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The Company was pleased to announce on September 30, 2011 an agreement (the “Agreement”) for financial restructuring and industrial partnership with Teekay Corporation (“Teekay”). This agreement involves the sale of FPSO Sevan Voyageur, FPSO Sevan Piranema and FPSO Sevan Hummingbird (together the “FPSOs”) to Teekay, the raising of new equity in Sevan Marine and a restructuring of the Company’s indebtedness (together the “Teekay Transaction(s)”). The details of the Agreement were disclosed in the stock exchange notice dated October 18, 2011 (the “Notice”), which is available on the Company’s website (www.sevanmarine.com).
The final approval and execution of the Teekay Transactions and hence the restructuring itself is, at the date of this report, still subject to uncertainties which would impact the assumptions applied in the preparation of the Q3 2011 financial statements. In a situation where the Company was not to succeed in executing the Teekay Transactions, or any alternative and unlikely alternative restructuring, the Company will most likely be required to file for bankruptcy.
The proposed Teekay Transactions result in the disposal of substantial assets and operations of the Company. As of September 30, 2011, these operations have been reclassified as discontinued operations in accordance with International Financial Reporting Standards (IFRS) with the current and historical financial statements being restated accordingly.
The Teekay Transactions result in impairment and accounting losses that have adversely impacted the third quarter results by USD 284.9 million. The impairments and accounting losses are of a non-cash nature.
The impairments and losses are specified as follows:
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1.
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FPSOs
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USD |
162.1 million
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2.
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Other fixed assets
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USD |
3.6 million
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3.
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Operating income/expense
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USD |
24.0 million
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4.
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Def. Tax Assets
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USD |
15.3 million
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5.
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Drilling Shares
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USD |
79.9 million
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TOTAL
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USD |
284.9 million
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The impairments on the FPSOs are specified as follows:
- Piranema USD (14.9) million
- Hummingbird USD 116.0 million
- Voyageur USD 61.0 million
TOTAL USD 162.1 million
Following the impairments and accounting losses, net loss for the quarter amounted to USD 295.7 million. In accordance with IFRS, the gains from any debt remission as contemplated in the Agreement can only be accounted for at the time of the formal release of obligations by the bondholders. Subject to formal approval, the gains from the debt remission will be accounted for within the fourth quarter of 2011 with respect to all but the FPSO Sevan Voyageur Bond. Gains from the FPSO Sevan Voyageur Bond remission will be accounted for upon the sale of the FPSO Sevan Voyageur, which is expected to take place in Q3 2012. Gains from the debt remission and debt to equity conversion arising out of the Teekay Transactions are forecast to be approximately USD 216.0 million, of which approximately USD 33 million relates to the FPSO Voyageur Bond as of September 30, 2011.
The net equity as of September 30, 2011 is negative by USD 173.0 million due to the adverse accounting effects arising from the proposed Teekay Transactions. The accounting gains on debt remission as well as the contemplated capital increase are expected to restore the Company’s equity position in the fourth quarter of 2011.
At the date of this report, the Company is in breach of several covenants under its financing arrangements. On October 18, 2011, bondholders representing more than 2/3 in each of the Company’s bond loans confirmed agreement to the terms set out in the Agreement by entering into a lock-up and voting agreement with the Company under which they have, inter alia and subject to certain terms and conditions, committed to vote in favour of the proposed Teekay Transactions in their respective bondholders’ meetings and agreed not to exercise any acceleration rights available to them under the bond loans. In addition, in October 2011, E.ON together with the USD 230 million bank facility syndicate led by ING and the USD 82.3 million securitization facility led by Investec entered into standstill agreements where under they agreed, subject to certain terms and conditions, not to exercise any acceleration rights or other remedies available to them under the relevant agreements for the period up until November 30, 2011,.
The proposed Teekay Transactions including the capital increase of minimum USD 25 million from the Teekay Placement and net proceeds from the USD 25 million Stakeholder Placement, which is yet to be subscribed for, would provide the Company with sufficient working capital to support its requirements going forward and significantly reduce its debt burden.
The Teekay Transactions will lead to a substantial reduction of the Company’s debt burden. The Company will retain its core intellectual property rights and engineering core competence, which it intends to leverage by seeking additional license agreements and projects that utilise Sevan’s unique cylindrical hull concept. It will also be supported by a strong industrial partner and shareholder in the form of Teekay. The Board believes that the Teekay Transaction represents a positive restructuring outcome for all parties, including creditors, customers, staff and shareholders.
Read more in the attached report .
Carl Lieungh (CEO) and Reese McNeel (Interim CFO) will today at 2:00 p.m. (CET) give a presentation of the results at Shippingklubben, Haakon VII`s gate 1, Oslo.
The presentation will be in English.
The presentation will also be broadcasted LIVE on www.sevanmarine.com.
It is recommended that you log on to the webcast 5 minutes in advance of the presentation.
If you wish to attend the presentation in Oslo, please confirm to Christine Gran Morland by email:
This e-mail address is being protected from spambots. You need JavaScript enabled to view it
If you wish to call-in to listen to the presentation, please find the call-in details attached.
For further information on the restructuring please refer to:
- The Notification to Oslo Stock Exchange of October 18, 2011 regarding the Agreement for financial restructuring and industrial partnership; and
- The Notice of October 24, 2011 for the Extraordinary General Meeting.
Q3-Report
Call-in details
The information in this announcement is subject to the disclosure requirements of the Norwegian Securities Trading Act section 5-12 and/or the Oslo Børs - Continuing Obligations.
Sevan Marine ASA is specializing in owning, operating and licensing FPSOs, based on its patented cylindrical floater technology. Sevan Marine ASA is listed on Oslo Børs with ticker SEVAN. For more information, please refer to www.sevanmarine.com.
For more information please contact:
Marit Ytreeide, Press Contact (Media)
+47 901 28 208 mobile
Carl Lieungh, CEO, Sevan Marine ASA (Media)
+47 374 04 000 office
+47 916 64 720 mobile
Reese McNeel, CFO, Sevan Marine ASA (Analysts)
+47 374 04 000 office
+47 46 81 27 15 mobile |