Veritas Petroleum P. a Services B.V. Quarterly report. 30 June 2015

Transcription

1 Veritas Petroleum P. a Services B.V. Quarterly report 30 June 2015

2 Ops Q Update from the board of directors Financial performance Veritas Petroleum Services B.V. and its subsidiaries, hereafter the Group experienced a solid Q Challenging markets wherein the Group operates however still demand intensive focus. Revenue developments were positive both on testing services and surveys. Overall EBITDA did meet expectations. The overall sales of the group showed an increase of 3.3% vs Q and on YTD basis an increase of 2.6%. Contracted testing volumes have picked up in Q2 and are now flat vs last year. Demand for surveys continues to be strong vs YTD 2014 with a 19% increase. The Group closed Q financials with a net loss of USD 43 thousand (2014: USD thousand) which is mainly driven by (timing) difference of exceptional expenses. Both exceptional items and capital expenditures are significantly lower then last year reflecting the ending of carve out activities and leading to increase in cash. Organizational changes Effective 1 May 2015 Gerard Rohaan was appointed as Chief Executive Officer. Gerard Rohaan will succeed Eirik Andreassen who has stepped down as Chief Executive Officer. Costs (adjusted for post-acquisition related costs) of the Group in Q were 2% higher then Q (YTD 1.1%) reflecting amongst others the growth of demand for surveys. As a result the Group s Q EBITDA increased to USD thousand (2014: USD thousand). Gerard Rohaan CEO VPS Group Stan Peeters CFO VPS Group 2 1Q /08/15

3 Consolidated condensed statement of profit or loss and other comprehensive income For the quarter ended 30 June Q Q YTD 2015 YTD 2014 In thousands o f USD (Unaudited) (Unaudited) *) (Unaudited) (Unaudited) *) Revenues 13,298 12,870 26,236 25,578 Payroll expenses -5,965-5,583-11,606-11,076 Other operating expenses -4,037-4,201-7,736-8,052-10,002-9,784-19,342-19,128 EBITDA 3,296 3,086 6,894 6,450 Depreciation & amortisation -1,302-1,358-2,792-2,701 Known exceptional items ,108 Operating profit 1, ,466 1,641 Interest income Interest expense -1,447-1,400-2,860-3,217 Other financial expenses Net Finance Costs -1,666-1,435-3,253-3,272 Result before tax ,631 Tax expenses Result after tax ,631 *) See note 4 for details on restatement of 2014 results The explanatory notes on pages 8 till 13 are integral part of these (unaudited) condensed consolidated interim financial statements. H 3 1Q /08/15

4 Ops Condensed consolidated condensed statement of financial position Balance Sheet - Assets In thousands of USD 30 June June 2014 (Unaudited)(Unaudited) *) December 2014 (Audited) Intangible Assets 44,671 48,061 46,103 Goodwill 64,258 64,258 64,258 Total Intangible Assets 108, , ,361 Tangible Fixed Assets 16,708 16,338 17,376 Financial Fixed assets Total Fixed Assets 126, , ,356 Trade Debtors Work in Progress 6,464 3,257 8,593 3,354 7,477 3,102 Other Current Assets 810 1,562 1,458 Cash & Banks 12,920 11,289 11,548 Total Current Assets 23,452 24,798 23,585 Total Assets 149, , ,941 *) See note 4 for details on restatement of 2014 results The explanatory notes on pages 8 till 13 are integral part of these (unaudited) condensed consolidated interim financial statements. H p 4 1Q /08/15

5 Ops Condensed consolidated condensed statement of financial position Balance Sheet - Equity & Liabilities 30 June 31 December June In thousands of USD (Unaudited) (Unaudited) *) (Audited) Share Capital 6,300 6,300 6,300 Share Premium 56,700 56,700 56,700 Free reserves/unrecovered loss - 11,624-9,139-9,448 Current year result 164-1,631-2,176 Total Equity 51,540 52,230 51,376 Shareholder Loan 8,310 7,554 7,926 Bond 68,784 68,407 68,514 Employee Benefits Deferred Tax 12,716 12,643 12,751 Non-current Liabilities 90,154 89,070 90,014 Trade Creditors 1,195 3,719 2,006 Tax payable 255 1,623 1,358 Other Short Term Liabilities 6,500 7,741 7,187 Current Liabilities 7,950 13,083 10,551 Total Liabilities 98, , ,565 Total Equity & Liabilities 149, , ,941 *) See note 4 for details on restatement of 2014 results The explanatory notes on pages 8 till 13 are integral part of these (unaudited) condensed consolidated interim financial statements. H p 5 1Q /08/15

6 Condensed consolidated statement of changes in equity For the quarter ended 30 June In thousands o f USD Equity Balance at 31 December 2014 (audited) 51,376 Total Comprehensive income 164 Balance at 30 June 2015 (unaudited) 51,540 Balance at 31 December 2013 (audited) 53,861 Total Comprehensive income - 1,631 Balance at 30 June 2014 (unaudited) 52,230 The explanatory notes on pages 8 till 13 are integral part of these (unaudited) condensed consolidated interim financial statements. 6 1Q /08/15

7 Condensed consolidated statement of cash flows For the quarter ended 30 June In thousands o f USD Cash flow from operating activities Ytd 2015 (Unaudited) Ytd 2014 (Unaudited) Net profit *) 164-1,631 Cash generated from operating activities 1,836 2,563 Net cash from operating activities 2, Net cash used in investing activities ,685 Net cash used in financing activities 0 0 Change in cash and cash equivalents 1, Cash and cash equivalents at 31 December prior year 11,548 12,042 Cash and cash equivalents at 30 June ,920 11,289 *) See note 4 for details on restatement of 2014 results The explanatory notes on pages 8 till 13 are integral part of these (unaudited) condensed consolidated interim financial statements. 7 1Q /08/15

8 Explanatory notes to condensed consolidated interim financial statements 1. Reporting entity 3. Use of judgments and estimates Veritas Petroleum Services B.V. is a company domiciled in The In preparing these condensed consolidated interim financial Netherlands. The condensed consolidated interim financial statements, management has made judgements, estimates statements of the Company as at and for the six months ended and assumptions that affect the application of accounting 30 June 2015 comprise the Company and its subsidiaries policies and the reported amounts of assets and liabilities, (together referred to as the Group). The Group primarily income and expense. Actual results may differ from these provides testing and survey services to the Maritime industry. estimates. The significant judgements made by management in applying the group s accounting policies and the key 2. Basis of accounting This condensed interim consolidated financial report has been prepared in accordance with IAS 34 Interim financial reporting. It does not include all the information required for a complete set of IFRS financials statements. However, selected explanatory notes are included to explain events and transactions that are significant for an understanding of the changes in the Group s financial position and performance since the last annual consolidated financial statements as at and for the year ended 31 December This condensed consolidated interim financial statement was authorised for issue by the Company s Board of Management on 28 August sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 31 December Restatement of 2014 quarterly reports The results presented here for the period ending June 30, 2014 are different from what was published last year. June 30, 2014 results were prepared with the best knowledge available at that time but in the course of 2014 better insight has developed as a result of amongst others PPA valuation, set up of IFRS reporting and annual closing The 2014 quarterly results have been changed accordingly for comparison purposes. An overview of the differences is presented below. 8 1Q /08/15

9 Explanatory notes to condensed consolidated interim financial statements Income statement In thousands o f USD Y T D J u n e 30, as r e p o rt e d A u g (U n a u d ite d ) R e sta t e m e n t s / A d ju s t m e n ts (U n a u d ite d ) Y T D J u n e 30, R e sta te d (U n a u d ite d ) C o m m e n t s R e v e n u e s 2 5, ,5 7 8 P a y ro ll e x p e n s e s -9, , ,0 7 6 R e c la s s o f e xtern al la b o r c o s t from o p e ra tin g e x p e n s e s O t h e r o p e r a t in g e x p e n s e s -1 0, , ,0 5 2 R e c la s s e xtern al la b o r c o s t & c o rre cte d m o n th ly d istrib u tio n o f c o s t s -1 9, ,1 2 8 E B IT D A 5, ,4 5 0 D e p r e c ia t io n & a m o rtis a t io n -1, , ,701 A m o rtis a t io n P P A. U n k n o w n d u rin g p re p a ra tio n o f Q 2 report in K n o w n e x c e p tio n a l ite m s -2, ,1 0 8 C o rre c te d m o n th ly d istrib u tio n o f c o s t s O p e r a t in g p r o f it 2, ,641 In te re st incom e C orrected m onthly distribution of c o sts In t e re s t e x p e n s e -3, ,2 1 7 R e c a lc u la tio n o f S H L interest e x p e n s e s a r is in g from audit / I F R S O t h e r fin a n c ia l e x p e n s e s Effect o f v a lu a tio n o f b o n d a g a in s t a m o rtise d c o s t a r is in g from aud it / I F R S N e t F in a n c e C o s t s -3, ,2 7 2 R e s u lt b e f o r e t a x ,631 T a x e x p e n s e s N o ta x a s s e t build up. A r is in g from audit / I F R S R e s u lt a f t e r t a x , Q /08/15

10 Explanatory notes to condensed consolidated interim financial statements B a la n ce S h e e t - A sse ts In t h o u s a n d s o f U S D J u n e 3 0, as r e p o r t e d A u g (U n a u d ite d ) R e sta te m e n ts J u n e 3 0, / A d ju stm e n ts R e sta te d (Unaudited) (Unaudited) Com m ents Intangible Assets 62,023-13,962 48,061 PPA valuation carried out end 2014 Goodw ill 88,900-24,642 64,258 PPA valuation carried out end 2014 T o ta l In ta n gib le A sse ts 150,923-38, ,319 Tangible Fixed Assets 9,896 6,442 16,338 PPA valuation carried out end 2014 F in a n c ia l Fixed asse ts R e cla ss a risin g from 2014 a u dit / IFRS T o ta l Fixed A sse ts 160,819-31, ,585 Trade Debtors 8, ,593 Corrected m onthly accounting W o rk in P ro gre ss 3,354 3,354 O th e r C u rre n t Assets 1, ,562 Corrected m onthly accounting Cash & Banks 11, ,289 M onthly f/x revaluations arising from 2014 audit / IFRS Total Current Assets 24, ,798 Total Assets 185,603-31, , Q /08/15

11 Explanatory notes to condensed consolidated interim financial statements B a la n ce S h e e t - E q u ity & Lia b ilitie s In thousands o f USD J u n e 3 0, as r e p o r t e d A u g - R e sta te m e n ts J u n e 3 0, / A d ju stm e n ts R e sta te d (U n a u d ite d ) (U naudited) (Unaudited) Com m ents S h a re C a p ita l 6,300 6,300 Share Prem ium 56,700 56,700 F re e rese rv e s/u n re co ve re d loss 19,121-28,260-9,139 PPA valuation carried out end 2014 Current year result ,631 T o ta l E q u ity 81,486-29,256 52,230 Shareholder Loan 7, ,554 Recalculation of S H L interest expenses arising from 2014 audit / IF R S Bond 71,239-2,832 68,407 Interest payable reclassed to Short Term Liabilities & reclass of reporting capitalized bond issue fees arising from 2014 audit / IF R S Em ployee Benefits Corrected m onthly accounting Deferred Tax 13, ,643 PPA valuation carried out end 2014 N o n -cu rre n t Liab ilitie s 93,067-3,997 89,070 Trade Creditors 3, ,719 Corrected m onthly accounting T ax payable ,623 Corrected m onthly accounting O th e r S h o rt T e rm Liab ilitie s 6,568 1,173 7,741 R eclass th o u sand in te re st fro m bond loan & co rre cte d m o n th ly ac c o u n tin g arisin g from 2014 a u dit / IFRS C u rre n t Liab ilitie s 11,050 2,033 13,083 T o ta l Lia b ilitie s 104,117-1, ,153 T o ta l E q u ity & Liab ilitie s 185,603-31, , Q /08/15

12 Ops Explanatory notes to condensed consolidated interim financial statements 5. Significant accounting policies The accounting policies applied in these condensed interim consolidated financial statements are the same as those applied in the Group's consolidated financial statements as at and for the year ended 31 December 2014 with exception of the treatment of foreign currency results as explained in note 9. In addition, the Group has adopted the following new standards and amendments to standards with an effective date for annual periods beginning after or on 1 January Defined Benefit Plans: Employee Contributions (Amendments to IAS 19) Adoption of these improvements had no significant impact on the Group s (condensed) consolidated (interim) financial statements. Annual Improvements to IFRSs Cycle - various standards Adoption of these improvements had no significant impact on the Group s (condensed) consolidated (interim) financial statements. Annual Improvements to IFRSs Cycle - various standards Adoption of these improvements had no significant impact on the Group s (condensed) consolidated (interim) financial statements. 6. Operating segments The Group considers its activities as one segment in relation to the disclosure requirements of IFRS 8 Segment reporting. 7. Tax Expense Tax expense is recognised based on management s best estimate of the weighted-average annual income tax rate expected for the full financial year multiplied by the pre-tax income of the interim reporting period. The Group s consolidated effective tax rate is in respect of continuing operations for the six months ended 30 June % (six months ended 30 June 2014: 23%). 8. Loan Covenants The Group needs to be compliant with the stipulations in the loan covenant of the bond agreement. As per 30 June 2015 the Group meets the requirements of the loan covenant as stipulated in the bond agreement. 12 Q /08/15

13 Explanatory notes to condensed consolidated interim financial statements 9. Net finance costs The change in net finance costs is mainly caused by the borrowing structure of the Group, partly offset by an increase of currency exchange results and amortised costs for the bond loan. Starting 2015 the financing related foreign currency results and effect of valuation of the bond against amortised cost are recorded in net finance cost. The net finance costs of the Group is as follows. 10. Subsequent events There have been no subsequent events between the period ending 30 June 2015 and the release for publication of these consolidated interim financial statements on 28 August 2015 In thousands o f USD Q (Unaudited) Q (Unaudited) *) YTD 2015 (Unaudited) YTD 2014 (Unaudited) *) Intrest costs shareholdersloan 10% ,992 Interest cost bond loan 7% 1,225 1,225 2,450 1,225 Net currency exchange effects Other financial expense (income) Net finance costs 1,666 1,435 3,253 3,272 *) See note 4 for details on restatement of 2014 results 131 Q /08/15

14 About the Group Previously known as DNV Petroleum Services, Veritas Petroleum Services (VPS) delivers testing, inspection and advisory solutions that help customers achieve measurable improvements to fuel management, fuel cost, operational efficiency and compliance with marine fuel regulatory requirements. In close collaboration with the industry, the company introduced the first commercial bunker fuel testing and bunker quantity surveys for ships in 1981 and 1987, respectively. VPS operates a global network of customer service offices supported round-the-clock by technical experts and four specialized and wholly-owned ISO accredited fuel testing laboratories strategically located in Rotterdam, Singapore, Houston and Fujairah. Its bunker quantity surveys are available at more than 200 key bunkering ports worldwide. Company contact Investor relations For further information about the VPS group, see our website or contact Stan Peeters at +31(0) or at Stan.Peeters@v-p-s.com. Company s visiting adress Veritas Petroleum Services BV Zwolseweg LB Barendrecht Company s postal adress Veritas Petroleum Services BV P.O. Box AN Rotterdam 2015 Veritas Petroleum Services BV All rights reserved 14 Q /08/15