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 and the
year ended December 31, 2015.
Highlights
- Completed a $1.3 billion financing for GasLog’s eight newbuild
vessels.
- Post quarter-end, completed a $576.50 million refinancing for
all GasLog’s 2016 and 2017 debt maturities.
- Post quarter-end, GasLog entered the Japanese financing market
through the sale and leaseback of the Methane Julia Louise with a
subsidiary of Mitsui Co. Ltd. (“Mitsui”).
- Quarterly dividend of $0.14 per common share payable on March
17, 2016.
- EBITDA(1) of $68.0 million (Q4 2014: $68.1 million), Profit of
$18.2 million (Q4 2014: $9.9 million) and earnings per share
(“EPS”) of $0.04(2) (Q4 2014: $0.11), for the quarter ended
December 31, 2015.
- Adjusted EBITDA(1) of $69.2 million (Q4 2014: $67.5 million),
Adjusted Profit(1) of $14.0 million (Q4 2014: $24.0 million) and
Adjusted EPS(1) a loss of $0.02(2) (Q4 2014: earnings of $0.28) for
the quarter ended December 31, 2015.
(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 definition and reconciliation of these
measures 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.
(2) The EPS and Adjusted EPS are negatively affected by the
Profit attributable to the non-controlling interest of $12.7
million and the dividend on preferred stock of $2.5 million.
CEO Statement
Paul Wogan, Chief Executive Officer, stated “GasLog executed a
number of important financing transactions during the quarter and
post quarter-end which we believe has given GasLog the balance
sheet strength to manage a prolonged downturn in the LNG shipping
markets.
Our on-the-water and newbuild fleet remains largely contracted
with one of the world’s largest oil and gas companies following the
successful takeover of BG Group plc (“BG Group”) by Royal Dutch
Shell plc (“Shell”) in mid-February. GasLog has significant
in-built growth from the eight newbuild vessels we have delivering
over the next few years, seven of which are contracted for periods
of 7-10 years.
Following the successful completion of the $1.3 billion newbuild
financing during the quarter, on attractive terms, these eight new
deliveries are now expected to be fully financed with proceeds of
this facility, available cash and cash from operations. In
addition, following the conclusion of the $576.5 million facility
and the sale and leaseback post quarter-end GasLog has no debt
maturities until 2018 at the earliest. The transaction we announced
with Mitsui may open up further commercial and financial
opportunities for GasLog in the Japanese financing market.
Despite the current downturn in the energy markets, GasLog has
continued to perform strongly with all of its contracted vessels
operating at 100% utilization through the quarter. This performance
alongside the completion of a number of significant financing
transactions support GasLog’s payment of a dividend of $0.14 for
the quarter.”
Dividend Declaration
On November 17, 2015, the board of directors declared a dividend
on the Series A Preference Shares of $0.546875 per share or $2.52
million in the aggregate payable on January 4, 2016 to holders of
record as of December 31, 2015. GasLog paid the declared dividend
to the transfer agent on December 29, 2015.
On February 24, 2016, the board of directors declared a
quarterly cash dividend of $0.14 per common share payable on March
17, 2016 to shareholders of record as of March 7, 2016.
Debt Refinancing
On February 18, 2016, GasLog signed a senior and junior tranche
mortgage debt refinancing on five of its contracted vessels of up
to $576.50 million (the “Five Vessel Refinancing”) for debt
maturities which were due in 2016 and 2017. It is comprised of a
five-year senior tranche facility of up to $396.50 million and a
two-year bullet junior tranche of up to $180.0 million. The vessels
covered by the Five Vessel Refinancing are the GasLog-owned Methane
Lydon Volney and Methane Becki Anne and the GasLog Partners
LP-owned (“GasLog Partners” or the “Partnership”) Methane Alison
Victoria, Methane Shirley Elisabeth and Methane Heather Sally. ABN
AMRO BANK N.V. and DNB (UK) LTD. were mandated lead arrangers to
the transaction. The other banks in the syndicate are: DVB Bank
America N.V., Commonwealth Bank of Australia, ING Bank N.V. London
Branch, Credit Agricole Corporate and Investment Bank and National
Australia Bank Limited.
Sale and Leaseback of the Methane Julia
Louise with Mitsui
On February 24, 2016, GasLog’s subsidiary, GAS-twenty six Ltd.
completed the ship sale and leaseback transaction with a subsidiary
of Mitsui for the sale and leaseback of the Methane Julia Louise.
Mitsui has the right to on-sell and lease back the vessel. The
vessel is being sold to Mitsui for a total consideration
approximately equivalent to its current book value. GasLog has
leased back the vessel under a bareboat charter from Mitsui for a
period of up to 20 years. GasLog has the option to re-purchase the
vessel on pre-agreed terms no earlier than the end of year 10 and
no later than the end of year 17 of the bareboat charter.
Financial Summary
|
In millions of U.S. dollars except per share
data |
|
|
|
For the three months ended |
|
For the year ended |
|
| |
|
|
|
December
31, 2014 |
|
December
31, 2015 |
|
December
31, 2014 |
|
December
31, 2015 |
|
| Revenues |
|
|
|
|
|
99.0 |
|
|
107.5 |
|
|
328.7 |
|
|
415.1 |
|
| Profit |
|
|
|
|
|
9.9 |
|
|
18.2 |
|
|
50.8 |
|
|
53.7 |
|
| Adjusted Profit(1) |
|
|
|
|
|
24.0 |
|
|
14.0 |
|
|
73.9 |
|
|
55.9 |
|
| Profit attributable to
the owners of GasLog |
|
|
|
|
|
8.8 |
|
|
5.5 |
|
|
42.2 |
|
|
10.8 |
|
| EBITDA(1) |
|
|
|
|
|
68.1 |
|
|
68.0 |
|
|
217.6 |
|
|
262.2 |
|
|
Adjusted EBITDA(1) |
|
|
|
|
|
67.5 |
|
|
69.2 |
|
|
217.2 |
|
|
263.0 |
|
| EPS |
|
|
|
|
|
0.11 |
|
|
0.04 |
|
|
0.54 |
|
|
0.04 |
|
| Adjusted EPS(1) |
|
|
|
|
|
0.28 |
|
|
(0.02 |
) |
|
0.83 |
|
|
0.07 |
|
(1) Adjusted Profit, EBITDA, Adjusted EBITDA 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.
There were 1,701 and 6,097 operating days for the quarter and
the year ended December 31, 2015, respectively, as compared to
1,354 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 during the previous periods.
Profit was $18.2 million and $53.7 million for the quarter and
the year ended December 31, 2015, respectively ($9.9 million and
$50.8 million for the quarter and the year ended December 31, 2014,
respectively). The increase in profit for the quarter is mainly
attributable to an increase in gain on swaps partially offset by
the decrease in profit from operations. The increase in profit for
the year is attributable to an increase in profit from operations
and a decrease in loss on swaps, partially offset by an increase in
finance costs derived from higher average outstanding debt.
Adjusted Profit was $14.0 million and $55.9 million for the
quarter and the year ended December 31, 2015, respectively ($24.0
million and $73.9 million for the quarter and the year ended
December 31, 2014, respectively).
Profit attributable to the owners of GasLog was $5.5 million and
$10.8 million for the quarter and year ended December 31, 2015
($8.8 million profit and $42.2 million profit for the quarter and
year ended December 31, 2014). The decrease in profit attributable
to the owners of GasLog was affected by the increase in profit
attributable to the non-controlling interest (non-controlling
unitholders of GasLog Partners) following the dropdown of three
additional vessels to GasLog Partners on July 1, 2015.
EBITDA was $68.0 million and $262.2 million for the quarter and
the year ended December 31, 2015, respectively ($68.1 million and
$217.6 million for the quarter and the year ended December 31,
2014, respectively). The marginal decrease in EBITDA for the
quarter is attributable to the weaker spot market conditions in
2015. The increase in EBITDA for the year is attributable to the
increase in revenues due to the increase in the average number of
vessels in our fleet, partially offset by the increase in vessel
operating and supervision costs and voyage expenses and commissions
associated with our increased fleet, an increase in general and
administrative expenses and weaker spot market conditions in
2015.
Adjusted EBITDA was $69.2 million and $263.0 million for the
quarter and the year ended December 31, 2015, respectively ($67.5
million and $217.2 million for the quarter and the year ended
December 31, 2014 respectively).
EPS was $0.04 for the quarter and the year ended December 31,
2015 ($0.11 and $0.54 for the quarter and the year ended December
31, 2014, respectively). The decrease in EPS is mainly attributable
to the decrease in Profit attributable to the owners of GasLog and
the dividend on preferred stock.
Adjusted EPS was a loss of $0.02 and earnings of $0.07 for the
quarter and the year ended December 31, 2015, respectively ($0.28
and $0.83 for the quarter and the year ended December 31, 2014,
respectively). The decrease in Adjusted EPS is mainly attributable
to the decrease in Adjusted Profit, the increase in Profit
attributable to non-controlling interest and the dividend on
preferred stock.
Revenues were $107.5 million and $415.1 million for the quarter
and the year ended December 31, 2015, respectively ($99.0 million
and $328.7 million for the quarter and the year ended December 31,
2014, respectively). The increase in revenues is attributable to
the increase in the operating days in 2015 compared to the same
period in 2014 and is negatively affected by the weak spot market
conditions in 2015.
Vessel operating and supervision costs were $24.6 million and
$98.6 million for the quarter and the year ended December 31, 2015,
respectively ($19.9 million and $70.7 million for the quarter and
the year ended December 31, 2014, respectively). The increase in
vessel operating and supervision costs is mainly attributable to
the increase in the average number of vessels in our fleet in
2015.
Voyage expenses and commissions were $4.1 million and $14.3
million for the quarter and the year ended December 31, 2015,
respectively ($1.6 million and $7.7 million for the quarter and the
year ended December 31, 2014, respectively). The increase in
commission expenses resulted from the increase in revenues while
the increase in voyage expenses was mainly attributable to
repositioning or bunkers consumption in between spot charters for
certain of our vessels. Our vessels are not otherwise subject to
fuel costs, which are paid by our charterers.
Depreciation of fixed assets was $28.5 million and $106.6
million for the quarter and the year ended December 31, 2015,
respectively ($22.2 million and $70.7 million for the quarter and
the year ended December 31, 2014, respectively).
General and administrative expenses were $10.9 million and $41.3
million for the quarter and the year ended December 31, 2015,
respectively ($9.6 million and $34.2 million for the quarter and
the year ended December 31, 2014, respectively). The increase in
the three-month period is mainly attributable to the increase in
share-based compensation expense and the increase in foreign
exchange differences due to the significant fluctuation in exchange
rates. The annual increase in general and administrative expenses
was also affected by the higher legal and other professional fees
including those related to the Partnership’s listing requirements
since the completion of its initial public offering on May 12,
2014.
Financial costs were $24.7 million and $92.0 million for the
quarter and the year ended December 31, 2015, respectively ($24.5
million and $71.6 million for the quarter and the year ended
December 31, 2014, respectively). The increase is mainly
attributable to the higher weighted average outstanding debt
partially offset by the write-off of unamortized loan fees occurred
in the comparative periods of 2014 in connection with the repayment
of GasLog Partners’ then 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, 2014 |
|
December
31, 2015 |
|
December
31, 2014 |
|
December
31, 2015 |
|
| Financial
costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Amortization and
write-off of deferred loan issuance costs and premium |
|
|
|
|
|
(7,650 |
) |
|
(3,188 |
) |
|
(15,362 |
) |
|
(11,355 |
) |
| Interest expense on
loans and realized loss on cash flow hedges |
|
|
|
|
|
(12,513 |
) |
|
(18,391 |
) |
|
(43,743 |
) |
|
(68,253 |
) |
| Interest expense on
bond and realized loss on cross-currency swaps |
|
|
|
|
|
(2,856 |
) |
|
(2,856 |
) |
|
(9,533 |
) |
|
(11,331 |
) |
| Other financial
costs |
|
|
|
|
|
(1,472 |
) |
|
(264 |
) |
|
(2,941 |
) |
|
(1,017 |
) |
|
Total |
|
|
|
|
|
(24,491 |
) |
|
(24,699 |
) |
|
(71,579 |
) |
|
(91,956 |
) |
(Loss)/gain on swaps was a gain of $3.2 million and a loss of
$10.3 million for the quarter and the year ended December 31, 2015,
respectively (loss of $11.5 million and $24.8 million for the
quarter and the year ended December 31, 2014, respectively). An
analysis of (loss)/gain 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, 2014 |
|
December
31, 2015 |
|
December
31, 2014 |
|
December
31, 2015 |
|
| (Loss)/gain on
swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Realized loss on
interest rate swaps held for trading |
|
|
|
|
|
(2,657 |
) |
|
(2,222 |
) |
|
(10,310 |
) |
|
(8,904 |
) |
| Unrealized (loss)/gain
on interest rate swaps held for trading |
|
|
|
|
|
(5,625 |
) |
|
5,819 |
|
|
(7,873 |
) |
|
(149 |
) |
| Recycled loss of cash
flow hedges reclassified to profit or loss in relation to
derivatives no longer designated as hedges |
|
|
|
|
|
(3,401 |
) |
|
(359 |
) |
|
(6,641 |
) |
|
(1,290 |
) |
| Ineffective portion on
cash flow hedges |
|
|
|
|
|
188 |
|
|
(1 |
) |
|
37 |
|
|
11 |
|
|
Total |
|
|
|
|
|
(11,495 |
) |
|
3,237 |
|
|
(24,787 |
) |
|
(10,332 |
) |
Contracted Charter Revenues
GasLog’s contracted charter revenues are estimated to increase
from $412.5 million for the fiscal year 2015 to $482.9 million for
the fiscal year 2017, based on contracts in effect as of December
31, 2015. The total future firm contracted revenue stands at $3.7
billion(2) on December 31, 2015. These amounts reflect contracted
revenues for the eight vessels owned by GasLog Partners and the
seven out of the eight LNG carriers on order for which we have
secured time charters, but does not include the vessels operating
in the spot market.
(2) 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 by our charterers of their options to
extend the term of charters.
Liquidity and Capital
Resources
As of December 31, 2015, GasLog had $303.0 million of cash and
cash equivalents, of which $163.9 million was held in time deposits
and the remaining balance in current accounts. Moreover, as of
December 31, 2015, GasLog had $6.0 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, 2015, GasLog had $62.7 million in restricted cash in
relation to cash held in blocked accounts in order to comply with
the covenants under three of its credit facilities.
As of December 31, 2015, GasLog had an aggregate of $2.3 billion
of indebtedness outstanding under eleven credit facilities, of
which $645.2 million is repayable within one year, including $42.2
million under its revolving credit facility. As of December 31,
2015, GasLog had $113.7 million outstanding under the NOK bond
agreement that is payable in June 2018.
As of December 31, 2015, our current assets totaled $398.1
million while current liabilities totaled $734.4 million, resulting
in a negative working capital position of $336.3 million. However,
as discussed above, we have entered into the $576.5 million Five
Vessel Refinancing with certain financial institutions, to
refinance $464.6 million of our current debt plus $111.9 million of
our non-current debt. In addition, following the completion of the
sale and leaseback of the Methane Julia Louise, $50.6 million of
our current debt ($230.0 million in total) was prepaid.
As of December 31, 2015, GasLog’s commitments for capital
expenditures are related to the eight LNG carriers on order, which
have a gross aggregate contract price of approximately $1.6
billion. As of December 31, 2015, the total remaining balance of
the contract prices of the eight newbuildings was $1.5 billion that
we expect will be funded with the $1.3 billion under the financing
agreement we entered into on October 16, 2015, cash balances and
cash from operations.
GasLog has hedged 43.6% of its expected floating interest rate
exposure on its outstanding debt at a weighted average interest
rate of approximately 4.6% (including margin) as of December 31,
2015.
Future Deliveries
GasLog has six 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 quarters are
as follows:
|
Hulls |
|
Delivery quarter |
| Hull
No. 2072 |
|
Q1
2016 |
| Hull
No. 2073 |
|
Q2
2016 |
| Hull
No. 2102 |
|
Q3
2016 |
| Hull
No. 2103 |
|
Q4
2016 |
| Hull
No. 2130 |
|
Q1
2018 |
| Hull
No. 2800 |
|
Q1
2018 |
| Hull
No. 2801 |
|
Q1
2018 |
| Hull
No. 2131 |
|
Q1
2019 |
Our subsidiaries that own the vessels due to be delivered in
2016 have signed seven to ten year time charters with Methane
Services Limited (“MSL”), a subsidiary of Shell, following the
acquisition of BG Group by Shell in February 2016. Our subsidiaries
that own two of the vessels expected to be delivered in 2018 and
one vessel expected to be delivered in 2019 have entered into 9.5
year time charters with MSL at similar rates. GasLog currently has
one newbuilding on order that is not fixed on a long-term
contract.
LNG Market Update and Outlook
While the rates paid for LNG vessels in the short-term market
remain at low levels, in 2016, we expect projects coming on stream,
in both Australia and the US will add approximately 40 million
tonnes per annum (“mtpa”) of new liquefaction nameplate capacity
(annualized). In Australia, Australia Pacific Train 1 (4.5 mtpa)
and Gladstone LNG (7.7 mtpa) have shipped their first cargoes in
recent weeks and are expected to ramp up production to full
capacity through 2016. Other Australian projects due to start up in
2016 include Gorgon (15.6 mtpa) and Australia Pacific Train 2 (4.5
mtpa), with Wheatstone (8.9 mtpa) and Prelude (3.6 mtpa) following
in 2017. The infrastructure for these projects has now largely been
built and the majority of the volumes for these projects have
already been sold.
Sabine Pass, one of five US projects under construction, is
expected to export its first cargo later in 2016. When construction
is completed, Sabine Pass will have a total export capacity of 22.5
mtpa and will be the first US project outside of Alaska to export
LNG into the global market. This is a welcome development for the
LNG shipping sector as it creates new suppliers, new customers and
new trade routes. The majority of US volumes have already been
contracted. Export of LNG into the Asian and European markets
should be positive for tonne mile demand. The US Gulf Coast to Asia
voyage is approximately 9,000 nautical miles through the Panama
Canal (which is not yet open to large LNG carriers). The same
voyage around Cape Horn is approximately 13,000 nautical miles.
From the US Gulf Coast to northwest Europe, the distance is
approximately 5,000 nautical miles. In 2014 and 2015, the average
global LNG voyage was approximately 4,000 nautical miles, and thus
any voyage in excess of this distance will increase the global
average distance and the need for LNG carriers.
Angola LNG (5.2 mtpa), which has been shut down for over a year
for refurbishment and enhancements, is also due to restart in 2016.
The seven vessels that were chartered to Angola LNG have been
operating in the spot market while the plant has been closed, and
are expected to be put back into service for the project in
2016.
With the expected projects coming onstream, we are seeing
encouraging levels of tendering activity for vessels to transport
these increased LNG volumes. We continue to see a future shortfall
of vessels that will be required for the Australian and US projects
that have taken final investment decision and are currently under
construction.
Conference Call
GasLog will host a conference call to discuss its results for
the fourth quarter 2015 at 8:30 a.m. ET (1:30 p.m. GMT) on
Thursday, February 25, 2016. 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
855 537 5839 (USA)+ 44(0) 20 3107 0289 (United Kingdom)+ 33(0) 1 70
80 71 53 (France)+ 852 3011 4522 (Hong Kong)Passcode for the call
is: 11926813
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 2015 results will also
be available on this section of the website.
For those unable to participate in the conference call, a replay
will also be available from 2:00 p.m. ET (7:00 p.m. GMT) on
Thursday, February 25, 2016 until 11:59 p.m. ET (4:59 a.m. GMT) on
Thursday, March 3, 2016.
The replay dial-in numbers are as follows:+1 855 859 2056
(USA) +44(0)20 3107 0235 (United Kingdom) +33(0) 1 70
80 71 79 (France)+852 3011 4522 (Hong Kong)Replay passcode:
11926813
Forward Looking Statements
All statements in this press release that are not statements of
historical fact are “forward-looking statements” within the meaning
of the U.S. Private Securities Litigation Reform Act of 1995.
Forward-looking statements include statements that address
activities, events or developments that the Company expects,
projects, believes or anticipates will or may occur in the future,
particularly in relation to our operations, cash flows, financial
position, liquidity and cash available for dividends or
distributions, plans, strategies and business prospects, and
changes and trends in our business and the markets in which we
operate. We caution that these forward-looking statements represent
our estimates and assumptions only as of the date of this press
release, about factors that are beyond our ability to control or
predict, and are not intended to give any assurance as to future
results. Any of these factors or a combination of these factors
could materially affect future results of operations and the
ultimate accuracy of the forward-looking statements. Accordingly,
you should not unduly rely on any forward-looking statements.
Factors that might cause future results and outcomes to differ
include, but are not limited to the following:
- general LNG shipping market conditions and trends, including
spot and long-term charter rates, ship values, factors affecting
supply and demand of LNG and LNG shipping and technological
advancements;
- continued low prices for crude oil and petroleum products;
- our ability to enter into time charters with new and existing
customers;
- changes in the ownership of our charterers;
- our customers’ performance of their obligations under our time
charters;
- our future operating performance, financial condition,
liquidity and cash available for dividends and distributions;
- 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
restrictive covenants and other obligations under our credit
facilities;
- future, pending or recent acquisitions of or orders for ships
or other assets, business strategy, areas of possible expansion and
expected capital spending or operating expenses;
- 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;
- fluctuations in currencies and interest rates;
- our ability to maintain long-term relationships with major
energy companies;
- our ability to maximize the use of our ships, including the
re-employment or disposal of ships not under time charter
commitments;
- environmental and regulatory conditions, including changes in
laws and regulations or actions taken by regulatory
authorities;
- the expected cost of, and our ability to comply with,
governmental regulations and maritime self-regulatory organization
standards, requirements imposed by classification societies and
standards imposed by our charterers applicable to our
business;
- 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;
- potential liability from future litigation;
- any malfunction or disruption of information technology systems
and networks that our operations rely on or any impact of a
possible cybersecurity breach; and
- other risks and uncertainties described in the Company’s Annual
Report on Form 20-F filed with the SEC and available at
http://www.sec.gov.
We undertake no obligation to update or revise any
forward-looking statements contained in this press release, whether
as a result of new information, future events, a change in our
views or expectations or otherwise, except as required by
applicable law. New factors emerge from time to time, and it is not
possible for us to predict all of these factors. Further, we cannot
assess the impact of each such factor on our business or the extent
to which any factor, or combination of factors, may cause actual
results to be materially different from those contained in any
forward-looking statement.
The declaration and payment of dividends are at all times
subject to the discretion of our board of directors and will depend
on, amongst other things, risks and uncertainties described above,
restrictions in our credit facilities, the provisions of Bermuda
law and such other factors as our board of directors may deem
relevant.
EXHIBIT I - Unaudited Fourth Quarter Financial
Information
Unaudited condensed consolidated statements of financial
positionAs of December 31, 2014 and December 31,
2015(Amounts expressed in thousands of U.S.
Dollars)
| |
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2014 |
|
December 31, 2015 |
|
|
Assets |
|
|
|
|
|
|
|
|
| Non-current
assets |
|
|
|
|
|
|
|
|
| Goodwill |
|
|
|
9,511 |
|
|
9,511 |
|
| Investment in associate
and joint venture |
|
|
|
6,603 |
|
|
6,274 |
|
| Deferred financing
costs |
|
|
|
6,120 |
|
|
17,998 |
|
| Other non-current
assets |
|
|
|
5,785 |
|
|
28,957 |
|
| Derivative financial
instruments |
|
|
|
1,174 |
|
|
61 |
|
| Tangible fixed
assets |
|
|
|
2,809,517 |
|
|
3,400,270 |
|
| Vessels under
construction |
|
|
|
142,776 |
|
|
178,405 |
|
| Total
non-current assets |
|
|
|
2,981,486 |
|
|
3,641,476 |
|
| Current
assets |
|
|
|
|
|
|
|
|
| Trade and other
receivables |
|
|
|
14,317 |
|
|
16,079 |
|
| Dividends receivable
and due from related parties |
|
|
|
1,869 |
|
|
1,345 |
|
| Inventories |
|
|
|
4,953 |
|
|
6,496 |
|
| Prepayments and other
current assets |
|
|
|
4,443 |
|
|
2,519 |
|
| Short-term
investments |
|
|
|
28,103 |
|
|
6,000 |
|
| Restricted cash |
|
|
|
22,826 |
|
|
62,718 |
|
| Cash and cash
equivalents |
|
|
|
211,974 |
|
|
302,988 |
|
| Total current
assets |
|
|
|
288,485 |
|
|
398,145 |
|
| Total
assets |
|
|
|
3,269,971 |
|
|
4,039,621 |
|
| Equity and
liabilities |
|
|
|
|
|
|
|
|
|
Equity |
|
|
|
|
|
|
|
|
| Preferred stock |
|
|
|
— |
|
|
46 |
|
| Share capital |
|
|
|
810 |
|
|
810 |
|
| Contributed
surplus |
|
|
|
923,470 |
|
|
1,020,292 |
|
| Reserves |
|
|
|
(12,002 |
) |
|
(8,829 |
) |
| Treasury shares |
|
|
|
(12,576 |
) |
|
(12,491 |
) |
| Retained earnings |
|
|
|
29,689 |
|
|
1,846 |
|
| Equity
attributable to owners of the Group |
|
|
|
929,391 |
|
|
1,001,674 |
|
| Non-controlling
interest |
|
|
|
323,646 |
|
|
506,246 |
|
| Total
equity |
|
|
|
1,253,037 |
|
|
1,507,920 |
|
| Current
liabilities |
|
|
|
|
|
|
|
|
| Trade accounts
payable |
|
|
|
9,668 |
|
|
12,391 |
|
| Ship management
creditors |
|
|
|
1,285 |
|
|
3,524 |
|
| Amounts due to related
parties |
|
|
|
181 |
|
|
163 |
|
| Derivative financial
instruments |
|
|
|
16,149 |
|
|
14,243 |
|
| Other payables and
accruals |
|
|
|
57,647 |
|
|
67,084 |
|
| Borrowings, current
portion |
|
|
|
116,431 |
|
|
636,987 |
|
| Total current
liabilities |
|
|
|
201,361 |
|
|
734,392 |
|
| Non-current
liabilities |
|
|
|
|
|
|
|
|
| Derivative financial
instruments |
|
|
|
35,751 |
|
|
58,531 |
|
| Borrowings, non-current
portion |
|
|
|
1,778,845 |
|
|
1,737,500 |
|
| Other non-current
liabilities |
|
|
|
977 |
|
|
1,278 |
|
| Total
non-current liabilities |
|
|
|
1,815,573 |
|
|
1,797,309 |
|
| Total equity
and liabilities |
|
|
|
3,269,971 |
|
|
4,039,621 |
|
|
|
|
|
|
|
|
|
|
|
Unaudited condensed consolidated statements of profit or
loss For the three months and the years
ended December 31, 2014 and 2015 (Amounts
expressed in thousands of U.S. Dollars, except per share
data)
| |
|
|
|
For the three months ended |
|
For the year ended |
|
| |
|
|
|
December
31, 2014 |
|
December
31, 2015 |
|
December
31, 2014 |
|
December
31, 2015 |
|
| Revenues |
|
|
|
|
|
98,961 |
|
|
107,521 |
|
|
328,679 |
|
|
415,078 |
|
| Vessel operating and
supervision costs |
|
|
|
|
|
(19,874 |
) |
|
(24,571 |
) |
|
(70,732 |
) |
|
(98,552 |
) |
| Voyage expenses and
commissions |
|
|
|
|
|
(1,626 |
) |
|
(4,093 |
) |
|
(7,738 |
) |
|
(14,290 |
) |
| Depreciation of fixed
assets |
|
|
|
|
|
(22,232 |
) |
|
(28,462 |
) |
|
(70,695 |
) |
|
(106,641 |
) |
| General and
administrative expenses |
|
|
|
|
|
(9,608 |
) |
|
(10,884 |
) |
|
(34,154 |
) |
|
(41,282 |
) |
| Profit from
operations |
|
|
|
|
|
45,621 |
|
|
39,511 |
|
|
145,360 |
|
|
154,313 |
|
| Financial costs |
|
|
|
|
|
(24,491 |
) |
|
(24,699 |
) |
|
(71,579 |
) |
|
(91,956 |
) |
| Financial income |
|
|
|
|
|
62 |
|
|
150 |
|
|
274 |
|
|
427 |
|
| (Loss)/gain on
swaps |
|
|
|
|
|
(11,495 |
) |
|
3,237 |
|
|
(24,787 |
) |
|
(10,332 |
) |
| Share of profit of
associate and joint venture |
|
|
|
|
|
251 |
|
|
36 |
|
|
1,497 |
|
|
1,216 |
|
| Total other
expenses, net |
|
|
|
|
|
(35,673 |
) |
|
(21,276 |
) |
|
(94,595 |
) |
|
(100,645 |
) |
| Profit for the
period |
|
|
|
|
|
9,948 |
|
|
18,235 |
|
|
50,765 |
|
|
53,668 |
|
| Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Owners of the
Group |
|
|
|
|
|
8,837 |
|
|
5,526 |
|
|
42,161 |
|
|
10,829 |
|
| Non-controlling
interest |
|
|
|
|
|
1,111 |
|
|
12,709 |
|
|
8,604 |
|
|
42,839 |
|
|
|
|
|
|
|
|
9,948 |
|
|
18,235 |
|
|
50,765 |
|
|
53,668 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Earnings per
share – basic and diluted |
|
|
|
|
|
0.11 |
|
|
0.04 |
|
|
0.54 |
|
|
0.04 |
|
Unaudited condensed consolidated statements of cash
flows For the years ended December 31, 2014
and 2015 (Amounts expressed in thousands of
U.S. Dollars)
|
|
|
|
|
|
For the year ended |
|
|
|
|
|
|
|
|
December 31, 2014 |
|
|
December 31, 2015 |
|
|
| Cash flows from
operating activities: |
|
|
|
|
|
|
|
|
|
|
| Profit for the
year |
|
|
|
|
50,765 |
|
|
53,668 |
|
|
| Adjustments for: |
|
|
|
|
|
|
|
|
|
|
| Depreciation of fixed
assets |
|
|
|
|
70,695 |
|
|
106,641 |
|
|
| Share of profit of
associate and joint venture |
|
|
|
|
(1,497 |
) |
|
|
(1,216 |
) |
|
| Financial income |
|
|
|
|
(274 |
) |
|
|
(427 |
) |
|
| Financial costs |
|
|
|
|
71,579 |
|
|
91,956 |
|
|
| Unrealized foreign
exchange losses on cash and cash equivalents and short-term
investments |
|
|
|
|
218 |
|
|
518 |
|
|
| Unrealized loss on
interest rate swaps held for trading including ineffective portion
of cash flow hedges |
|
|
|
|
7,836 |
|
|
138 |
|
|
| Recycled loss of cash
flow hedges reclassified to profit or loss |
|
|
|
|
6,641 |
|
|
1,290 |
|
|
| Non-cash defined
benefit obligations |
|
|
|
|
(202 |
) |
|
26 |
|
|
| Share-based
compensation |
|
|
|
|
1,856 |
|
|
2,872 |
|
|
| |
|
|
|
|
207,617 |
|
|
255,466 |
|
|
| Movements in working
capital |
|
|
|
|
4,682 |
|
|
|
(14,971 |
) |
|
| Cash provided by
operations |
|
|
|
|
212,299 |
|
|
240,495 |
|
|
| Interest paid |
|
|
|
|
(64,011 |
) |
|
|
(78,916 |
) |
|
| Net cash
provided by operating activities |
|
|
|
|
148,288 |
|
|
161,579 |
|
|
| Cash flows from
investing activities: |
|
|
|
| Dividends received from
associate |
|
|
|
|
970 |
|
|
1,675 |
|
|
| Payments for tangible
fixed assets and vessels under construction |
|
|
|
|
(1,364,283 |
) |
|
|
(728,446 |
) |
|
| Other investments |
|
|
|
|
— |
|
|
(55 |
) |
|
| Purchase of short-term
investments |
|
|
|
|
(89,823 |
) |
|
(74,592 |
) |
|
| Maturity of short-term
investments |
|
|
|
|
66,220 |
|
|
97,007 |
|
|
| Financial income
received |
|
|
|
|
260 |
|
|
359 |
|
|
| Net cash used
in investing activities |
|
|
|
|
(1,386,656 |
) |
|
|
(704,052 |
) |
|
| Cash flows from
financing activities: |
|
|
|
| Proceeds from bank
loans and bonds |
|
|
|
|
1,480,473 |
|
|
606,000 |
|
|
| Bank loan
repayments |
|
|
|
|
(656,944 |
) |
|
|
(103,709 |
) |
|
| Payment of loan
issuance costs |
|
|
|
|
(22,501 |
) |
|
|
(25,969 |
) |
|
| Payment of equity
raising costs |
|
|
|
|
(4,679 |
) |
|
|
(1,839 |
) |
|
| Proceeds from public
offerings and private placement (net of underwriting discounts and
commissions) |
|
|
|
|
310,240 |
|
|
|
— |
|
|
| Proceeds from GasLog
Partners’ public offerings and issuance of general partners units
(net of underwriting discounts and commissions) |
|
|
|
|
323,087 |
|
|
|
172,875 |
|
|
| Proceeds from issuance
of preferred stock (net of underwriting discounts and
commissions) |
|
|
|
|
— |
|
|
|
111,378 |
|
|
| Increase in restricted
cash |
|
|
|
|
(22,826 |
) |
|
|
(39,892 |
) |
|
| Purchase of treasury
shares |
|
|
|
|
(13,221 |
) |
|
|
— |
|
|
| Proceeds from stock
options exercise |
|
|
|
|
273 |
|
|
|
— |
|
|
| Dividends paid |
|
|
|
|
(47,140 |
) |
|
|
(84,527 |
) |
|
| Net cash
provided by financing activities |
|
|
|
|
1,346,762 |
|
|
634,317 |
|
|
| Effects of exchange
rate changes on cash and cash equivalents |
|
|
|
|
(218 |
) |
|
(830 |
) |
|
| Increase in
cash and cash equivalents |
|
|
|
|
108,176 |
|
|
91,014 |
|
|
| Cash and cash
equivalents, beginning of the year |
|
|
|
|
103,798 |
|
|
211,974 |
|
|
| Cash and cash
equivalents, end of the year |
|
|
|
|
211,974 |
|
|
302,988 |
|
|
| |
|
|
|
EXHIBIT II
Non-GAAP Financial Measures:
EBITDA, Adjusted EBITDA, Adjusted Profit and Adjusted
EPS
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 (if any) (a) unrealized gain/loss on swaps held
for trading, (b) recycled loss of cash flow hedges reclassified to
profit or loss in relation to derivatives no longer designated as
hedges and (c) ineffective portion of cash flow hedges. Adjusted
EPS represents earnings attributable to owners of the Group 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 number of 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 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 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, 2014 |
|
December
31, 2015 |
|
December
31, 2014 |
|
December
31, 2015 |
|
| Profit for the
period |
|
|
|
|
|
9,948 |
|
|
18,235 |
|
|
50,765 |
|
|
53,668 |
|
| Depreciation of fixed
assets |
|
|
|
|
|
22,232 |
|
|
28,462 |
|
|
70,695 |
|
|
106,641 |
|
| Financial costs |
|
|
|
|
|
24,491 |
|
|
24,699 |
|
|
71,579 |
|
|
91,956 |
|
| Financial income |
|
|
|
|
|
(62 |
) |
|
(150 |
) |
|
(274 |
) |
|
(427 |
) |
| Loss/(gain) on
swaps |
|
|
|
|
|
11,495 |
|
|
(3,237 |
) |
|
24,787 |
|
|
10,332 |
|
|
EBITDA |
|
|
|
|
|
68,104 |
|
|
68,009 |
|
|
217,552 |
|
|
262,170 |
|
| Foreign exchange
(gains)/losses, net |
|
|
|
|
|
(569 |
) |
|
1,203 |
|
|
(380 |
) |
|
799 |
|
| Adjusted
EBITDA |
|
|
|
|
|
67,535 |
|
|
69,212 |
|
|
217,172 |
|
|
262,969 |
|
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, 2014 |
|
December
31, 2015 |
|
December
31, 2014 |
|
December
31, 2015 |
|
| Profit for the
period |
|
|
|
|
|
9,948 |
|
|
18,235 |
|
|
50,765 |
|
|
53,668 |
|
| Write-off of
unamortized loan fees |
|
|
|
|
|
5,757 |
|
|
— |
|
|
9,019 |
|
|
— |
|
| Foreign exchange
(gains)/losses, net |
|
|
|
|
|
(569 |
) |
|
1,203 |
|
|
(380 |
) |
|
799 |
|
| Non-cash loss/(gain) on
swaps |
|
|
|
|
|
8,838 |
|
|
(5,459 |
) |
|
14,477 |
|
|
1,428 |
|
| Adjusted
Profit |
|
|
|
|
|
23,974 |
|
|
13,979 |
|
|
73,881 |
|
|
55,895 |
|
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, 2014 |
|
December
31, 2015 |
|
December
31, 2014 |
|
December
31, 2015 |
|
| Profit for the period
attributable to owners of the Group |
|
|
|
|
|
8,837 |
|
|
5,526 |
|
|
42,161 |
|
|
10,829 |
|
| Less: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Dividend on preferred
stock |
|
|
|
|
|
— |
|
|
(2,516 |
) |
|
— |
|
|
(7,379 |
) |
| Profit for the period
available to owners of the Group used in EPS calculation |
|
|
|
|
|
8,837 |
|
|
3,010 |
|
|
42,161 |
|
|
3,450 |
|
| Weighted average number
of shares outstanding, basic |
|
|
|
|
|
80,493,126 |
|
|
80,496,499 |
|
|
78,633,820 |
|
|
80,496,314 |
|
| Earnings per
share |
|
|
|
|
|
0.11 |
|
|
0.04 |
|
|
0.54 |
|
|
0.04 |
|
| Profit for the period
available to owners of the Group used in EPS calculation |
|
|
|
|
|
8,837 |
|
|
3,010 |
|
|
42,161 |
|
|
3,450 |
|
| Plus: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Write-off of
unamortized loan fees |
|
|
|
|
|
5,757 |
|
|
— |
|
|
9,019 |
|
|
— |
|
| Non-cash loss/(gain) on
swaps |
|
|
|
|
|
8,838 |
|
|
(5,459 |
) |
|
14,477 |
|
|
1,428 |
|
| Foreign exchange
(gains)/losses, net |
|
|
|
|
|
(569 |
) |
|
1,203 |
|
|
(380 |
) |
|
799 |
|
| Adjusted profit/(loss)
attributable to owners of the Group |
|
|
|
|
|
22,863 |
|
|
(1,246 |
) |
|
65,277 |
|
|
5,677 |
|
| Weighted average number
of shares outstanding, basic |
|
|
|
|
|
80,493,126 |
|
|
80,496,499 |
|
|
78,633,820 |
|
|
80,496,314 |
|
| Adjusted
earnings/(loss) per share |
|
|
|
|
|
0.28 |
|
|
(0.02 |
) |
|
0.83 |
|
|
0.07 |
|
Simon Crowe
Chief Financial Officer
Phone: +44-203-388-3108
Jamie Buckland
Head of Investor Relations
Phone: +44-203-388-3116
Email: ir@gaslogltd.com
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