CONTENTS SAGA TANKERS Q REPORT > PAGE 2

Transcription

1 Q REPORT Q2

2 CONTENTS FINANCIAL INFORMATION Highlights > Responsibility Statement > Consolidated condensed statement of comprehensive income > Consolidated condensed statement of financial position > Consolidated condensed cash flow statement > Consolidated condensed statement of changes in equity > Notes to the financial statements > SAGA TANKERS Q REPORT > PAGE 2

3 HIGHLIGHTS KEY FIGURES Apr-Jun 2017 Apr-Jun 2016 Jan-Jun 2017 Jan-Jun 2016 (unaudited) (unaudited) (unaudited) (unaudited) Operating revenues Operating profit (-loss) before depreciation (EBITDA) (1) Operating profit/(-loss) (EBIT) (2) Net profit/(-loss) Total comprehensive income Value adjusted equity per share (NOK) (3) 3,01 2,82 3,01 2,82 Basic and diluted earnings per share NOK 0,02 0,38 0,15 0,41 (1) EBITDA can be calculated from the statement of income by deducting interest income, interest expenses and depreciation from the profit/(loss) before taxes. (2) EBIT can be calculated from the statement of income by deducting interest income and interest expenses from the profit/(loss) before taxes. (3) Value adjusted equity has been calculated through application of market value for assets and liabilities traded in quoted markets, and book value for other assets and liabilities. As traded assets and liabilities are carried at fair value in the balancesheet, the VAE per share equals total equity excluding non-controlling interests per outstanding share. RESULTS Saga Tankers Group ( The Group ) reports a net total comprehensive income for the second quarter 2017 of NOK million (NOK 18.6 million for first half year of 2017). EBITDA for the second quarter was NOK 5.6 million (NOK 42.4 million for first half year of 2017). Earnings per share (EPS) for the second quarter were NOK (NOK 0.15 for the first half year of 2017) The Group had an income of NOK 9.4 million in the second quarter. 4.4 million relates to lease and operation of real estate, whilst 5.1 million stems from dividends on financial available for sale assets. The average number of outstanding shares in the quarter was 266,149,831. As per the end of the period, the outstanding number of shares was 266,149,831. The Group holds an additional 20,582,780 shares in treasury. At the annual general assembly 24 may 2017, it was decided to cancel the treasury shares. As per end of second quarter the cancellation is pending the expiration of creditor notice period and thereafter final confirmation from the Board of Directors. The Group s condensed unaudited financial statements for the second quarter of 2017 are enclosed. Current Investments The Group currently holds investments classified as financial assets available for sale with a fair value of NOK million. The fair value of the investments by the end of second quarter is as follows: Pareto Bank ASA SD Standard Dr. Plc Vistin Pharma ASA Other investments NOK 181 million NOK 86 million NOK 43 million NOK 9 million Net negative changes in market value of NOK 43.0 million for these investments were booked as other comprehensive income in second quarter However these investments has in the second quarter also generated dividends of NOK 5.1 million accounted for as net gain from available for sale assets. The Group has a cash holding of NOK million at the end of second quarter. Outlook The Group has a solid investment portfolio and a strong balance sheet, enabling the company to continue to pursue attractive investment opportunities within the framework of industries it operates. The Group expects the current market volatility to continue going forward, providing opportunities to create value through investments in assets, equity or debt. Subsequent events The cancellation of the former mentioned treasury shares was formally executed by the board of directors 18 August, at which the creditor notice had expired. At an Extraordinary General Meeting 4 July 2017 it was decided to reduce the share capital by NOK 263,488,332,69 SAGA TANKERS Q REPORT > PAGE 3

4 from NOK 266,149, to 2,661, through the reduction of the par value of the shares from NOK 1 per share to NOK 0.01 per share. In addition, a distribution of NOK 127,515, is made by reduction of other paid in equity. The period of creditor notice has expired, and 29 August the reduction was ratified by the board of directors. The amounts will be distributed to the shareholders as repayment of capital beginning of September FORWARD-LOOKING STATEMENTS Matters discussed in this report may constitute forward looking statements. The forward looking statements in this report are based on various assumptions, many of which are based upon further assumptions, including without limitation, management's examination of historical operating trends, data contained in our records and other data available from third parties. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies, which are difficult to predict and beyond our control, we cannot assure you that we will achieve or accomplish these expectations, beliefs or projections. Oslo, 29 August 2017 The Board of Directors SAGA TANKERS Q REPORT > PAGE 4

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6 CONSOLIDATED CONDENSED STATEMENT OF COMPREHENSIVE INCOME Apr-Jun 2017 Apr-Jun 2016 Jan-Jun 2017 Jan-Jun 2016 (unaudited) (unaudited) (unaudited) (unaudited) Other Income Net gain/(-loss) from avaliable for sale assets Other gains/(-losses) Operating revenues General administrative expenses Depreciation (note 5) Net loss/(-gain) from avaliable for sale assets Operating expenses Operating profit/(-loss) Interest income Interest expense Other financial items Net financial items Share of profit from associates (note 3) Taxes Net profit/(-loss) Change in avaliable-for-sale assets Exchange difference currency translations Other comprehensive income Total comprehensive income Attributable to: Non-controlling interests Shareholders' interests Basic and diluted earnings per share NOK 0,02 0,38 0,15 0,41 Average number of shares in the period Number of shares outstanding at period end SAGA TANKERS Q REPORT > PAGE 6

7 CONSOLIDATED CONDENSED STATEMENT OF FINANCIAL POSITION (unaudited) (audited) ASSETS Non-current assets Available-for-sale financial assets (note 4) Fixed assets (note 5) Associates (note 3) Total non-current assets Current assets Other current assets Cash and equivalents Total current assets TOTAL ASSETS EQUITY AND LIABILITIES Equity Share capital Own shares Other equity Total paid-in-capital Accumulated losses Other components of equity Non-controlling interests Total equity LIABILITIES Non-current liabilities Long-term interest bearing debt Deferred tax Total non-current liabilities Current liabilities Short-term interest bearing debt Tax payable - 14 Other current liabilities and accruals Total current liabilities Total liabilities TOTAL EQUITY AND LIABILITIES SAGA TANKERS Q REPORT > PAGE 7

8 CONSOLIDATED CONDENSED CASH FLOW STATEMENT Jan-Jun 2017 Jan-Jun 2016 Jan-Dec 2016 (unaudited) (unaudited) (Audited) Profit before tax Profitshare from associates Depreciation (note 5) Net loss/(-gain) from AVA asset Other losses/(-gains) Foreign exchange losses/(gains) Income tax paid Increase/decrease receivables and prepayments Increase/decrease payables and accruals Net cash flow from operating activities Investment in AVA Financial assets Divestment in AVA Financial assets Net divestment/(-investment) trading Net cash effect new subsidiaries Net cash effect disposal of subsidiaries Investment in fixed assets Net cash flow from investing activities Repayments of long term borrowings Dividends paid to non-controlling interests Acquisition of own shares Share issuance costs Net cash flow from financing activities Net change in cash and cash equivalents Cash and equivalents at beginning of period Net cash in merger at carryover basis Net foreign exchange differences (unrealised) Cash and equivalents at end of period SAGA TANKERS Q REPORT > PAGE 8

9 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Jan-Jun 2017 (Unaudited) Issued capital Own shares Other equity Accumulated losses Available for sale reserve Exchange difference currency translations Noncontrolling interests Total Equity as at 1 January Net profit/(-loss) Other comprehensive income Total comprehensive income Equity per ending balance 30 June Jan-Dec 2016 (Audited) Issued capital Own shares Other paid in equity Accumulated losses Available for sale reserve Exchange difference currency translations Noncontrolling interests Total Equity as at 1 January Net profit/(-loss) Other comprehensive income Total comprehensive income Reclassification merged equity* Acquired own shares Dividends to minority interests Equity per ending balance 31 December SAGA TANKERS Q REPORT > PAGE 9

10 NOTES NOTE 1 BASIS FOR PREPARATION The Company's condensed interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as approved by the EU and requirements in the Norwegian Securities Trading Act. This condensed interim financial statement for the second quarter is adopted by the Board of Directors on 29 August The accounting policies adopted in the preparation of the condensed interim financial statements are consistent with those presented in the Annual Report of Available for sale financial assets are measured at fair value. Changes in fair value are booked as other comprehensive income provided that no impairment is present. Foreign currency The financial statements are presented in NOK. NOK is also the functional currency for all the subsidiaries in the Group. NOTE 2 OPERATING SEGMENTS The management monitors the net income from investments in financial assets and liabilities, and the revenues from lease and operation of property on a separate basis. Jan-Jun 2017 Jan-Jun 2016 Jan-Dec 2016 Net income financial assets Revenues from lease and operation of property Other income NOTE 3 ASSOCIATES SD Standard Drilling Plc Carrying amount, 31 December Reclassified to Available-for-sale financial assets* Carrying amount, 30 June * The Group held % of the outstanding shares in SD Standard Drilling Plc as per end of On the basis of the significant influence the Group through its ownership could impose, the investment was acknowledged as an associated company. During first quarter of 2017, SD Standard Drilling Plc completed several equity issues. Although the Group has participated in some of these issuance, the Group only held % of the outstanding shares at the end of first quarter, and % at the end of second quarter. The Group has assessed that it now longer imposes significant influence towards the investment. Based on this assessment the investment has been reclassified from Associated to Available-for-sale financial assets. SAGA TANKERS Q REPORT > PAGE 10

11 NOTE 4 AVAILABLE-FOR-SALE FINANCIAL ASSETS 30 Jun Dec 2016 At 1 January Additions Assets received through merger and demerger - - Currency translations - - Impairment - - Increase/(Decrease) in value recognized as other comprehensive income Reclassified as subsidiaries - - Reclassified from associates due to dilution and loss of significant influen Disposals Total Available-for-sale financial assets include the following: Fair value hierarchy 30 Jun Dec 2016 Listed shares Level Non-listed shares Level Total The entire change in available-for-sale financial assets during the quarter relates to financial instruments that fall within the level 1 category of the fair value hierarchy. The fair value hierarchy is described below. Fair value hierarchy The group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique: Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities. Level 2: other techniques for which all inputs that have a significant effect on the recorded fair value are observable, either directly or indirectly. Level 3: techniques that use inputs that have a significant effect on the recorded fair value that are not based on observable market data, for example discounted cash flow technique. The financial assets are denominated in NOK and are measured at fair value. Listed shares are valued at values quoted in active markets as of 30 July No impairment of financial assets has been recognized through the income statement in NOTE 5 FIXED ASSETS 2017 Bulidings Machinery & equipement Capitalized costs - work in progress Land Total Aquisition cost, opening balance Acquisitions during the period Diposals during the period Aquisition cost at Accumulated depreciation, opening balance Depreciation Accumulated depreciation disposed assets Accumulated depreciation at Net book value at SAGA TANKERS Q REPORT > PAGE 11

12 2016 Buildings Machinery & equipment Capitalized costs - work in progress Land Total Acquisition cost, opening balance Acquisitions during the period Disposals during the period Acquisition cost at Accumulated depreciation, opening balance Depreciation Accumulated depreciation disposed assets Accumulated depreciation at Net book value at NOTE 6 20 LARGEST INVESTORS NAME Of total shares Of outstanding shares 1 ØYSTEIN STRAY SPETALEN ** 60,28 % 64,94 % 2 ALLUM HOLDING AS ** 14,47 % 15,59 % 3 SAGA TANKERS ASA * 7,18 % N/A 4 APOLLO ASSET LIMITED 2,96 % 3,19 % 5 PARK LANE FAMILY OFFICE AS 2,54 % 2,73 % 6 FERNCLIFF AS ** 2,17 % 2,34 % 7 BJØRN BAKKEN 1,45 % 1,56 % 8 UTHALDEN A/S 1,36 % 1,46 % 9 WIECO AS 0,89 % 0,96 % 10 TIGERSTADEN AS 0,87 % 0,94 % 11 BJØRN HÅVARD BRÆNDEN 0,66 % 0,71 % 12 STATE STREET BANK AND TRUST COMP 0,55 % 0,60 % 13 BJØRN OLSEN 0,42 % 0,45 % 14 DIRK BLAAUW 0,42 % 0,45 % 15 BHB CAPITAL MANAGEMENT AS 0,39 % 0,42 % 16 KÅRE KLAVENES 0,33 % 0,36 % 17 GREENWAY AS 0,24 % 0,26 % 18 GUNERIUS INVEST AS 0,21 % 0,23 % 19 JÆDEREN AS 0,21 % 0,22 % 20 VERPENTANGEN AS 0,20 % 0,22 % Total 97,81 % 97,64 % *The Group holds 20,582,780 treasury shares, making it the third largest shareholder. These shares are excluded from number of outstanding shares. The cancellation of these shares has been executed post the balance sheet date. References are made to note 7 for subsequent events. ** Controlled by board member Øystein Stray Spetalen, representing % of outstanding shares. SAGA TANKERS Q REPORT > PAGE 12

13 NOTE 7 SUBSEQVENT EVENTS The cancellation of the treasury shares as mentioned in note 6, was formally executed by the board of directors 18 August, at which the creditor notice had expired. At an Extraordinary General Meeting 4 July 2017 it was decided to reduce the share capital by NOK 263,488,332,69 from NOK 266,149, to 2,661, through the reduction of the par value of the shares from NOK 1 per share to NOK 0.01 per share. In addition, a distribution of NOK 127,515, is made by reduction of other paid in equity. The period of creditor notice has expired, and 29 August the reduction was ratified by the board of directors. The amounts will be distributed to the shareholders as repayment of capital beginning of September SAGA TANKERS ASA Sjølyst Plass Oslo INVESTOR RELATIONS Phone: espen.lundaas@sagatankers.no SAGA TANKERS Q REPORT > PAGE 13