(Expressed in thousands of U.S. dollars – except for share and per share data)
The accompanying notes are an integral part of these condensed consolidated financial statements
The accompanying notes are an integral part of these condensed consolidated financial statements
AEGEAN MARINE PETROLEUM NETWORK INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 2016 AND 2015
(UNAUDITED)
(Expressed in thousands of U.S. dollars – except for share and per share data
)
|
|
Common Stock
|
|
|
Treasury Stock
|
|
|
Additional Paid-in Capital
|
|
|
Retained Earnings
|
|
|
Non-Controlling Interest
|
|
|
Total
|
|
|
|
Number of Shares
|
|
|
Par Value
|
|
|
Number of Shares
|
|
|
Value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BALANCE, December 31, 2014
|
|
|
50,242,992
|
|
|
|
502
|
|
|
|
(1,971,639
|
)
|
|
|
(29,327
|
)
|
|
|
371,924
|
|
|
|
224,317
|
|
|
|
-
|
|
|
$
|
567,416
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- Net income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
19,372
|
|
|
|
|
|
|
|
19,372
|
|
- Dividends declared and paid ($0.04 per share)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(1,950
|
)
|
|
|
-
|
|
|
|
(1,950
|
)
|
Equity component of convertible notes
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
12,114
|
|
|
|
-
|
|
|
|
-
|
|
|
|
12,114
|
|
- Share-based compensation
|
|
|
932,500
|
|
|
|
10
|
|
|
|
-
|
|
|
|
-
|
|
|
|
4,955
|
|
|
|
-
|
|
|
|
-
|
|
|
|
4,965
|
|
BALANCE, June 30, 2015
|
|
|
51,175,492
|
|
|
|
512
|
|
|
|
(1,971,639
|
)
|
|
|
(29,327
|
)
|
|
|
388,993
|
|
|
|
241,739
|
|
|
|
-
|
|
|
$
|
601,917
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock
|
|
|
Treasury Stock
|
|
|
Additional Paid-in Capital
|
|
|
Retained Earnings
|
|
|
Non-Controlling Interest
|
|
|
Total
|
|
|
|
Number of Shares
|
|
|
Par Value
|
|
|
Number of Shares
|
|
|
Value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BALANCE, December 31, 2015
|
|
|
51,382,492
|
|
|
|
514
|
|
|
|
(1,971,639
|
)
|
|
|
(29,327
|
)
|
|
|
394,068
|
|
|
|
256,271
|
|
|
|
-
|
|
|
$
|
621,526
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- Net income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
25,295
|
|
|
|
8
|
|
|
|
25,303
|
|
- Dividends declared and paid ($0.04 per share)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(2,002
|
)
|
|
|
-
|
|
|
|
(2,002
|
)
|
- Share-based compensation
|
|
|
1,285,000
|
|
|
|
12
|
|
|
|
-
|
|
|
|
-
|
|
|
|
4,576
|
|
|
|
-
|
|
|
|
-
|
|
|
|
4,588
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BALANCE, June 30, 2016
|
|
|
52,667,492
|
|
|
|
526
|
|
|
|
(1,971,639
|
)
|
|
|
(29,327
|
)
|
|
|
398,644
|
|
|
|
279,564
|
|
|
|
8
|
|
|
$
|
649,415
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these condensed consolidated financial statements
AEGEAN MARINE PETROLEUM NETWORK INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2016 AND 2015
(UNAUDITED)
(Expressed in thousands of U.S. dollars)
|
|
Six Months Ended June 30,
|
|
|
|
2016
|
|
|
2015
|
|
Cash flows from operating activities:
|
|
|
|
|
|
|
Net income
|
|
$
|
25,303
|
|
|
$
|
19,372
|
|
Adjustments to reconcile net income to net cash used in operating activities:
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
12,792
|
|
|
|
12,636
|
|
Provision of doubtful accounts
|
|
|
1,421
|
|
|
|
1,409
|
|
Share-based compensation
|
|
|
4,588
|
|
|
|
4,965
|
|
Amortization
|
|
|
9,151
|
|
|
|
9,014
|
|
Net deferred tax benefit
|
|
|
(1,959
|
)
|
|
|
(2,548
|
)
|
Unrealized loss on derivatives
|
|
|
34,194
|
|
|
|
17,239
|
|
Loss on sale of vessels
|
|
|
2,437
|
|
|
|
130
|
|
Unrealized foreign exchange loss / (gain)
|
|
|
89
|
|
|
|
(539
|
)
|
Decrease / (Increase) in:
|
|
|
|
|
|
|
|
|
Trade receivables
|
|
|
(84,712
|
)
|
|
|
(68,989
|
)
|
Due from related companies
|
|
|
(2,427
|
)
|
|
|
(9,112
|
)
|
Inventories
|
|
|
(53,639
|
)
|
|
|
(49,200
|
)
|
Prepayments and other current assets
|
|
|
(17,305
|
)
|
|
|
9,901
|
|
Increase/ (Decrease) in:
|
|
|
|
|
|
|
|
|
Trade payables
|
|
|
36,155
|
|
|
|
3,449
|
|
Other payables to related companies
|
|
|
(31
|
)
|
|
|
(825
|
)
|
Accrued and other current liabilities
|
|
|
(13,670
|
)
|
|
|
(24,407
|
)
|
Decrease in other non-current assets
|
|
|
292
|
|
|
|
130
|
|
Increase in other non-current liabilities
|
|
|
462
|
|
|
|
157
|
|
Payments for dry-docking
|
|
|
(2,638
|
)
|
|
|
(5,834
|
)
|
Net cash used in operating activities
|
|
|
(49,497
|
)
|
|
|
(83,052
|
)
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
Advances for vessels under construction
|
|
|
-
|
|
|
|
(2,979
|
)
|
Vessel acquisitions
|
|
|
(8,667
|
)
|
|
|
-
|
|
Advances for other fixed assets under construction
|
|
|
-
|
|
|
|
(5,140
|
)
|
Net proceeds from sale of vessels
|
|
|
7,942
|
|
|
|
49
|
|
Purchase of other fixed assets
|
|
|
(150
|
)
|
|
|
(308
|
)
|
(Increase) / Decrease in restricted cash
|
|
|
(2
|
)
|
|
|
750
|
|
Net cash used in investing activities
|
|
|
(877
|
)
|
|
|
(7,628
|
)
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
Proceeds from long-term debt
|
|
|
13,000
|
|
|
|
53,613
|
|
Repayment of long-term debt
|
|
|
(17,987
|
)
|
|
|
(19,176
|
)
|
Net change in short-term borrowings
|
|
|
50,461
|
|
|
|
(23,595
|
)
|
Increase in restricted cash
|
|
|
(4,621
|
)
|
|
|
-
|
|
Financing costs paid
|
|
|
(360
|
)
|
|
|
(2,221
|
)
|
Dividends paid
|
|
|
(2,002
|
)
|
|
|
(1,950
|
)
|
Net cash provided by financing activities
|
|
|
38,491
|
|
|
|
6,671
|
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash and cash equivalents
|
|
|
320
|
|
|
|
(3,332
|
)
|
|
|
|
|
|
|
|
|
|
Net (decrease) in cash and cash equivalents
|
|
|
(11,563
|
)
|
|
|
(87,341
|
)
|
Cash and cash equivalents at beginning of period
|
|
|
139,314
|
|
|
|
129,551
|
|
Cash and cash equivalents at end of period
|
|
$
|
127,751
|
|
|
$
|
42,210
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these condensed consolidated financial statements
AEGEAN MARINE PETROLEUM NETWORK INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED) (Continued)
(Expressed in thousands of U.S. dollars –
except share and per share data, unless otherwise stated)
1.
|
Basis of presentation and general information:
|
The accompanying unaudited condensed consolidated financial statements include the accounts of Aegean Marine Petroleum Network Inc. ("Aegean" or "AMPNI") and its subsidiaries (Aegean and its subsidiaries are hereinafter collectively referred to as the "Company") and have been prepared in accordance with U.S. generally accepted accounting principles ("US GAAP") for interim financial information. Accordingly, they do not include all the information and notes required by US GAAP for complete financial statements.
These unaudited condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, considered necessary for a fair statement of33 the Company's financial position, results of operations and cash flows for the periods presented. Operating results for the six months ended June 30, 2016 are not necessarily indicative of the results that might be expected for the fiscal year ending December 31, 2016.
These unaudited condensed consolidated financial statements presented in this report should be read in conjunction with the audited consolidated financial statements included in the Company's Annual Report on Form 20-F for the year ended December 31, 2015.
The carrying amounts of cash and cash equivalents, trade accounts receivable, and trade accounts payable reported in the condensed consolidated balance sheets approximate their respective fair values because of the short term nature of these accounts. The fair value of revolving credit facilities is estimated based on current rates offered to the Company for similar debt of the same remaining maturities. The carrying value approximates the fair market value for the floating rate loans due to their variable interest rate, being EURIBOR, LIBOR or EIBOR. LIBOR, EURIBOR and EIBOR rates are observable at commonly quoted intervals for the full terms of the loans and hence floating rate loans are considered Level 2 items in accordance with the fair value hierarchy. The estimated fair value of the Convertible Senior Notes at June 30, 2016 and December 31, 2015, is $108,145 and $116,218, respectively, compared to a carrying value net of finance charges of $120,644 and $118,031, respectively.
2.
|
Significant accounting policies:
|
A discussion of the Company's significant accounting policies can be found in the Company's consolidated financial statements included in the Annual Report on Form 20-F for the year ended December 31, 2015. There have been no material changes to these policies in the six-month period ended June 30, 2016.
Debt issuance costs
. In April 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2015-03, "Simplifying the Presentation of Debt Issuance Costs," ("ASU 2015-03"), which is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. ASU 2015-03 requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. The amortization of such costs will continue to be reported as interest expense. Accordingly, the Company has adopted this accounting standard and reclassified the prior-period amounts to conform to the current-period presentation.
The retrospective effect of our adoption of ASU 2015-03, which affected only the presentation of deferred debt issuance costs in our Consolidated Balance Sheets at December 31, 2015, is as follows:
|
|
Deferred charges, net
|
|
|
Long-term Debt
|
|
|
|
(In thousands)
|
|
Amount as previously presented, before adoption of ASU 2015-03
|
|
$
|
31,652
|
|
|
$
|
440,765
|
|
Deferred debt issuance costs
|
|
|
(6,645
|
)
|
|
|
(6,645
|
)
|
|
|
|
|
|
|
|
|
|
Amount as restated, after adoption of ASU 2015-03
|
|
$
|
25,007
|
|
|
$
|
434,120
|
|
|
|
|
|
|
|
|
|
|
AEGEAN MARINE PETROLEUM NETWORK INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED) (Continued)
(Expressed in thousands of U.S. dollars –
except share and per share data, unless otherwise stated)
3.
|
Trade accounts receivables factoring agreement
|
In connection with the factoring agreement, renewed on November 13, 2015 and valid until November 14, 2016, the Company sold $67,897 and $91,714 of trade accounts receivable during the periods ended June 30, 2016 and 2015, respectively, net of servicing fees of $320 and $345, included in the condensed consolidated statements of income.
The amounts shown in the accompanying condensed consolidated balance sheets are analyzed as follows:
|
|
June 30,
2016
|
|
|
December 31,
2015
|
|
Held for sale:
|
|
|
|
|
|
|
Marine Fuel Oil
|
|
$
|
127,317
|
|
|
$
|
82,076
|
|
Marine Gas Oil
|
|
|
38,789
|
|
|
|
30,529
|
|
|
|
|
166,106
|
|
|
|
112,605
|
|
Held for consumption:
|
|
|
|
|
|
|
|
|
Marine fuel
|
|
|
1,320
|
|
|
|
1,124
|
|
Lubricants
|
|
|
588
|
|
|
|
569
|
|
Stores
|
|
|
6
|
|
|
|
14
|
|
Victuals
|
|
|
150
|
|
|
|
219
|
|
|
|
|
2,064
|
|
|
|
1,926
|
|
Total
|
|
$
|
168,170
|
|
|
$
|
114,531
|
|
AEGEAN MARINE PETROLEUM NETWORK INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED) (Continued)
(Expressed in thousands of U.S. dollars –
except share and per share data, unless otherwise stated)
During the six months ended June 30, 2016, the movement of the account vessels was as follows:
|
|
Vessel Cost
|
|
|
Accumulated Depreciation
|
|
|
Net Book Value
|
|
Balance, December 31, 2015
|
|
$
|
480,346
|
|
|
|
(109,328
|
)
|
|
$
|
371,018
|
|
-
Vessels acquired and delivered
|
|
|
8,667
|
|
|
|
-
|
|
|
|
8,667
|
|
- Vessels sold
|
|
|
(19,202
|
)
|
|
|
10,512
|
|
|
|
(8,690
|
)
|
- Depreciation
|
|
|
-
|
|
|
|
(8,580
|
)
|
|
|
(8,580
|
)
|
- Reclassified to held for sale
|
|
|
(170
|
)
|
|
|
54
|
|
|
|
(116
|
)
|
Balance, June 30, 2016
|
|
$
|
469,641
|
|
|
|
(107,342
|
)
|
|
$
|
362,299
|
|
On June 24, 2016, the Company entered into a Memorandum of Agreement to sell
PT25
, a non-self-propelled bunkering barge, to a third-party purchaser, for a price of $169 (CAD 220,000). The vessel was delivered to its new owners on July 18, 2016. As of June 30, 2016, the vessel was classified as asset held for sale at the lower of its carrying amount and fair value less cost to sell.
On June 24, 2016, the Company completed the sale and delivered the double hull bunkering tanker,
Sara
, to an unaffiliated third-party purchaser for a price of $2,303, net of commission. The loss on the disposal of $801 was calculated as the net sales price less the carrying value of the asset group, comprising the net book value of the vessel and the unamortized dry-docking costs, of $3,104. This loss is included under the loss on sale of vessels in the condensed consolidated statements of income.
On June 7, 2016, the Company completed the sale and delivered
Supporter 2
, a bunkering barge previously employed in Ghana, to an unaffiliated third-party purchaser for a price of $110, net of commission. The loss on the disposal of $15 was as the net sales price less the carrying value of the vessel of $125. This loss is included under the loss on sale of vessels in the condensed consolidated statements of income
On May 11, 2016, the Company completed the sale and delivered the double hull bunkering tanker,
Aegean Champion
, to an unaffiliated third-party purchaser for a price of $5,529, net of commission. The loss on the disposal of $1,621 was calculated as the net sales price less the carrying value of the asset group, comprising the net book value of the vessel and the unamortized dry-docking costs, of $7,150. This loss is included under the loss on sale of vessels in the condensed consolidated statements of income.
On March 23, 2016, the Company took delivery of
Umnenga
, a 66,895 dwt double hull bunkering tanker built in 1993 to deploy in its service station in South Africa. The vessel was purchased from a third-party seller with a total cost of $8,667.
The amounts in the accompanying condensed consolidated balance sheets are analyzed as follows:
|
|
Land
|
|
|
Buildings
|
|
|
Storage Facility
|
|
|
Other
|
|
|
Total
|
|
Cost, December 31, 2015
|
|
$
|
9,036
|
|
|
$
|
3,459
|
|
|
$
|
226,910
|
|
|
$
|
21,583
|
|
|
$
|
260,988
|
|
- Additions
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
150
|
|
|
|
150
|
|
- Disposals
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(160
|
)
|
|
|
(160
|
)
|
Cost, June 30, 2016
|
|
|
9,036
|
|
|
|
3,459
|
|
|
|
226,910
|
|
|
|
21,573
|
|
|
|
260,978
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated depreciation, December 31, 2015
|
|
|
-
|
|
|
|
(724
|
)
|
|
|
(5,591
|
)
|
|
|
(7,890
|
)
|
|
|
(14,205
|
)
|
- Depreciation expense
|
|
|
-
|
|
|
|
(63
|
)
|
|
|
(2,576
|
)
|
|
|
(1,573
|
)
|
|
|
(4,212
|
)
|
- Disposals
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
145
|
|
|
|
145
|
|
Accumulated depreciation, June 30, 2016
|
|
|
-
|
|
|
|
(787
|
)
|
|
|
(8,167
|
)
|
|
|
(9,318
|
)
|
|
|
(18,272
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net book value, December 31, 2015
|
|
|
9,036
|
|
|
|
2,735
|
|
|
|
221,319
|
|
|
|
13,693
|
|
|
|
246,783
|
|
Net book value, June 30, 2016
|
|
$
|
9,036
|
|
|
$
|
2,672
|
|
|
$
|
218 743
|
|
|
$
|
12,255
|
|
|
$
|
242,706
|
|
AEGEAN MARINE PETROLEUM NETWORK INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED) (Continued)
(Expressed in thousands of U.S. dollars –
except share and per share data, unless otherwise stated)
During the six months ended June 30, 2016, the movement of the account deferred charges was as follows:
|
|
Dry-docking
|
|
|
Financing Costs
|
|
|
Total
|
|
Balance, December 31, 2015
|
|
$
|
20,551
|
|
|
$
|
4,456
|
|
|
$
|
25,007
|
|
- Additions
|
|
|
2,879
|
|
|
|
300
|
|
|
|
3,179
|
|
- Disposals
|
|
|
(1,689
|
)
|
|
|
-
|
|
|
|
(1,689
|
)
|
- Amortization for the period
|
|
|
(3,729
|
)
|
|
|
(1,746
|
)
|
|
|
(5,475
|
)
|
Balance, June 30, 2016
|
|
$
|
18,012
|
|
|
$
|
3,010
|
|
|
$
|
21,022
|
|
The amortization for dry-docking costs is included in cost of revenue and in selling and distribution cost in the accompanying condensed consolidated statements of income, according to their function. Deferred financing costs related to revolving credit facilities are presented within deferred charges. The amortization of financing costs is included in interest and finance costs in the accompanying consolidated statements of income.
8.
|
Goodwill and intangible assets:
|
Goodwill:
Goodwill identified represents the purchase price in excess of the fair value of the identifiable net assets of the acquired business at the date of acquisition. The Company tested its goodwill at December 31, 2015. The Company calculated the fair value of the reporting unit using the discounted cash flow method, and determined that the fair value of the reporting unit exceeded its book value including the goodwill. The discounted cash flows calculation is subject to management judgment related to revenue growth, capacity utilization, the weighted average cost of capital (WACC), of approximately 6%, and the future price of marine fuel products. No impairment loss was recorded at June 30, 2016.
Intangible assets:
The Company has identified finite-lived intangible assets associated with concession agreements acquired with the purchase of the Las Palmas and Panama subsidiaries, a non-compete covenant acquired with the Aegean NWE. The values recorded have been recognized at the date of the acquisition and are amortized on a straight line basis over their useful life.
The amounts in the accompanying condensed consolidated balance sheets are analyzed as follows:
|
|
Concession agreements
|
Non-compete covenant
|
Total
|
Cost as of
|
December 31, 2015
|
$ 12,025
|
3,365
|
$ 15,390
|
June 30, 2016
|
12,025
|
3,365
|
15,390
|
Accumulated
Amortization as of
|
December 31, 2015
|
(3,639)
|
(2,973)
|
(6,612)
|
June 30, 2016
|
(3,976)
|
(3,233)
|
(7,209)
|
NBV as of
|
December 31, 2015
|
8,386
|
392
|
8,778
|
June 30, 2016
|
8,049
|
132
|
8,181
|
Future Amortization
Expense
|
July 1, to December 31, 2016
|
341
|
132
|
473
|
2017
|
676
|
-
|
676
|
|
2018
|
676
|
-
|
676
|
|
2019
|
676
|
-
|
676
|
|
2020
|
678
|
-
|
678
|
|
Thereafter
|
5,002
|
-
|
5,002
|
AEGEAN MARINE PETROLEUM NETWORK INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED) (Continued)
(Expressed in thousands of U.S. dollars –
except share and per share data, unless otherwise stated)
The amounts comprising total debt are presented in the accompanying condensed consolidated balance sheet as follows:
Loan Facility
|
|
June 30,
2016
|
|
|
December 31,
2015
|
|
Short-term borrowings:
|
|
|
|
|
|
|
Revolving overdraft facility dated 5/6/2015
|
|
$
|
-
|
|
|
$
|
5,356
|
|
Security agreement dated 8/12/2015
|
|
|
87,650
|
|
|
|
80,000
|
|
Borrowing base facility agreement dated 9/16/2015
|
|
|
212,308
|
|
|
|
164,141
|
|
Total short-term borrowings
|
|
$
|
299,958
|
|
|
$
|
249,497
|
|
Long-term debt:
|
|
|
|
|
|
|
|
|
Secured syndicated term loan dated 8/30/2005
|
|
$
|
16,630
|
|
|
$
|
17,780
|
|
Secured term loan facility dated 12/19/2006
|
|
|
10,020
|
|
|
|
11,420
|
|
Secured term loan dated 10/25/2006
|
|
|
15,298
|
|
|
|
16,043
|
|
Secured term loan dated 10/27/2006
|
|
|
9,317
|
|
|
|
9,929
|
|
Secured syndicated term loan dated 10/30/2006
|
|
|
40,804
|
|
|
|
42,518
|
|
Secured term loan dated 9/12/2008
|
|
|
18,991
|
|
|
|
21,128
|
|
Secured syndicated term loan dated 4/24/2008
|
|
|
22,645
|
|
|
|
23,627
|
|
Secured syndicated term loan dated 7/8/2008
|
|
|
-
|
|
|
|
341
|
|
Secured term loan dated 4/1/2010
|
|
|
856
|
|
|
|
977
|
|
Roll over agreement dated 4/1/2010
|
|
|
4,100
|
|
|
|
4,233
|
|
Roll over agreement dated 3/21/2014
|
|
|
3,564
|
|
|
|
3,786
|
|
Senior convertible notes 2013, net of discount
|
|
|
79,238
|
|
|
|
77,911
|
|
Senior convertible notes 2015, net of discount
|
|
|
43,542
|
|
|
|
42,658
|
|
Borrowing base facility agreement dated 9/18/2014
|
|
|
75,000
|
|
|
|
75,000
|
|
Term loan facility agreement dated 10/7/2015
|
|
|
116,817
|
|
|
|
119,812
|
|
Secured term loan dated 3/22/2016
|
|
|
7,654
|
|
|
|
-
|
|
Less: Deferred financing costs
|
|
|
(5,838
|
)
|
|
|
(6,645
|
)
|
Total
|
|
|
458,638
|
|
|
|
460,518
|
|
Less: Current portion of long-term debt
|
|
|
(27,244
|
)
|
|
|
(26,398
|
)
|
Long-term debt, net of current portion and deferred financing costs
|
|
$
|
431,394
|
|
|
$
|
434,120
|
|
The above dates show the later of the date of the facility, the date of the most recent renewal or the date the loan was assumed by the Company.
The amortization of deferred financing costs is included in interest and finance costs in the accompanying condensed consolidated statements of income.
On March 22, 2016, the Company entered into a secured credit facility for an amount of $13,000. The loan bears interest at LIBOR plus a margin.
As at June 30, 2016, the Company was in compliance with all of its financial covenants contained in its credit facilities.
The annual principal payments of long-term debt required to be made after June 30, 2016 are as follows:
|
|
Amount
|
|
July 1 to December 31, 2016
|
|
$
|
14,376
|
|
2017
|
|
|
108,532
|
|
2018
|
|
|
179,581
|
|
2019
|
|
|
78,448
|
|
2020
|
|
|
41,069
|
|
2021 and thereafter
|
|
|
54,240
|
|
Total principal payments
|
|
|
476,246
|
|
Less: Unamortized portion of notes' discount
|
|
|
(11,770
|
)
|
Less: Deferred financing costs
|
|
|
(5,838
|
)
|
Total long-term debt
|
|
$
|
458,638
|
|
AEGEAN MARINE PETROLEUM NETWORK INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED) (Continued)
(Expressed in thousands of U.S. dollars –
except share and per share data, unless otherwise stated)
10.
|
Derivatives and fair value measurements:
|
The Company uses derivatives in accordance with its overall risk management strategy. The changes in the fair value of these derivatives are recognized immediately through earnings.
The following describes the Company's derivative classifications:
The Company enters into interest rate swap contracts to economically hedge its exposure to variability in its floating rate long-term debt. Under the terms of the interest rate swaps, the Company and the bank agreed to exchange at specified intervals the difference between paying fixed rate and floating rate interest amount calculated by reference to the agreed principal amount and maturity. Interest rate swaps allow the Company to convert long-term borrowings issued at floating rates to equivalent fixed rates.
As of June 30, 2016 and December 31, 2015, the Company was committed to the following interest rate swap arrangements:
|
|
As of June 30, 2016
|
|
|
Interest Rate Index
|
Principal Amount
|
Fair Value/Carrying
Amount of Liability
|
Remaining term
|
Fixed Interest Rate
|
U.S. Dollar-denominated Interest Rate Swap
|
|
Euribor
|
$4,100
|
$511
|
9.75
|
2.35%
|
U.S. Dollar-denominated Interest Rate Swap
|
|
Libor
|
$75,000
|
$1,583
|
4.93
|
1.39%
|
U.S. Dollar-denominated Interest Rate Swap
|
|
Libor
|
$75,000
|
$1,410
|
4.92
|
1.35%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2015
|
|
|
Interest Rate Index
|
Principal Amount
|
Fair Value/ Carrying
Amount of Liability
|
Weighted-average remaining term
|
Fixed Interest Rate
|
U.S. Dollar-denominated Interest Rate Swap
|
|
Euribor
|
$4,233
|
$420
|
10.25
|
2.35%
|
The Company is exposed to credit loss in the event of non-performance by the counterparties to the interest rate swap agreements. In order to minimize counterparty risk, the Company enters into derivative transactions with counterparties that are rated AAA or at least A at the time of the transactions.
The Company enters into foreign currency contracts to hedge its exposure to variability in foreign currency related to the repayment of its long-term debt in foreign currency. Under the terms of the foreign currency contracts, the Company agreed with the bank to exchange currencies at specified exchange rates for the scheduled outflows from the loan repayment. As of June 30, 2016, the Company was committed to 5 year currency arrangements to exchange currencies at agreed rates and for amounts related to the repayment of its foreign currency long-term loan.
The Company uses fuel pricing contracts to hedge exposure to changes in the net cost of marine fuel purchases. The Company has the right of offset with the counterparty of the fuel pricing contracts, and settles outstanding balances on a monthly basis. Therefore, these amounts are presented on a net basis in the condensed consolidated balance sheets (on a gross basis: an asset of $27,362 and a liability of $35,050, as of June 30, 2016 and an asset of $46,949 and a liability of $24,533 as of December 31, 2015).
The following table presents information about our derivative instruments measured at fair value and their locations on the condensed consolidated balance sheets:
|
|
|
As of
|
|
|
Balance Sheet Location
|
|
June 30, 2016
|
|
|
December 31, 2015
|
|
Fuel pricing contracts
|
|
|
|
|
|
|
|
Derivative asset, current
|
|
$
|
-
|
|
|
$
|
22,416
|
|
Fuel pricing contracts
|
Derivative liability, current
|
|
|
(7,688
|
)
|
|
|
-
|
|
Currency contracts
|
Derivative liability, current
|
|
|
(133
|
)
|
|
|
-
|
|
Currency contracts
|
Derivative liability, non-current
|
|
|
(873
|
)
|
|
|
-
|
|
Interest rate swaps
|
Derivative liability, non-current
|
|
|
(3,504
|
)
|
|
|
(420
|
)
|
Total, net
|
|
|
$
|
(12,198
|
)
|
|
$
|
21,996
|
|
AEGEAN MARINE PETROLEUM NETWORK INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED) (Continued)
(Expressed in thousands of U.S. dollars –
except share and per share data, unless otherwise stated)
The following table presents the effect and financial statement location of our derivative instruments on our condensed consolidated statements of income for the six months ended June 30, 2016 and 2015:
|
|
|
Six months ended June 30,
|
|
Income/ (Loss)
|
Statements of Income Location
|
|
2016
|
|
|
2015
|
|
|
|
|
|
|
|
|
|
Fuel pricing contracts
|
Cost of revenue - third parties
|
|
$
|
(39,540
|
)
|
|
$
|
(6,192
|
)
|
Currency contracts
|
Foreign exchange losses, net
|
|
|
(1,006
|
)
|
|
|
-
|
|
Interest rate swaps
|
Interest and finance costs
|
|
|
(3,139
|
)
|
|
|
119
|
|
Total
|
|
|
$
|
(43,685
|
)
|
|
$
|
(6,073
|
)
|
The following table sets forth by level our assets/ liabilities that are measured at fair value on a recurring basis. As required by the fair value guidance, assets/ liabilities are categorized in their entirety based on the lowest level of input that is significant to the fair value measurement.
|
|
|
|
|
Fair value measurements at June 30, 2016
|
|
Liabilities
|
|
Total
|
|
|
Quoted prices in
active markets
(Level 1)
|
|
|
Significant other
observable inputs
(Level 2)
|
|
|
Significant unobservable inputs
(Level 3)
|
|
Interest rate swaps
|
|
$
|
(3,504
|
)
|
|
|
-
|
|
|
$
|
(3,504
|
)
|
|
|
-
|
|
Currency contracts
|
|
|
(1,006
|
)
|
|
|
|
|
|
|
(1,006
|
)
|
|
|
|
|
Fuel pricing contracts
|
|
|
(7,688
|
)
|
|
|
-
|
|
|
|
(7,688
|
)
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
(12,198
|
)
|
|
|
-
|
|
|
$
|
(12,198
|
)
|
|
|
-
|
|
|
|
|
|
|
|
Fair value measurements at December 31, 2015
|
|
Assets/ (Liabilities)
|
|
Total
|
|
|
Quoted prices in
active markets
(Level 1)
|
|
|
Significant other
observable inputs
(Level 2)
|
|
|
Significant unobservable inputs
(Level 3)
|
|
Interest rate swaps
|
|
$
|
(420
|
)
|
|
|
-
|
|
|
$
|
(420
|
)
|
|
|
-
|
|
Fuel pricing contracts
|
|
|
22,416
|
|
|
|
-
|
|
|
|
22,416
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
21,996
|
|
|
|
-
|
|
|
$
|
21,996
|
|
|
|
-
|
|
The fair value of the interest rate swaps is determined using the discounted cash flow method based on market-based EURIBOR or LIBOR rates swap yield curves, taking into account current interest rates. Valuation models require a variety of inputs, including contractual terms, market prices, yield curves, credit spreads, measures of volatility, and correlations of such inputs.
The fair value of the foreign currency contracts is determined based on the agreed fixed and the current exchange currency for the amount agreed to be exchanged on each contract.
The Company uses observable inputs to calculate the mark-to-market valuation of the fuel pricing derivatives. Fuel pricing contracts are valued using quoted market prices of the underlying commodity. During the periods ended June 30, 2016 and 2015, the Company entered into fuel pricing contracts for 14,763,764 metric tons and 8,720,373 metric tons, respectively.
The Company's derivatives trade in over the counter markets, and as such, model inputs are generally observable and do not require significant management judgment. Such instruments are classified within Level 2 of the fair value hierarchy.
AEGEAN MARINE PETROLEUM NETWORK INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED) (Continued)
(Expressed in thousands of U.S. dollars –
except share and per share data, unless otherwise stated)
11.
|
Revenues and Cost of revenues:
|
The amounts in the accompanying condensed consolidated statements of income are analyzed as follows:
|
|
Six Months Ended June 30,
|
|
|
|
2016
|
|
|
2015
|
|
|
|
|
|
|
|
|
Sales of marine petroleum products
|
|
$
|
1,702,623
|
|
|
$
|
2,184,033
|
|
Voyage revenues
|
|
|
12,621
|
|
|
|
14,517
|
|
Other revenues
|
|
|
25,244
|
|
|
|
24,260
|
|
Total Revenues
|
|
|
1,740,488
|
|
|
|
2,222,810
|
|
|
|
|
|
|
|
|
|
|
Cost of marine petroleum products
|
|
|
1,541,051
|
|
|
|
2,040,650
|
|
Cost of voyage revenues
|
|
|
7,103
|
|
|
|
7,561
|
|
Cost of other revenues
|
|
|
18,087
|
|
|
|
15,496
|
|
Total Cost of Revenues
|
|
$
|
1,566,241
|
|
|
$
|
2,063,707
|
|
Included in the cost of revenues is depreciation of $2,967 and $2,064 for the six months ended June 30, 2016 and 2015, respectively.
12.
|
Selling and distribution:
|
The amounts in the accompanying condensed consolidated statements of income are analyzed as follows:
|
|
Six Months Ended June 30,
|
|
|
|
2016
|
|
|
2015
|
|
|
|
|
|
|
|
|
Salaries
|
|
$
|
26,942
|
|
|
$
|
25,323
|
|
Depreciation
|
|
|
7,441
|
|
|
|
7,336
|
|
Vessel hire charges
|
|
|
10,047
|
|
|
|
14,269
|
|
Amortization of dry-docking costs
|
|
|
3,225
|
|
|
|
2,622
|
|
Vessel operating expenses
|
|
|
14,293
|
|
|
|
13,966
|
|
Bunkers consumption
|
|
|
6,097
|
|
|
|
9,642
|
|
Storage costs
|
|
|
22,238
|
|
|
|
20,135
|
|
Broker commissions
|
|
|
2,505
|
|
|
|
2,854
|
|
Provision for doubtful accounts
|
|
|
1,421
|
|
|
|
1,409
|
|
Other
|
|
|
6,506
|
|
|
|
5,005
|
|
Selling and Distribution expenses
|
|
$
|
100,715
|
|
|
$
|
102,561
|
|
13.
|
General and administrative:
|
The amounts in the accompanying condensed consolidated statements of income are analyzed as follows:
|
|
Six Months Ended June 30,
|
|
|
|
2016
|
|
|
2015
|
|
|
|
|
|
|
|
|
Salaries
|
|
$
|
9,679
|
|
|
$
|
9,541
|
|
Depreciation
|
|
|
1,454
|
|
|
|
1,349
|
|
Office expenses
|
|
|
12,186
|
|
|
|
10,018
|
|
General and Administrative expenses
|
|
$
|
23,319
|
|
|
$
|
20,908
|
|
AEGEAN MARINE PETROLEUM NETWORK INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED) (Continued)
(Expressed in thousands of U.S. dollars –
except share and per share data, unless otherwise stated)
14.
|
Commitments and contingencies:
|
Lease commitments:
The Company leases certain property under operating leases, which require the Company to pay maintenance, insurance and other expenses in addition to annual rentals. The minimum annual payments under all non-cancelable operating leases at June 30, 2016 are as follows:
July 1 to December 31, 2016
|
|
$
|
19,453
|
|
2017
|
|
|
27,603
|
|
2018
|
|
|
25,714
|
|
2019
|
|
|
13,757
|
|
2020
|
|
|
13,319
|
|
Thereafter
|
|
|
139,542
|
|
Total minimum annual payments under all noncancelable operating leases
|
|
$
|
239,388
|
|
Rent expense under operating leases was $21,421 and $16,806 for the six months period ended June 30, 2016 and 2015, respectively.
Legal Matters
:
In November 2005, an unrelated party filed a declaratory action against one of the Company's subsidiaries before the First Instance Court of Piraeus, Greece. The plaintiff asserted that he was instrumental in the negotiation of the Company's eight-year Fuel Purchase Agreement with a government refinery in Jamaica and sought a judicial affirmation of his alleged contractual right to receive a commission of $0.01 per metric ton of marine fuel over the term of the contract. In December 2008, the First Instance Court of Piraeus dismissed the plaintiff's action as vague and inadmissible, however the Company appealed that decision on the grounds that there was no contract between the Company and the plaintiff and that the court lacked jurisdiction. While the action was pending in Greece, the plaintiff commenced a new action involving the same cause of action before the Commercial Court of Paris, France, which dismissed that action in June 2009. The plaintiff's appeal of the dismissal was denied by the Paris Court of Appeal in February 2010. In January 2012, the plaintiff commenced a new action relating to the same allegations before the Commercial Court of Paris, which was dismissed on June 27, 2012 in favor of the competence and jurisdiction of the Greek courts. In July 2012, the plaintiff filed a "contredit," an appeal procedure under French law. In November 2013, the Court held that there is no matter pending in Greece that would allow the French courts to decline jurisdiction to the benefit of the Greek proceedings. As a result, the case is to return to the Commercial Court of Paris which should have to examine the admissibility of Mr. Varouxis' claim in France. The relevant pleadings were issued on December 18, 2015. According to its decision the French Court held that Varouxis is entitled to a part compensation based on a half of its claim fee of $0.01 per metric ton sold but limited to the amount of $670 with respect to the years 2005 to 2008. The Judgement is enforceable subject to the submission by Mr Varouxis to AMP of a bank guarantee as counter-security covering the reimbursement to AMP of the said sum plus interest. Until now Mr. Varouxis has been unable to submit a properly worded bank guarantee. In the meantime, both AMP and Mr. Varouxis have filed contrary appeals versus the decision issued. In any event our position continues to be that this claim is unwarranted and lacking in merit.
On December 18, 2014, the Company and Aegean Bunkering (USA) LLC, or the Aegean Parties, filed a one-count complaint for breach of contract against Hess Corporation, or Hess, in New York Supreme Court, New York County (653887/2014). In the complaint, the Aegean Parties allege that Hess breached certain express representations and warranties in representing its financial condition in an agreement pursuant to which Hess sold its bunker oil business to Aegean Bunkering (USA) LLC. The Aegean Parties claim approximately $28,000 in compensatory damages, exclusive of interest and costs. On February 9, 2015, Hess filed an answer to the complaint. During the course of discovery, through co-counsel Boies Schiller & Flexner LLP, the Aegean Parties filed a motion for leave to amend the complaint on December 15, 2015. The proposed amended complaint added a claim for fraud and fraudulent inducement in connection with the Agreement, seeking approximately $127 million in compensatory damages, exclusive of interest and costs, and punitive damages in an amount to be determined at trial. On Hess's consent, the Aegean Parties' motion to amend the complaint was granted on January 15, 2016. On February 3, 2016, Hess filed a motion to dismiss the amended complaint in part, specifically, the fraud and fraudulent inducement claim and portions of the contract claim. The Aegean Parties' responded to the motion to dismiss on March 4, 2016, and Hess submitted its reply on March 18, 2016. The parties are now awaiting a decision from the Court.
The Company has supplied bunkers through agreements with various entities of the O.W. Bunker Group, which filed for bankruptcy in November 2014. The Company issued notice to members of the O.W. Bunker Group for the request of payment for the value of the bunkers supplied. The Company's exposure for these supplies amounts to $4,951, of which $2,922 is recorded as a provision for doubtful accounts in our consolidated balance sheets. The Company believes that the respective members of the O.W. Bunker Group were never the rightful owners of the bunkers and is currently trying to work out escrow or other practical solutions with the end users. The Company expects to recover the amount of at least $2,029.
A Company's subsidiary, Aegean Oil Terminal Corporation, has provided storage facilities through agreements to Alco Shipping Services LLC and Alco Fuel Trading LLC. In breach of their obligations under their agreements the debtors failed to deliver any products to the terminal and to pay the invoices in the principal sum of $450. Following various demands for payment and in the absence of payment, the Company's subsidiary has terminated their agreement and commenced legal proceedings against the debtors in the High Court of London. After lodging with the court the relevant application, claim for and witness statements the Company's subsidiary received a sealed order from the High Court in London giving permission to service the Claim Form and Particulars of Claim out of the jurisdiction upon the debtors in UAE. The UK Foreign and Commonwealth Office have now returned the service process request with the documents unserved due to the fact that the debtors have moved offices. The debtors do not have a valid defense and once the claim form is served upon them the Company expects to proceed to obtain a summary judgment from the High Court in London. As soon as a judgment is obtained the Company expects to proceed to execute the same by way of arrest and sale of any of the nine ships the debtors own.
Aegean Oil Terminal Corporation has also provided storage facilities through agreements to House of Gas Trading DMCC. In breach of their obligations under their agreements the debtors failed to deliver any products to the terminal and to pay the invoices in the principal sum of $882. Following various demands for payment and in the absence of payment, the Company has terminated their agreement and commenced legal proceedings against the debtors in the High Court of London. After lodging with the court the relevant application, claim for and witness statements the Company's subsidiary received a sealed order from the High Court in London giving permission to service the Claim Form and Particulars of Claim out of the jurisdiction upon the debtors in UAE. The UK Foreign and Commonwealth Office have not yet returned the service process request. The debtors do not have a valid defense and once the claim form is served upon them the Company expects to proceed to obtain a summary judgment from the High Court in London. As soon as a judgment is obtained the Company expects to proceed to execute the same by way of arrest and sale of their assets.
Various claims, suits, and complains, including those involving government regulations and product liability, arise in the ordinary course of business. In addition, losses may arise from disputes with charterers and agents and insurance and other claims with suppliers relating to the operations of the Company's vessels. Currently, management is not aware of any such claims or contingent liabilities for which a provision should be established in the accompanying consolidated financial statements.
Environmental and other liabilities:
The Company accrues for the cost of environmental liabilities when management becomes aware that a liability is probable and is able to reasonably estimate the Company's exposure. Currently, management is not aware of any such claims or contingent liabilities for which a provision should be established in these condensed consolidated financial statements. The Company's Protection and Indemnity ("P&I") insurance policies cover third-party liability and other expenses related to injury or death of crew, passengers and other third parties, loss or damage of cargo, claims arising from collisions with other vessels, damage to other third-party property, and pollution arising from oil or other substances. The Company's coverage under the P&I insurance policies, except for pollution, are unlimited. Coverage for pollution is $1,000,000 per vessel per incident.
AEGEAN MARINE PETROLEUM NETWORK INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED) (Continued)
(Expressed in thousands of U.S. dollars –
except share and per share data, unless otherwise stated)
15.
|
Equity incentive plan:
|
The Company measures stock-based compensation cost at grant date, based on the estimated fair value of the award which is determined by the closing price of the Company's common stock traded on the NYSE on the grant date, and recognizes the cost as expense on a straight-line basis (net of estimated forfeitures) over the requisite service period. The expense is recorded in the general and administrative expenses in the accompanying condensed consolidated statements of income. Aegean is incorporated in a non-taxable jurisdiction and accordingly, no deferred tax assets are recognized for these stock-based incentive awards.
All grants of nonvested stock issued under the 2015 Plan are subject to accelerated vesting upon certain circumstances set forth in the 2015 Plan.
The following table summarizes the status of the Company's non-vested shares outstanding for the six months ended June 30, 2016:
|
|
Non-vested Stock
|
|
|
Weighted Average Grant Date Market Price
|
|
January 1, 2016
|
|
|
1,965,983
|
|
|
$
|
11.05
|
|
Granted
|
|
|
1,313,000
|
|
|
|
6.60
|
|
Vested
|
|
|
(862,573
|
)
|
|
|
8.62
|
|
Forfeited
|
|
|
(20,000
|
)
|
|
|
-
|
|
June 30, 2016
|
|
|
2,396,410
|
|
|
$
|
9.19
|
|
Total compensation cost of $4,576 was recognized and included in the general and administrative expenses under the accompanying condensed consolidated statements of income for the six months ended June 30, 2016.
As of June 30, 2016, there was $14,640 of total unrecognized compensation cost related to nonvested share-based compensation awards. This unrecognized compensation at June 30, 2016, is expected to be recognized as compensation expense over a weighted average period of 1.8 years as follows:
|
|
Amount
|
|
July 1 to December 31, 2016
|
|
$
|
4,914
|
|
2017
|
|
|
6,580
|
|
2018
|
|
|
2,722
|
|
2019
|
|
|
424
|
|
|
|
$
|
14,640
|
|
16.
|
Earnings per common share:
|
The computation of basic earnings per share is based on the weighted average number of common shares outstanding during the period using the two class method. The computation of diluted earnings per share assumes the granting of non-vested share-based compensation awards (refer to Note 15), for which the assumed proceeds upon grant are deemed to be the amount of compensation cost attributable to future services and not yet recognized using the treasury stock method, to the extent dilutive.
As of June 30, 2016 and 2015, the Company excluded 2,396,410 and
1,768,983
non-vested shares, respectively, as anti-dilutive. Non-vested share-based payment awards that contain rights to receive non forfeitable dividends or dividend equivalents (whether paid or unpaid) and participate equally in undistributed earnings are participating securities, and thus, are included in the two-class method of computing earnings per share.
The treasury stock method is used in calculating diluted earnings per share for the Notes as the Company expects to settle the principal in cash.
The components of the calculation of basic earnings per common share and diluted earnings per common share are as follows:
|
|
Six Months Ended June 30,
|
|
|
|
2016
|
|
|
2015
|
|
|
|
|
|
|
|
|
Net income attributable to AMPNI shareholders
|
|
$
|
25,295
|
|
|
$
|
19,372
|
|
|
|
|
|
|
|
|
|
|
Less: Dividends declared and undistributed earnings allocated to unvested shares
|
|
|
(1,103
|
)
|
|
|
(717
|
)
|
Income available to AMPNI common stockholders, basic and diluted
|
|
$
|
24,192
|
|
|
$
|
18,655
|
|
|
|
|
|
|
|
|
|
|
Basic weighted average number
of common shares outstanding
|
|
|
47,831,606
|
|
|
|
47,104,784
|
|
|
|
|
|
|
|
|
|
|
Diluted weighted average number
of common shares outstanding
|
|
|
47,831,606
|
|
|
|
47,104,784
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per common share
|
|
$
|
0.51
|
|
|
$
|
0.40
|
|
Diluted earnings per common share
|
|
$
|
0.51
|
|
|
$
|
0.40
|
|
AEGEAN MARINE PETROLEUM NETWORK INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED) (Continued)
(Expressed in thousands of U.S. dollars –
except share and per share data, unless otherwise stated)
The Company operates through its subsidiaries, which are subject to several tax jurisdictions.
The income tax expense/ (benefit) for the periods presented and the respective effective tax rates for such periods are as follows:
|
|
Six Months Ended June 30,
|
|
|
|
2016
|
|
|
2015
|
|
Current tax expense
|
|
$
|
314
|
|
|
$
|
484
|
|
Net deferred tax benefit
|
|
|
(1,959
|
)
|
|
|
(2,548
|
)
|
Income tax benefit
|
|
$
|
(1,645
|
)
|
|
$
|
(2,064
|
)
|
Effective tax rate reconciliation
|
|
|
79.09
|
%
|
|
|
27.34
|
%
|
Our provision for income taxes for each of the six-month periods ended June 30, 2016 and 2015 was calculated for the Company's subsidiaries based in Belgium, Canada, Germany, Russia and the U.S. that are subject to federal and state income taxes.
The reconciliation between the statutory tax expense on income from continuing operations to the income tax expense/ (benefit) recorded in the financial statements is as follows:
|
|
Six Months Ended June 30,
|
|
|
|
2016
|
|
|
2015
|
|
Income tax benefit on profit before tax at statutory rates
|
|
$
|
(774
|
)
|
|
$
|
(2,522
|
)
|
Effect of permanent differences
|
|
|
(871
|
)
|
|
|
458
|
|
Total tax benefit
|
|
$
|
(1,645
|
)
|
|
$
|
(2,064
|
)
|
Deferred income taxes that derive from our Belgian subsidiaries, are the result of provisions of the tax laws that either require or permit certain items of income or expense to be reported for tax purposes in different periods than they are reported for financial reporting.
18.
|
Business segments and geographical information:
|
The Company is primarily a physical supplier in the downstream marine petroleum products industry. Marine petroleum products mainly consist of different classifications of marine fuel oil, marine gas oil and lubricants.
The Company cannot and does not identify expenses, profitability or other financial performance measures by type of marine petroleum product supplied, geographical area served, nature of services performed or on anything other than on a consolidated basis (although the Company is able to segregate revenues on these various bases). As a result, management, including the chief operating decision maker, reviews operating results on a consolidated basis only. Therefore, the Company has determined that it has only one operating segment.
The Company is domiciled in the Marshall Islands but provides no services in that location. It is impracticable to disclose revenues from external customers attributable to individual foreign countries because where the customer is invoiced is not necessarily the country of domicile. In addition, due to the nature of the shipping industry, where services are provided on a worldwide basis, the country of domicile of the customer does not provide useful information regarding the risk that this disclosure is intended to address.
The Company's long-lived assets mainly consist of bunkering tankers which are positioned across the Company's existing territories and which management, including the chief operating decision maker, reviews on a periodic basis and reposition among the Company's existing or new territories to optimize the vessel per geographical territory ratio.
The Company's vessels operate within or outside the territorial waters of each geographical location and, under international law, shipping vessels usually fall under the jurisdiction of the country of the flag they sail. The Company's vessels are not permanently located within particular territorial waters and the Company is free to mobilize all its vessels worldwide at its own discretion.
Delivery of vessel:
On July 18, 2016, the Company completed the sale and delivered the non-self-propelled bunkering barge,
PT25
, to an unaffiliated third-party, for a price of $169 (CAD 220,000), resulting in a total gain of approximately $47.