ABERDEEN, Scotland--(BUSINESS WIRE)--
Highlights
For the second quarter of 2014, KNOT Offshore Partners LP (“KNOT
Offshore Partners” or the “Partnership”):
-
Generated net income of $2.5 million and operating income of $9.6
million
-
Generated Adjusted EBITDA of $16.3 million (1)
-
Generated distributable cash flow of $8.1million (1)
Net income in the second quarter of 2014 was affected by $1.6 million in
unrealized mark to market losses on derivatives and approximately $2.2
million in transaction costs on refinancing, acquisitions and
preparation for the Partnership’s June 2014 common unit offering.
In addition, the Partnership:
-
Completed the acquisitions of the companies that own the Hilda
Knutsen and Torill Knutsen, two 2013 built suezmax offshore
shuttle tankers on time charters with Eni Trading & Shipping S.p.A.
(“Eni”) for five fixed years and with five one-year options thereafter.
-
Completed a 4,600,000 common unit offering in June 2014 raising
approximately $125.7 million in net proceeds and an additional $2.7
million contribution from the Partnership’s general partner to
maintain its 2% ownership in the Partnership.
-
Entered into a new time charter agreement for the Windsor Knutsen
with a subsidiary of the BG group for a fixed period of two years that
commences in the fourth quarter of 2015. BG has three one-year options
to extend the new charter. Beginning on July 29, 2014, a subsidiary of
Knutsen NYK Offshore Tankers AS (“KNOT”) has chartered the vessel at
the same charter rate that would have been in effect had BG Group
exercised its option to employ the Windsor Knutsen under its
previous time charter.
-
Entered into new senior secured credit facilities for existing long
term bank debt providing longer repayment profiles and an interest
rate equal to LIBOR plus a margin of 2.125%.
On August 14, 2014, KNOT Offshore Partners paid a cash distribution of
$0.4350 per unit with respect to the quarter ended June 30, 2014. This
corresponds to a distribution of $1.74 per unit on an annualized basis.
--------
(1)
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Adjusted EBITDA and distributable cash flow are non-GAAP financial
measures used by investors to measure the performance of master
limited partnerships. Please see Appendix A for a reconciliation to
the most directly comparable GAAP financial measure.
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Financial Results Overview
KNOT Offshore Partners reports net income of $2.5 million and operating
income of $9.6 million for the second quarter of 2014, as compared to
net income of $4.0 million and operating income of $7.4 million for the
second quarter of 2013.
All vessels operated well throughout the second quarter of 2014 with
99.5% utilization (1.5 days offhire). Operating income increased by $2.2
million and finance expense increased by $3.6 million in the second
quarter of 2014 compared to the second quarter of 2013.
In comparison to the first quarter of 2014 when the Partnership reported
net income of $6.4 million, the lower net income in the second quarter
of 2014 was a result of a) unrealized loss of $1.6 million on interest
rate swap contracts, b) $1.8 million in costs associated with the
repayment of existing debt ($1.1 million as previously capitalized loan
costs were expensed, $0.3 million was paid as bank and legal fees
related to the refinancing and acquisitions and compensation of $0.4
million was paid as compensation to banks for lost loan margin on
repaid loans) and c) $0.4 million in costs in connection with
preparation for the acquisitions of the Hilda Knutsen and Torill
Knutsen and the June 2014 public offering.
In accordance with generally accepted accounting principles in the
United States (“GAAP”), prior to April 16, 2013, the results of
operations, cash flows and balance sheet of the Partnership have been
carved out of the consolidated financial statements of KNOT.
Accordingly, the Partnership’s financial statements prior to April 16,
2013 reflect allocation of certain expenses, including the
mark-to-market value of interest rate swap derivatives. The realized and
unrealized losses on derivatives, in the amount of $0.4 million for the
second quarter of 2013 did not affect cash flow or the calculation of
distributable cash flow, while the unrealized loss on derivatives for
the second quarter of 2014 of $0.7 million decreased the distributable
cash flow. The amount of realized and unrealized loss on derivatives for
the second quarter of 2013 has been eliminated from the Partnership’s
opening equity as of April 16, 2013, as none of KNOT’s interest rate
swap agreements were transferred to the Partnership on completion of the
Partnership’s initial public offering. The Partnership has no further
obligations related to these contracts.
Acquisition
On June 30, 2014, the Partnership completed the acquisition of the
ownership interests in the companies that own and operate the shuttle
tankers Hilda Knutsen and Torill Knutsen from KNOT. The
purchase price of the Hilda Knutsen was $166.0 million, net of
$109.6 million of outstanding indebtedness related to the vessel. The
purchase price of the Torill Knutsen was $169.0 million, net of
$112.1 million of outstanding indebtedness related to the vessel. The
Partnership funded the cash portion of the purchase prices with proceeds
from the common unit offering in June 2014.
Each of the Hilda Knutsen and the Torill Knutsen is
operating in the North Sea under time charters with Eni. The charters
commenced upon delivery of the Hilda Knutsen and the Torill
Knutsen in the third quarter of 2013 and each will terminate five
years after delivery. Eni has options to extend each of the charters for
up to five one-year periods. In the case of the Torill Knutsen,
Eni has the option, at any time before May 31, 2016, to extend the
charter term to ten years in exchange for a reduction in the hire rate.
Common unit offering
On June 27, 2014, the Partnership sold 4,600,000 common units,
representing limited partner interests, in a public offering and granted
the underwriters a 30-day option to purchase an additional 690,000
common units. The underwriters exercised their option to purchase an
additional 640,000 common units in July 2014. In connection with the
offering, the Partnership’s general partner contributed a total of $3.0
million ($2.7 million in June and $0.3 million in July) in order to
maintain its 2% ownership of the Partnership.
The Partnership utilized the net proceeds from the offering and related
capital contribution by the general partner to fund the cash portion of
the purchase prices of the Hilda Knutsen and the Torill Knutsen
and for general partnership purposes.
Refinancing
In June 2014, the Partnership entered into two new senior secured credit
facilities in order to refinance its existing long term bank debt. The
senior secured credit facilities consisted of a $20 million revolving
credit facility and two term loans of $220 million and $140 million.
Loans under the senior secured credit facilities bear interest at a rate
per annum equal to LIBOR plus a margin of 2.125%. The term loans will
mature in June 2019. The term loans are repayable in 20 consecutive
quarterly instalments commencing in September 2014 with a balloon
payment equal to 66% of the initial loan amount due at maturity. The
revolving credit facility terminates in June 2019. The loans are
guaranteed by the Partnership and secured by vessel mortgages. The $220
million facility and the $20 million revolving facility were drawn in
June 2014 and were used to repay $198.9 million of existing debt secured
by the Windsor Knutsen, Bodil Knutsen and Carmen Knutsen
and a revolving facility and the seller credit from KNOT of $10.8
million related to the August 2013 acquisition of the Carmen Knutsen.
The drawing of the new $140 million facility is expected to occur by
September 30, 2014 and will replace existing bank debt of $126.2 million
secured by the Fortaleza Knutsen and Recife Knutsen.
Windsor Knutsen
In April 2014, the Partnership was notified that BG Group would not
exercise its option to extend the Windsor Knutsen time charter.
The vessel was re-delivered on July 28, 2014. In order to comply with
its obligations under the omnibus agreement between KNOT and the
Partnership (the “Omnibus agreement”), on July 29, 2014 KNOT entered
into a time charter for the vessel at a rate of hire that would have
been in effect during the option period under the previous BG Group time
charter. This charter will be effective until the new BG Group time
charter described below commences in the fourth quarter of 2015.
In June 2014, the Partnership entered into a new time charter with a
subsidiary of the BG Group for the Windsor Knutsen. The hire rate
for the initial term of the new charter is in line with the rate in the
previous charter. The new charter has an initial term of two years. BG
Group has options to extend the term of the new charter for three
additional one-year periods. The new charter will commence in the fourth
quarter of 2015. If all three extension options are exercised, the Windsor
Knutsen will operate for BG Group until the end of 2020.
Proposed Distribution Increase
The Partnership’s management has recommended to the Board an increase in
the Partnership’s quarterly cash distribution of $0.055 (corresponding
to an annualized increase of $0.22) which would become effective for the
distribution for the quarter ending September 30, 2014. If this
recommendation is approved, it would represent an increase of 12.6% over
the current quarterly distribution. Any such increase would be
conditioned upon the approval of such increase by the Board and the
absence of any material adverse developments that would make such an
increase inadvisable.
Financing and Liquidity
As of June 30, 2014, the Partnership had cash and cash equivalents and
restricted cash of $35.1 million. Total interest bearing debt
outstanding was $545.8 million. The average margin paid on the
Partnership’s outstanding debt during the quarter ended June 30, 2014
was approximately 2.5% over LIBOR.
As of June 30, 2014, the Partnership had entered into various interest
rate swap agreements for a total notional amount of $350.0 million to
hedge against the interest rate risks of its variable rate borrowings.
This includes the interest rate swap agreements of the newly acquired
companies owning Hilda Knutsen and Torill Knutsen that
were transferred to the Partnership in June 2014 in connection with the
acquisitions.
Under the terms of the interest rate swap agreements, the Partnership
will receive from the counterparty interest on the notional amount based
on three-month LIBOR and will pay to the counterparty a fixed rate
ranging from 1.25% to 1.46%.
As of June 30, 2014, the Partnership’s net exposure to floating interest
rate fluctuations on its outstanding debt was approximately $160.7
million, based on total net interest bearing debt of approximately
$545.8 million less the notional amount of its floating to fixed
interest rate swaps of $350.0 million, and less cash and cash
equivalents and restricted cash of $35.1 million.
As of June 30, 2014, the Partnership had the following long term debt
structure:
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June 30, 2014
|
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|
|
|
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(US $ in thousands)
|
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$160 million Loan Facility
|
|
|
|
|
|
$126,163
|
|
$220 million Loan Facility
|
|
|
|
|
|
220,000
|
|
$20 million Revolving Credit Facility
|
|
|
|
|
|
20,000
|
|
$117 million Loan Facility
|
|
|
|
|
|
89,187
|
|
$117 million Loan Facility
|
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|
|
|
|
90,424
|
|
|
|
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Total Long-Term debt
|
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|
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$545,774
|
|
The Partnership’s outstanding debt of $545.8 million as of June 30, 2014
is repayable as follows:
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(US $ in thousands)
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Annual repayment
|
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Balloon repayment
|
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2014
|
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|
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|
$19,272
|
|
|
|
$—
|
|
2015
|
|
|
|
|
|
39,268
|
|
|
|
—
|
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2016
|
|
|
|
|
|
29,118
|
|
|
|
102,425
|
|
2017
|
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|
|
|
|
25,568
|
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|
0
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2018
|
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|
|
|
|
24,337
|
|
|
|
136,500
|
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2019
|
|
|
|
|
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3,929
|
|
|
|
165,357
|
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Total
|
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$141,491
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$404,283
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Outlook
KNOT has entered into a contract to purchase three vessels from J.
Lauritzen, of which two, the “Dan Sabia” and the “Dan Cisne”, are on
long-term bareboat charters to Transpetro ending in the third quarter of
2023 and first quarter of 2024, respectively. The acquisition has been
approved by the charterer. Upon consummation of the acquisition, we
anticipate that the Dan Sabia and the Dan Cisne will be offered to the
Partnership under the terms of the Omnibus Agreement. There can be no
assurance that the Partnership will acquire such vessels from KNOT.
Under the Omnibus Agreement, the Partnership has the option to purchase
the “Ingrid Knutsen”and the “Rachel Knutsen” from KNOT
within 24 months of their delivery to charterers
Pursuant to the Omnibus Agreement, the Partnership also has the option
to acquire from KNOT any offshore shuttle tankers that KNOT acquires or
owns that are employed under charters for periods of five or more years.
The Board of Directors of the Partnership (the “Board”) believes that
there are significant opportunities for growth for the Partnership, and
the demand for offshore shuttle tankers will over time continue to grow
based on identified projects.
The Board is pleased with the results of operations of the Partnership
for the quarter ended June 30, 2014, which were consistent with
expectations for the Partnership’s initial operations following the
completion of its initial public offering, and is confident that the
Partnership continues to be well positioned to grow its earnings and
distributions.
Annual Meeting
On August 13, 2014, the Partnership held its annual meeting of limited
partners and Ed Waryas, Jr. was re-elected to the Board for a four year
term. In addition, on August 13, 2014, the Partnership’s general partner
appointed Mr. Hiroaki Nishiyama to replace Mr. Yukuta Higurashi on the
Board. Mr. Nishiyama has served as the Managing Director of NYK Energy
Transport (Atlantic) Limited since April 2014. From April 1989 to August
2014, Mr. Nishiyama held various positions at Nippon Yusen Kabushiki
Kaisha. Specifically, from April 2013 to March 2014, he served as
Dirctor of NYK Energy Transport (Atlantic) Limited. From April 2011 to
March 2013, he served as Manager of the Air Freighter Business Group.
From October 2009 to March 2011, he served as Manager of the Corporate
Planning Group. From April 2004 to September 2009, he served as Manager
of the LNG Group. From April 1989 to March 2004, he served for or worked
in the Container Trade Management Group, NYK Line (Europe) Limited,
Sales and Marketing Europe Division, and Liner Coordination Division.
About KNOT Offshore Partners LP
KNOT Offshore Partners owns, operates and acquires shuttle tankers under
long-term charters in the offshore oil production regions of the North
Sea and Brazil. KNOT Offshore Partners owns and operates a fleet of
seven offshore shuttle tankers operating under long-term charters to oil
majors.
KNOT Offshore Partners is structured as a publicly-traded master limited
partnership. KNOT Offshore Partners’ common units trade on the New York
Stock Exchange under the symbol “KNOP.”
The Partnership plans to host a conference call on Thursday, August 14,
2014 at noon (ET) to discuss the results for the second quarter of 2014.
All unitholders and interested parties are invited to listen to the live
conference call by choosing from the following options:
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•
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By dialing 1-866-270-1533 or 1-412-317-0797, if outside North
America.
|
August 14, 2014
KNOT Offshore Partners L.P.
Aberdeen, United Kingdom
UNAUDITED CONDENSED CONSOLIDATED AND COMBINED CARVE-OUT STATEMENTS OF
OPERATIONS
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Three Months Ended June 30,
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|
Three Months Ended March 31,
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|
Six Months Ended June 30,
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(USD in thousands)
|
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|
2014
|
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|
|
|
|
2013
|
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|
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|
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2014
|
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|
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|
|
2014
|
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2013
|
|
|
|
Time charter and bareboat revenues 1)
|
|
|
|
|
|
22,116
|
|
|
|
|
|
|
|
17,268
|
|
|
|
|
|
|
|
21,766
|
|
|
|
|
|
|
|
43,882
|
|
|
|
|
|
30,480
|
|
|
|
Loss of hire insurance recoveries
|
|
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|
|
|
—
|
|
|
|
|
|
|
|
—
|
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|
|
|
|
|
|
—
|
|
|
|
|
|
|
|
—
|
|
|
|
|
|
250
|
|
|
|
Other income
|
|
|
|
|
|
3
|
|
|
|
|
|
|
|
—
|
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|
|
|
|
|
|
8
|
|
|
|
|
|
|
|
11
|
|
|
|
|
|
—
|
|
|
|
Total revenues
|
|
|
|
|
|
22,119
|
|
|
|
|
|
|
|
17,268
|
|
|
|
|
|
|
|
21,774
|
|
|
|
|
|
|
|
43,893
|
|
|
|
|
|
30,730
|
|
|
|
Vessel operating expenses
|
|
|
|
|
|
4,324
|
|
|
|
|
|
|
|
3,251
|
|
|
|
|
|
|
|
4,597
|
|
|
|
|
|
|
|
8,921
|
|
|
|
|
|
6,031
|
|
|
|
Depreciation and amortization
|
|
|
|
|
|
6,782
|
|
|
|
|
|
|
|
5,340
|
|
|
|
|
|
|
|
6,780
|
|
|
|
|
|
|
|
13,562
|
|
|
|
|
|
10,680
|
|
|
|
General and administrative expenses
|
|
|
|
|
|
1,461
|
|
|
|
|
|
|
|
1,269
|
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|
|
|
|
|
|
1,043
|
|
|
|
|
|
|
|
2,504
|
|
|
|
|
|
3,399
|
|
|
|
Total operating expenses
|
|
|
|
|
|
12,567
|
|
|
|
|
|
|
|
9,860
|
|
|
|
|
|
|
|
12,420
|
|
|
|
|
|
|
|
24,987
|
|
|
|
|
|
20,110
|
|
|
|
Operating income
|
|
|
|
|
|
9,552
|
|
|
|
|
|
|
|
7,408
|
|
|
|
|
|
|
|
9,354
|
|
|
|
|
|
|
|
18,906
|
|
|
|
|
|
10,620
|
|
|
|
Finance income (expense):
|
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|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income
|
|
|
|
|
|
3
|
|
|
|
|
|
|
|
3
|
|
|
|
|
|
|
|
1
|
|
|
|
|
|
|
|
4
|
|
|
|
|
|
9
|
|
|
|
Interest expense 2)
|
|
|
|
|
|
(3,856
|
|
)
|
|
|
|
|
|
(2,529
|
|
)
|
|
|
|
|
|
(2,713
|
|
)
|
|
|
|
|
|
(6,569
|
|
)
|
|
|
|
(5,289
|
|
)
|
|
Other finance expense 3)
|
|
|
|
|
|
(914
|
|
)
|
|
|
|
|
|
(492
|
|
)
|
|
|
|
|
|
(221
|
|
)
|
|
|
|
|
|
(1,135
|
|
)
|
|
|
|
(1,648
|
|
)
|
|
Realized and unrealized gain ( loss)
on derivative instruments 4)
|
|
|
|
|
|
(2,342
|
|
)
|
|
|
|
|
|
(434
|
|
)
|
|
|
|
|
|
46
|
|
|
|
|
|
|
|
(2,296
|
|
)
|
|
|
|
(87
|
|
)
|
|
Net gain (loss) on foreign currency transactions
|
|
|
|
|
|
36
|
|
|
|
|
|
|
|
15
|
|
|
|
|
|
|
|
(24
|
|
)
|
|
|
|
|
|
12
|
|
|
|
|
|
142
|
|
|
|
Total finance expense
|
|
|
|
|
|
(7,073
|
|
)
|
|
|
|
|
|
(3,437
|
|
)
|
|
|
|
|
|
(2,911
|
|
)
|
|
|
|
|
|
(9,984
|
|
)
|
|
|
|
(6,873
|
|
)
|
|
Income (loss) before income taxes
|
|
|
|
|
|
2,479
|
|
|
|
|
|
|
|
3,971
|
|
|
|
|
|
|
|
6,443
|
|
|
|
|
|
|
|
8,922
|
|
|
|
|
|
3,747
|
|
|
|
Income tax benefit
|
|
|
|
|
|
18
|
|
|
|
|
|
|
|
—
|
|
|
|
|
|
|
|
(19
|
|
)
|
|
|
|
|
|
(1
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|
)
|
|
|
|
(2,942
|
|
)
|
|
Net income (loss)
|
|
|
|
|
|
2,497
|
|
|
|
|
|
|
|
3,971
|
|
|
|
|
|
|
|
6,424
|
|
|
|
|
|
|
|
8,921
|
|
|
|
|
|
805
|
|
|
|
Net income (loss) attributable to
KNOT Offshore Partners LP Owners
|
|
|
|
|
|
2,497
|
|
|
|
|
|
|
|
3,971
|
|
|
|
|
|
|
|
6,424
|
|
|
|
|
|
|
|
8,921
|
|
|
|
|
|
805
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average units outstanding
(in thousands of units):
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Common units
|
|
|
|
|
|
8,719
|
|
|
|
|
|
|
|
-
|
|
|
|
|
|
|
|
8,568
|
|
|
|
|
|
|
|
8,643
|
|
|
|
|
|
-
|
|
|
|
Subordinated units
|
|
|
|
|
|
8,568
|
|
|
|
|
|
|
|
-
|
|
|
|
|
|
|
|
8,568
|
|
|
|
|
|
|
|
8,568
|
|
|
|
|
|
-
|
|
|
|
General partner units
|
|
|
|
|
|
353
|
|
|
|
|
|
|
|
-
|
|
|
|
|
|
|
|
350
|
|
|
|
|
|
|
|
351
|
|
|
|
|
|
-
|
|
|
|
1)
|
|
Time charter revenue for each quarter includes a non-cash item of
approximately $0.5 million in reversal of contract liability
provision.
|
|
2)
|
|
Interest expense for the second quarter of 2014 includes a non-cash
item of $ 1.4 million related to expensed capitalized interest costs
in connection with debt repaid in the period.
|
|
3)
|
|
Other finance costs for the second quarter of 2014 include $0.4
million related to margin compensation in connection with the
refinancing of the Windsor Knutsen and $0.3 million of bank
and legal fees paid related to the refinancing and acquisitions
|
|
4)
|
|
The mark to market cost related to interest rate swaps include
unrealized loss of $1.6 million and $0.7 million of realized loss.
|
|
UNAUDITED CONDENSED CONSOLIDATED AND COMBINED CARVE-OUT BALANCE SHEET
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At June 30,
2014
|
|
|
|
|
|
At December 31,
2013
|
|
|
|
(USD in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
|
|
|
34,451
|
|
|
|
|
|
|
|
28,836
|
|
|
|
Restricted cash
|
|
|
|
|
|
691
|
|
|
|
|
|
|
|
458
|
|
|
|
Trade accounts receivable
|
|
|
|
|
|
—
|
|
|
|
|
|
|
|
—
|
|
|
|
Amounts due from related parties
|
|
|
|
|
|
44
|
|
|
|
|
|
|
|
77
|
|
|
|
Inventories
|
|
|
|
|
|
1,076
|
|
|
|
|
|
|
|
578
|
|
|
|
Derivative assets
|
|
|
|
|
|
—
|
|
|
|
|
|
|
|
248
|
|
|
|
Other current assets
|
|
|
|
|
|
4,171
|
|
|
|
|
|
|
|
1,814
|
|
|
|
Total current assets
|
|
|
|
|
|
40,433
|
|
|
|
|
|
|
|
32,011
|
|
|
|
Long-term assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vessels and equipment:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vessels
|
|
|
|
|
|
1,027,861
|
|
|
|
|
|
|
|
692,926
|
|
|
|
Less accumulated depreciation and amortization
|
|
|
|
|
|
(88,704
|
|
)
|
|
|
|
|
|
(75,141
|
|
)
|
|
Net property, plant, and equipment
|
|
|
|
|
|
939,157
|
|
|
|
|
|
|
|
617,785
|
|
|
|
Goodwill
|
|
|
|
|
|
6,217
|
|
|
|
|
|
|
|
5,750
|
|
|
|
Deferred debt issuance cost
|
|
|
|
|
|
2,924
|
|
|
|
|
|
|
|
2,010
|
|
|
|
Derivative asset
|
|
|
|
|
|
2,561
|
|
|
|
|
|
|
|
2,617
|
|
|
|
Total assets
|
|
|
|
|
|
991,292
|
|
|
|
|
|
|
|
660,173
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND PARTNERS’ EQUITY/OWNER’S CAPITAL
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade accounts payable
|
|
|
|
|
|
1,435
|
|
|
|
|
|
|
|
1,107
|
|
|
|
Accrued expenses
|
|
|
|
|
|
3,649
|
|
|
|
|
|
|
|
2,642
|
|
|
|
Current installments of long-term debt
|
|
|
|
|
|
38,781
|
|
|
|
|
|
|
|
29,269
|
|
|
|
Derivative liabilities
|
|
|
|
|
|
3,710
|
|
|
|
|
|
|
|
2,124
|
|
|
|
Income taxes payable
|
|
|
|
|
|
188
|
|
|
|
|
|
|
|
743
|
|
|
|
Contract liabilities
|
|
|
|
|
|
1,518
|
|
|
|
|
|
|
|
1,518
|
|
|
|
Prepaid charter and deferred revenue
|
|
|
|
|
|
7,847
|
|
|
|
|
|
|
|
4,471
|
|
|
|
Amount due to related parties
|
|
|
|
|
|
3,518
|
|
|
|
|
|
|
|
163
|
|
|
|
Total current liabilities
|
|
|
|
|
|
60,646
|
|
|
|
|
|
|
|
42,037
|
|
|
|
Long-term liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term debt, excluding current installments
|
|
|
|
|
|
506,993
|
|
|
|
|
|
|
|
310,359
|
|
|
|
Derivative liabilities
|
|
|
|
|
|
—
|
|
|
|
|
|
|
|
—
|
|
|
|
Contract liabilities
|
|
|
|
|
|
12,034
|
|
|
|
|
|
|
|
12,793
|
|
|
|
Deferred tax liabilities
|
|
|
|
|
|
2,124
|
|
|
|
|
|
|
|
2,141
|
|
|
|
Long-term debt from related parties
|
|
|
|
|
|
—
|
|
|
|
|
|
|
|
10,349
|
|
|
|
Other long-term liabilities
|
|
|
|
|
|
5,128
|
|
|
|
|
|
|
|
567
|
|
|
|
Total liabilities
|
|
|
|
|
|
586,925
|
|
|
|
|
|
|
|
378,246
|
|
|
|
Equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Partner’s capital:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common unitholders
|
|
|
|
|
|
291,768
|
|
|
|
|
|
|
|
168,773
|
|
|
|
Subordinated unitholders
|
|
|
|
|
|
104,765
|
|
|
|
|
|
|
|
107,857
|
|
|
|
General partner interest
|
|
|
|
|
|
7,834
|
|
|
|
|
|
|
|
5,297
|
|
|
|
Total Partners’ capital
|
|
|
|
|
|
404,367
|
|
|
|
|
|
|
|
281,927
|
|
|
|
Total liabilities and equity
|
|
|
|
|
|
991,292
|
|
|
|
|
|
|
|
660,173
|
|
|
|
As of April 16, 2013, the financial statements of the Partnership as a
separate legal entity are presented on a consolidated basis. Prior to
April 16, 2013, the results of operations, cash flow and balance sheet
have been carved out of the consolidated financial statements of KNOT
and therefore are presented on a combined carve-out basis. The combined
entity’s historical combined financial statements include assets,
liabilities, revenues, expenses and cash flows directly attributable to
the Partnership’s interests in the four vessels in its initial fleet.
Accordingly, the historical combined carve-out interim financial
statements prior to April 16, 2013 reflect allocations of certain
administrative and other expenses, mark-to-market valuations of interest
rate and foreign currency swap derivatives. The basis for the
allocations are described in note 2 of the combined financial statements
for the year ended December 31, 2013 filed by KNOT Offshore Partners
with the U.S. Securities and Exchange Commission (the “SEC”) on
April 15, 2014. These allocated costs have been accounted for as an
equity contribution in the combined balance sheets.
APPENDIX A - RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
Distributable Cash Flow (“DCF”)
Distributable cash flow represents net income adjusted for depreciation
and amortization, unrealized gains and losses from derivatives,
unrealized foreign exchange gains and losses, other non-cash items and
estimated maintenance and replacement capital expenditures. Estimated
maintenance and replacement capital expenditures, including estimated
expenditures for drydocking, represent capital expenditures required to
maintain over the long-term the operating capacity of, or the revenue
generated by our capital assets. Distributable cash flow is a
quantitative standard used by investors in publicly-traded partnerships
to assist in evaluating a partnership’s ability to make quarterly cash
distributions. Distributable cash flow is a non-GAAP financial measure
and should not be considered as an alternative to net income or any
other indicator of KNOT Offshore Partners’ performance calculated in
accordance with GAAP. The table below reconciles distributable cash flow
to net income, the most directly comparable GAAP measure.
|
|
|
|
|
|
|
|
|
|
(USD in thousands)
|
|
|
|
Three Months Ended June 30, 2014 (unaudited)
|
|
|
|
Net income
|
|
|
|
|
|
$2,497
|
|
|
|
Add:
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
|
|
|
6,782
|
|
|
|
Other non-cash items; deferred costs amortization debt
|
|
|
|
|
|
1,416
|
|
|
|
Unrealized loss from interest rate derivatives
|
|
|
|
|
|
1,642
|
|
|
|
Less:
|
|
|
|
|
|
|
|
|
|
Estimated maintenance and replacement capital expenditures
(including drydocking reserve)
|
|
|
|
|
|
(3,738)
|
|
|
|
Deferred revenue
|
|
|
|
|
|
(486)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributable cash flow
|
|
|
|
|
|
$8,113
|
|
|
|
Adjusted EBITDA
Adjusted EBITDA refers to earnings before interest, other financial
items, taxes, non-controlling interest, depreciation and amortization.
Adjusted EBITDA is a non-GAAP financial measure used by investors to
measure our performance.
The Partnership believes that Adjusted EBITDA assists its management and
investors by increasing the comparability of its performance from period
to period and against the performance of other companies in its industry
that provide Adjusted EBITDA information. This increased comparability
is achieved by excluding the potentially disparate effects between
periods or companies of interest, other financial items, taxes and
depreciation and amortization, which items are affected by various and
possibly changing financing methods, capital structure and historical
cost basis and which items may significantly affect net income between
periods. The Partnership believes that including Adjusted EBITDA as a
financial measure benefits investors in (a) selecting between investing
in the Partnership and other investment alternatives and (b) monitoring
the Partnership’s ongoing financial and operational strength in
assessing whether to continue to hold common units. Adjusted EBITDA is a
non-GAAP financial measure and should not be considered as an
alternative to net income or any other indicator of Partnership
performance calculated in accordance with GAAP. The table below
reconciles Adjusted EBITDA to net income, the most directly comparable
GAAP measure.
|
|
|
|
|
|
|
|
(USD in thousands)
|
|
|
|
Three Months Ended June 30, 2014 (unaudited)
|
|
Net income
|
|
|
|
|
|
$2,497
|
|
Interest income
|
|
|
|
|
|
(3
|
)
|
Interest expense
|
|
|
|
|
|
3,856
|
|
Depreciation and amortization
|
|
|
|
|
|
6,782
|
|
Income tax (benefits) expense
|
|
|
|
|
|
(18
|
)
|
EBITDA
|
|
|
|
|
|
13,114
|
|
Other financial items (a)
|
|
|
|
|
|
3,220
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
|
|
|
|
$16,334
|
|
(a)
|
Other financial items consist of other finance expense, realized and
unrealized loss on derivative instruments and net loss on foreign
currency transactions.
|
FORWARD LOOKING STATEMENTS
This press release contains certain forward-looking statements
concerning future events and KNOT Offshore Partners’ operations,
performance and financial condition. Forward-looking statements include,
without limitation, any statement that may predict, forecast, indicate
or imply future results, performance or achievements, and may contain
the words “believe,” “anticipate,” “expect,” “estimate,” “project,”
“will be,” “will continue,” “will likely result,” “plan,” “intend” or
words or phrases of similar meanings. These statements involve known and
unknown risks and are based upon a number of assumptions and estimates
that are inherently subject to significant uncertainties and
contingencies, many of which are beyond KNOT Offshore Partners’ control.
Actual results may differ materially from those expressed or implied by
such forward-looking statements. Important factors that could cause
actual results to differ materially include, but are not limited to:
-
statements about market trends in the shuttle tanker or general tanker
industries, including hire rates, factors affecting supply and demand,
and opportunities for the profitable operations of shuttle tankers;
-
statements about KNOT’s and KNOT Offshore Partners’ ability to build
shuttle tankers and the timing of the delivery and acceptance of any
such vessels by their respective charterers;
-
KNOT Offshore Partners’ ability to increase distributions and the
amount of any such increase;
-
KNOT Offshore Partners’ ability to integrate and realize the expected
benefits from acquisitions;
-
KNOT Offshore Partners’ anticipated growth strategies;
-
the effects of a worldwide or regional economic slowdown;
-
turmoil in the global financial markets;
-
fluctuations in currencies and interest rates;
-
general market conditions, including fluctuations in hire rates and
vessel values;
-
changes in KNOT Offshore Partners’ operating expenses, including
drydocking and insurance costs and bunker prices;
-
forecasts of KNOT Offshore Partners’ ability to make cash
distributions on the units or any increases in cash distributions;
-
KNOT Offshore Partners’ future financial condition or results of
operations and future revenues and expenses;
-
the repayment of debt and settling of any interest rate swaps;
-
KNOT Offshore Partners’ ability to make additional borrowings and to
access debt and equity markets;
-
planned capital expenditures and availability of capital resources to
fund capital expenditures;
-
KNOT Offshore Partners’ ability to maintain long-term relationships
with major users of shuttle tonnage;
-
KNOT Offshore Partners’ ability to leverage KNOT’s relationships and
reputation in the shipping industry;
-
KNOT Offshore Partners’ ability to purchase vessels from KNOT in the
future;
-
KNOT Offshore Partners’ continued ability to enter into long-term
charters, which KNOT Offshore Partners defines as charters of five
years or more;
-
KNOT Offshore Partners’ ability to maximize the use of its vessels,
including the re-deployment or disposition of vessels no longer under
long-term charter;
-
timely purchases and deliveries of newbuilds;
-
future purchase prices of newbuilds and secondhand vessels;
-
KNOT Offshore Partners’ ability to compete successfully for future
chartering and newbuild opportunities;
-
acceptance of a vessel by its charterer;
-
termination dates and extensions of charters;
-
the expected cost of, and KNOT Offshore Partners’ ability to, comply
with governmental regulations, maritime self-regulatory organization
standards, as well as standard regulations imposed by its charterers
applicable to KNOT Offshore Partners’ business;
-
availability of skilled labor, vessel crews and management;
-
KNOT Offshore Partners’ general and administrative expenses and its
fees and expenses payable under the fleet management agreements and
the management and administrative services agreement;
-
the anticipated taxation of KNOT Offshore Partners and distributions
to KNOT Offshore Partners’ unitholders;
-
estimated future maintenance and replacement capital expenditures;
-
KNOT Offshore Partners’ ability to retain key employees;
-
customers’ increasing emphasis on environmental and safety concerns;
-
potential liability from any pending or future litigation;
-
potential disruption of shipping routes due to accidents, political
events, piracy or acts by terrorists;
-
future sales of KNOT Offshore Partners’ securities in the public
market;
-
KNOT Offshore Partners’ business strategy and other plans and
objectives for future operations; and
-
other factors listed from time to time in the reports and other
documents that KNOT Offshore Partners files with the SEC.
All forward-looking statements included in this release are made only as
of the date of this release on. New factors emerge from time to time,
and it is not possible for KNOT Offshore Partners to predict all of
these factors. Further, KNOT Offshore Partners cannot assess the impact
of each such factor on its 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. KNOT
Offshore Partners does not intend to release publicly any updates or
revisions to any forward-looking statements contained herein to reflect
any change in KNOT Offshore Partners expectations with respect thereto
or any change in events, conditions or circumstances on which any such
statement is based.

Source: KNOT Offshore Partners