consolidated statements of financial
positionAs of December 31, 2013 and December 31,
2014(Amounts expressed in thousands of U.S. Dollars)
December 31, 2013
December 31, 2014
Assets Non-current assets Goodwill 9,511 9,511
Investment in associate 6,326 6,603 Deferred financing costs 12,793
6,120 Other non-current assets 2,659 5,785 Derivative financial
instruments 9,145 1,174 Tangible fixed assets 1,529,720 2,809,517
Vessels under construction 120,295 142,776
Total non-current
assets 1,690,449 2,981,486 Current assets
Trade and other receivables 7,257 14,317 Dividends receivable and
due from related parties 2,476 1,869 Inventories 5,936 4,953
Prepayments and other current assets 2,263 4,443 Short-term
investments 4,500 28,103 Restricted cash — 22,826 Cash and cash
equivalents 103,798 211,974
Total current assets
126,230 288,485 Total assets 1,816,679
3,269,971 Equity and liabilities Equity Share
capital 629 810 Contributed surplus 614,964 923,470 Reserves
(3,428)
(12,002)
Treasury shares —
(12,576)
Retained earnings 27,368 29,689
Equity attributable to owners of
the Group 639,533 929,391 Non-controlling
interest — 323,646
Total equity 639,533
1,253,037 Current liabilities Trade accounts payable
5,735 9,668 Ship management creditors 8,148 1,285 Amounts due to
related parties 123 181 Derivative financial instruments 14,235
16,149 Other payables and accruals 30,272 57,647 Borrowings—current
portion 100,320 116,431
Total current liabilities
158,833 201,361 Non-current liabilities
Derivative financial instruments 2,918 35,751
Borrowings—non-current portion 1,014,754 1,778,845 Other
non-current liabilities 641 977
Total non-current
liabilities 1,018,313 1,815,573 Total equity
and liabilities 1,816,679 3,269,971
Unaudited condensed consolidated statements of profit or
lossFor the three months and the years ended December 31,
2013 and 2014(Amounts expressed in thousands of U.S.
Dollars, except per share data)
For the three months ended
For the year ended December 31,
2013
December 31,
2014
December 31,
2013
December 31,
2014
Revenues 59,338 98,961 157,240 328,679
Vessel operating and supervision costs
(14,182)
(21,500)
(34,919)
(78,470)
Depreciation of fixed assets
(10,305)
(22,232)
(29,322)
(70,695)
General and administrative expenses
(5,667)
(9,608)
(21,598)
(34,154)
Profit from operations 29,184 45,621
71,401 145,360 Financial costs
(10,469)
(24,491)
(27,851)
(71,579)
Financial income
60
62 411 274 Gain/(loss) on swaps 2,294
(11,495)
11,498
(24,787)
Share of profit of associate 376 251 1,470 1,497
Total other
expenses, net
(7,739)
(35,673)
(14,472)
(94,595)
Profit for the period 21,445 9,948
56,929 50,765 Attributable to: Owners of the Group
21,445 8,837 56,929 42,161 Non-controlling interest — 1,111 — 8,604
21,445 9,948 56,929 50,765
Earnings per share – basic and diluted 0.34
0.11 0.91 0.54
Unaudited condensed consolidated statements of cash
flowsFor the year ended December 31, 2013 and
2014(Amounts expressed in thousands of U.S. Dollars)
For the year ended December
31,
2013
December 31,
2014
Cash flows from operating activities: Profit for the year
56,929 50,765 Adjustments for: Depreciation of fixed assets 29,322
70,695 Share of profit of associate
(1,470)
(1,497)
Financial income
(411)
(274)
Financial costs 27,851 71,579 Unrealized foreign exchange
(gains)/losses on cash and cash equivalents and short-term
investments
(1,013)
218 Unrealized (gain)/loss on interest rate swaps held for trading
including ineffective portion of cash flow hedges and loss at
inception
(19,520)
7,836 Recycled loss of cash flow hedges reclassified to profit or
loss 2,293 6,641 Non-cash defined benefit obligations 81
(202)
Non-cash employee benefits 493 1,856
94,555 207,617
Movements in working capital 13,781 4,682 Cash provided by
operations 108,336 212,299 Interest paid, net of amount capitalized
(21,591)
(64,011)
Net cash from operating activities 86,745
148,288 Cash flows from investing activities:
Dividends received from associate 1,640 970 Payments for tangible
fixed assets and vessels under construction
(1,038,153)
(1,364,283)
Return of contributed capital from associate 360 — Purchase of
short-term investments
(44,969)
(89,823)
Maturity of short-term investments 145,047 66,220 Financial income
received 559 260
Net cash used in investing activities
(935,516)
(1,386,656)
Cash flows from financing activities: Proceeds from bank
loans and bonds 1,026,200 1,480,473 Bank loan repayments
(142,649)
(656,944)
Payment of loan issuance costs
(14,782)
(22,501)
Payment of equity raising costs —
(4,679)
Proceeds from public offerings and private placement (net of
underwriting discounts and commissions) — 310,240 Increase in
restricted cash —
(22,826)
Proceeds from GasLog Partners’public offering and issuance of
general partners units (net of underwriting discounts and
commissions) — 323,087 Purchase of treasury shares —
(13,221)
Proceeds from reissuance of treasury shares 273 Dividends paid
(28,288)
(47,140)
Net cash from financing activities 840,481
1,346,762 Effects of exchange rate changes on cash and
cash equivalents 1,110
(218)
(Decrease)/increase in cash and cash equivalents
(7,180)
108,176 Cash and cash equivalents, beginning of the year
110,978 103,798
Cash and cash equivalents, end of the year
103,798 211,974
EXHIBIT II
Non-GAAP Financial Measures:
EBITDA is defined as earnings before depreciation, amortization,
interest income and expense, gain/loss on swaps and taxes. Adjusted
EBITDA is defined as EBITDA before foreign exchange gains/losses.
Adjusted Profit represents earnings before write-off of unamortized
loan fees, foreign exchange gains/losses and non-cash gain/loss on
swaps that includes (a) unrealized gain/loss on swaps held for
trading, (b) loss at inception, (c) recycled loss of cash flow
hedges reclassified to profit or loss and (d) ineffective portion
of cash flow hedges. Adjusted EPS represents earnings before
non-cash gain/loss on swaps as defined above, foreign exchange
gains/losses and write-off of unamortized loan fees, divided by the
weighted average shares outstanding. EBITDA, Adjusted EBITDA,
Adjusted Profit and Adjusted EPS are non-GAAP financial measures
that 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, gain/loss on swaps, taxes, depreciation
and amortization, in the case of Adjusted EBITDA, foreign exchange
gains/losses and in the case of Adjusted Profit and Adjusted EPS,
non-cash gain/loss on swaps, foreign exchange gains/losses and
write-off of unamortized loan fees, 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. Some of
these limitations include the fact that they do not reflect (i) our
cash expenditures or future requirements for capital expenditures
or contractual commitments, (ii) changes in, or cash requirements
for our working capital needs and (iii) the significant interest
expense, or the cash requirements necessary to service interest or
principal payments, on our debt. Although depreciation and
amortization are non-cash charges, the assets being depreciated and
amortized will often have to be replaced in the future, and EBITDA
and Adjusted EBITDA do not reflect any cash requirements for such
replacements. EBITDA, Adjusted EBITDA, Adjusted Profit and Adjusted
EPS are not adjusted for all non-cash income or expense items that
are reflected in our statements of cash flows and other companies
in our industry may calculate these measures differently than we
do, limiting their usefulness as a comparative measure.
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
For the year ended December 31,
2013
December 31,
2014
December 31,
2013
December 31,
2014
Profit for the period 21,445 9,948 56,929
50,765 Depreciation of fixed assets 10,305 22,232 29,322
70,695 Financial costs 10,469 24,491 27,851 71,579 Financial income
(60)
(62)
(411)
(274)
(Gain)/loss on swaps
(2,294)
11,495
(11,498)
24,787
EBITDA 39,865
68,104 102,193 217,552 Foreign
exchange (gains)/losses, net
(143)
(569)
(576)
(380)
Adjusted EBITDA 39,722 67,535
101,617 217,172
Reconciliation of Adjusted Profit to Profit:(Amounts
expressed in thousands of U.S. Dollars)
For the three months ended
For the year ended December 31,
2013
December 31,
2014
December 31,
2013
December 31,
2014
Profit for the period 21,445 9,948 56,929
50,765 Write-off of unamortized loan fees — 5,757 542 9,019
Foreign exchange (gains)/losses, net
(143)
(569)
(576)
(380)
Non-cash (gain)/loss on swaps
(3,923)
8,838
(17,227)
14,477
Adjusted Profit 17,379
23,974 39,668 73,881
Reconciliation of Adjusted Earnings Per Share to Earnings Per
Share:(Amounts expressed in thousands of U.S. Dollars,
except shares and per share data)
For the three months ended
For the year ended December 31,
2013
December 31,
2014
December 31,
2013
December 31,
2014
Profit for the period attributable to owners of the Group
21,445 8,837 56,929 42,161 Weighted average
number of shares outstanding, basic 62,863,166
80,493,126 62,863,166 78,633,820
EPS
0.34 0.11 0.91
0.54 Profit for the period attributable to owners of the
Group 21,445 8,837 56,929 42,161 Plus: Write-off of unamortized
loan fees — 5,757 542 9,019 Non-cash (gain)/loss on swaps
(3,923)
8,838
(17,227)
14,477 Foreign exchange (gains)/losses, net
(143)
(569)
(576)
(380)
Adjusted Profit attributable to owners of the Group 17,379 22,863
39,668 65,277 Weighted average number of shares outstanding, basic
62,863,166 80,493,126 62,863,166
78,633,820
Adjusted EPS 0.28
0.28 0.63 0.83
Simon Crowe (CFO, GasLog, Monaco)Phone: +377 9797 5115orJamie
Buckland (GasLog, Monaco)Phone: +44 203 388 3116
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