TIDMGMS
RNS Number : 6435Z
Gulf Marine Services PLC
04 September 2018
Gulf Marine Services PLC
('Gulf Marine Services', 'GMS', 'the Company' or 'the
Group')
Interim results for the six months ended 30 June 2018
Gulf Marine Services (LSE: GMS), the leading provider of
advanced self-propelled self-elevating support vessels (SESVs)
serving the offshore oil, gas and renewable energy sectors, today
announces its interim results for the six months ended 30 June
2018.
Financial Results Summary
US$ million H1 2018 H1 2017 H2 2017
========
Revenue 56.1 58.5 54.4
Gross profit 21.3 19.1 16.8
Adjusted EBITDA* 25.4 34.5 24.0
(Loss)/profit for the period after tax (4.4) 0.7 (18.9)
Adjusted net (loss)/profit for the period* (4.4) 9.4 (4.6)
Diluted (loss)/earnings per share (US cents) (1.42) 0.13 (5.44)
Adjusted diluted (loss)/earnings per share
(US cents)* (1.42) 2.59 (1.37)
======== ======= =======
* There were no adjusting items in the current period. Adjusted
items relate to comparative figures only.
-- Adjusted EBITDA* of US$ 25.4 million (H1 2017: US$ 34.5
million) an increase of 6% on H2 2017.
-- Adjusted EBITDA margin* of 45% (H2 2017: 44%).
-- US$ 4.4 million loss for the period after tax (H1 2017:
profit after tax of US$ 0.7 million) reflects some clients' later
contract start dates, now all underway, return to profitability
expected in H2 2018.
-- 2018 EBITDA expected to be US$ 59 million - 65 million, with
EBITDA margin continuing at current level.
-- The Group continues to focus on reducing net debt, no interim dividend payment for 2018.
Operational Highlights
-- Busy period operationally with six SESVs mobilised onto new contracts.
-- All Large and Mid-Size Class vessels on hire by mid-year.
-- Utilisation rate(1) at 72% in H1 2018 (H2 2017: 61%).
-- Three contracts(2) secured in H1 2018, with a combined charter period of four years.
-- Secured backlog(3) as at 31 August 2018 is US$ 121.1 million
(including options) (31 December 2017: US$ 171.9 million).
-- Outstanding HSE performance maintained, with zero lost time injuries.
Duncan Anderson, Chief Executive Officer for GMS, commented:
"We have had a very busy six months with three new contracts
secured and an unprecedented six vessel mobilisations in the
period. Encouragingly, both EBITDA and the EBITDA margin showed
sequential improvement against the second half of last year and
whilst it is disappointing that the Group has reported a loss in
the half year, the principal cause of this was some of our clients
requesting later contract start dates. These have now all
successfully commenced and we expect a return to profitability in
the second half of 2018. While the delays have been somewhat
frustrating, our financial performance in 2019 will be positively
impacted by these recently commenced contracts.
"All our Large and Mid-Size Class SESVs were on hire by
mid-year. This achievement continues the improvement of our market
diversification, with more of our vessels supporting clients' oil
and gas operations in Saudi Arabia and three vessels now working
for new clients in the renewables sector in Europe. We are now
focused on improving the utilisation of our Small Class vessels,
and securing improved day rates across the fleet, both of which
should be addressable as a sustained higher oil price feeds through
to increased levels of maintenance and capex activity.
"Whilst our current order book level reflects the market's
adjustment to the trough in the oil price, it also more directly
reflects our decision to be disciplined in limiting our exposure to
long term contract commitments bearing unattractive margins at this
point in the market cycle. Tender activity and enquiry levels
remain elevated, although we have seen some unusually protracted
tender processes with subsequent delays to potential contract
awards. This protraction creates a current material uncertainty as
to compliance with financial covenants at 31 December 2018, which
the Directors are confident will be remedied either through award
of appropriate contracts in the required time frame or obtaining a
waiver from its banking syndicate. We expect that there will be
clarity with regard to these tenders in the near future and I am
pleased that we have flexibility in our fleet to secure new longer
term contract opportunities in a recovering market."
- Ends -
* There were no adjusting items in the current period. Adjusted
items relate to comparative figures only. For details and further
information on Alternative Performance Measures, refer to note 16
of the condensed consolidated financial statements.
(1) Utilisation is the percentage of available days in a
relevant period during which an SESV is under contract and in
respect of which a client is paying a day rate for the charter of
the SESV, excluding periods during which an SESV is not available
for hire due to planned mobilisations, construction or upgrade
work.
(2) All contracts include firm and option periods.
(3) Please refer to Glossary in note 16 of the condensed
consolidated financial statements for definition of secured
backlog.
Analyst presentation:
A presentation to analysts will be held today, 4 September, at
09.30; for additional details and to register to attend please
contact Leanne Shergold at Brunswick:
lshergold@brunswickgroup.com
The live webcast of the presentation will be available on our
website homepage at 09.30, and subsequently on demand on
http://www.gmsuae.com/investor-relations/results-and-presentations
Enquiries
For further information please contact:
Gulf Marine Services PLC
Duncan Anderson Brunswick
John Brown Patrick Handley - UK
Tel: +971 (2) 5028888 Will Medvei - UK
Anne Toomey Tel: +44 (0) 20 7404 5959
Tel: +44 (0) 1296 622736 Jade Mamarbachi - UAE
Tel: +971 (0) 50 600 3829
Notes to Editors:
Gulf Marine Services PLC, a company listed on the London Stock
Exchange, was founded in Abu Dhabi in 1977 and has become the
world's leading provider of advanced self-propelled self-elevating
support vessels (SESVs). The fleet serves the oil, gas and
renewable energy industries from its offices in the United Arab
Emirates, Saudi Arabia and the United Kingdom. The Group's assets
are capable of serving clients' requirements across the globe,
including those in the Middle East, South East Asia, West Africa
and Europe.
The GMS core fleet of 13 SESVs is amongst the youngest in the
industry, with an average age of seven years. The vessels support
GMS' clients in a broad range of offshore oil and gas platform
refurbishment and maintenance activities, well intervention work
and offshore wind turbine maintenance work (which are opex-led
activities), as well as offshore oil and gas platform installation
and decommissioning and offshore wind turbine installation (which
are capex-led activities).
The SESVs are categorised by size - Small, Mid-Size and Large
Class - with these capable of operating in water depths of 45m to
80m depending on leg length. The vessels are four-legged and are
self-propelled, which means they do not require tugs or similar
support vessels for moves between locations in the field; this
makes them significantly more cost-effective and time-efficient
than conventional offshore support vessels without self-propulsion.
They have a large deck space, crane capacity and accommodation
facilities (for up to 300 people) that can be adapted to the
requirements of the Group's clients. In addition, an innovative
well workover cantilever system commissioned on a Large Class SESV
in 2017 allows GMS to increase the well intervention activities
carried out from the vessel and to supplant higher cost
non-propelled drilling rigs.
Gulf Marine Services PLC's Legal Entity Identifier is
213800IGS2QE89SAJF77
www.gmsuae.com
Disclaimer
The content of the Gulf Marine Services PLC website should not
be considered to form a part of or be incorporated into this
announcement.
Chief Executive's Review
The Group is reporting a loss after tax of US$ 4.4 million in
the first half of 2018 (H1 2017 profit after tax: US$ 0.7 million).
The principal cause for this loss has been the delays in mobilising
some charters following later contract start dates than our clients
had originally indicated as being possible, which reduced the
on-hire time of these vessels in the period; these contracts have
now all successfully commenced. Encouragingly, both EBITDA and the
EBITDA margin showed sequential improvement against the second half
of last year with an adjusted EBITDA of US$ 25.4 million (H2 2017:
US$ 24.0 million) and an adjusted EBITDA margin of 45% (H2 2017:
44%).
The first half of the year was very busy operationally, with an
unprecedented six vessels mobilised onto new charters in the
period. We expect to see a return to profitability in the second
half of 2018 as the earnings contribution from these vessels is
recognised in trading results. While the delays have been somewhat
frustrating, our financial performance in 2019 will be positively
impacted by these recently commenced contracts.
The utilisation rate for the core SESV fleet, which excludes the
time vessels were mobilising for new contracts, was 72% for H1 2018
(H2 2017: 61%) (including this time would give an adjusted
utilisation rate of approximately 60%). We are pleased that all our
Large and Mid-Size Class SESVs were on hire by mid-2018 and the
utilisation rate for these vessels is expected to be above 90% for
H2 2018.
During the period we announced three new contract awards: a
24-month charter for a Mid-Size Class vessel and a 16-month
contract extension for a Small Class vessel in the MENA region, and
an eight-month charter for a Large Class vessel in Europe (all
contracts include option periods). An option period of 18 months on
a Mid-Size Class vessel operating in the MENA region has also been
converted to a 12-month charter comprising both firm and option
periods.
Levels of enquiries and tender activity in our principal markets
continue to be encouraging. While the tender processes amongst some
of our clients remain protracted, our new contract wins highlight
our continued strategy to improve our market diversification, with
more of our vessels supporting clients' oil and gas operations in
Saudi Arabia and three vessels now working for clients in the
renewables sector in Europe.
The secured backlog is US$ 121.1 million (including options) as
at 31 August 2018 (1 March 2018: US$ 160.6 million). Whilst this
order book level reflects the market's adjustment to the trough in
the oil price, it also more directly reflects our decision to be
disciplined in limiting our exposure to long term contract
commitments bearing unattractive margins at this point in the
market cycle.
The Group's net borrowings as at 30 June 2018 (being all net
bank debt) was US$ 409.9 million (30 June 2017: US$ 417.0 million)
with this reflecting increased working capital requirements and
expenditure incurred on mobilising vessels for new contracts. We
expect our level of net debt to reduce by year end. As discussed
more fully in the Financial Review and note 2 of the condensed
consolidated financial statements, there may currently be a
material uncertainty about certain assumptions that we have made on
the value and timing of future contract awards in preparing these
financial statements on the Going Concern basis.
Whilst there are a number of potentially attractive
opportunities to expand the fleet in the current environment, our
primary regard is ensuring we manage appropriately the Group's
leverage levels.
The Group is continuing its previously announced policy to focus
on reducing the level of net debt and accordingly no interim
dividend will be paid in 2018. The Board recognises shareholder
priorities and dividend payments will be resumed as soon as
reasonable financial prudence allows.
Operations
Health, safety and the environment continue to be a top priority
and once again we have delivered an outstanding safety performance,
with a total recordable injury rate of zero in H1 2018 (H1 2017:
zero) and zero lost time injuries incurred (H1 2017: zero). The
total number of man hours worked in the period was 2.0 million (H1
2017: 2.4 million man hours).
Saudi Arabia continues to be a growth market for GMS and just
over half the mobilisations in the period were for new contracts in
the region. We are also pleased to see the ongoing development of
the offshore renewables industry in Europe. GMS already has a
successful track record in this market and during the period we
commenced work for two new clients. We relocated one of our Large
Class vessels from the UAE to the UK where this joined another of
our Large Class vessels to support the construction of Hornsea
Project One, the world's largest offshore wind farm development. A
third Large Class vessel has recently commenced a charter to
support operations at another wind farm project in the region.
The GMS core fleet is one of the youngest in the world, with an
average age of just seven years, which is an advantage as clients
are demonstrating a preference for modern tonnage. Our ability to
adapt our vessels according to our clients' requirements continues
to be helpful as we seek to increase our market share. We enhanced
the capability of one of our Small Class vessels (Pepper) in the
period, extending its legs by approximately 15% to enable it to
work in the same water depths (up to 55 metres) as our Mid-Size
Class vessels. The vessel will now be able to support our clients'
operations in more locations across the MENA region.
Our People
I would like to take this opportunity to thank everyone at GMS
for their commitment and hard work across the Group's operations in
such a busy period and to congratulate them on another excellent
safety performance.
In May 2018 we announced that Dr Karim El Solh, Board
representative of our previous largest shareholder Gulf Capital,
had stepped down as a Non-Executive Director of the Company. Dr El
Solh had been involved with GMS since 2007 and I would like to
thank him again for his valuable contribution over the years.
Outlook
We expect to see increasing opportunities for GMS against the
backdrop of a more stable oil price environment and with the
continued development of the renewable energy sector. We will
continue to maximise utilisation as effectively as possible and
this is already proving successful for our Large and Mid-Size Class
vessels. We are now focused on improving the utilisation of our
Small Class vessels, and on securing improved day rates across the
fleet; both of these should be addressable as a sustained higher
oil price feeds through to increased levels of maintenance and
capex activity and the markets we operate in start to tighten
overall.
As I stated in my 2017 full year review, we will continue to
manage our costs appropriately and deleveraging is a priority. The
Group is expecting 2018 EBITDA to be US$ 59.0 million - 65.0
million, with an EBITDA margin continuing at the current level.
I am confident we are well-placed to provide the efficient and
cost-effective offshore support solutions that suit our clients'
evolving needs and to secure new longer term contract opportunities
in a recovering market.
Duncan Anderson
Chief Executive Officer
3 September 2018
Financial Review
US$ million H1 2018 H1 2017 H2 2017
--------------------------------------- -------- -------- --------
Revenue 56.1 58.5 54.4
--------------------------------------- -------- -------- --------
Gross profit 21.3 19.1 16.8
--------------------------------------- -------- -------- --------
Adjusted EBITDA* 25.4 34.5 24.0
--------------------------------------- -------- -------- --------
(Loss)/profit for the period after tax (4.4) 0.7 (18.9)
--------------------------------------- -------- -------- --------
Basic (loss)/earnings per share (US
cents) (1.42) 0.13 (5.44)
--------------------------------------- -------- -------- --------
Diluted (loss)/earnings per share (US
cents) (1.42) 0.13 (5.44)
--------------------------------------- -------- -------- --------
* Alternative performance measure. Adjusted items relate to
comparative figures only. Refer to note 16 for details.
Introduction
Revenue of US$ 56.1 million in the first half of 2018 (H1 2017:
US$ 58.5 million) was an improvement from H2 2017 revenue of US$
54.4 million. Adjusted EBITDA was US$ 25.4 million (H1 2017: US$
34.5 million) showing an increase of 6% on H2 2017. The adjusted
EBITDA margin in H1 2018 was 45% (H1 2017: 59%), compared to 44% in
H2 2017. The loss for the period after tax was US$ 4.4 million (H1
2017: profit after tax of US$ 0.7 million) mainly arising from an
increase in cost of sales and finance costs. The diluted loss per
share was 1.42 cents (H1 2017: diluted earnings per share of 0.13
cents).
Total capital expenditure for H1 2018 was US$ 14.4 million (H1
2017: US$ 18.3 million). As discussed in the CEO's Review, there
were a number of vessel mobilisations undertaken in the period
which affected our half year results. These included contract
specific vessel modifications which involved capital expenditures
to make alterations or enhancements to vessels to optimise
efficiencies for clients (such as a crew transfer tower that was
engineered for a Large Class vessel).
Total net borrowings as at 30 June 2018 was US$ 409.9 million
(30 June 2017: US$ 417.0 million) with this reflecting increased
working capital requirements and the expenditure incurred on
mobilising vessels for new contracts during the period. At 30 June
2018 there were undrawn committed bank facilities of US$ 30.0
million (31 December 2017: US$ 50.0 million). The Group's net debt
level (being bank borrowings less cash) is expected to reduce by
year end. Attention is drawn to compliance in relation to going
concern in note 2 of the condensed consolidated financial
statements.
The following sections discuss the Group's adjusted results as
the Directors consider that they provide a useful indicator of
underlying performance. Whilst adjustments were made for
non-operational items in 2017, no such adjustments were required in
H1 2018. A reconciliation between the adjusted non-GAAP results and
statutory results is contained in note 4.
Revenue and segmental profit
Revenue in H1 2018 was US$ 56.1 million (H1 2017: US$ 58.5
million) showing an improvement of US$ 1.7 million to revenue
earned in H2 2017. As discussed above, a number of vessels were
mobilised onto new contracts during the period. A number of these
barges commenced their charters later than the clients had
originally indicated as being possible, which reduced their on-hire
time in the first half of the year.
The utilisation rate for the core SESV fleet, which excludes the
time vessels were unavailable for hire whilst mobilising for new
contracts, was 72% for H1 2018 (the adjusted utilisation rate
including this unavailable time would be approximately 60%).
The largest contribution to Group revenue in the period came
from the Large Class vessel segment with US$ 20.5 million (H1 2017:
US$ 19.8 million). Revenue contribution from Mid-Size Class vessels
was US$ 19.1 million (H1 2017: US$ 20.1 million) and US$ 16.5
million for Small Class vessels (H1 2017: US$ 18.6 million). The
cash gross profit, being gross profit excluding depreciation and
amortisation was US$ 12.3 million (H1 2017: US$ 14.1 million) for
Large Class vessels, US$ 12.2 million for Mid-size Class vessels
(H1 2017: US$ 14.6 million) and US$ 9.4 million (H1 2017: US$ 13.0
million) for Small Class vessels.
Cost of sales and general and administrative expenses
Cost of sales increased by 4% to US$ 34.8 million in the period
(H1 2017: US$ 33.5 million excluding non-cash impairment charges
and release of bad debt provision). During the period a number of
our vessels were required to be fully operational ahead of actual
contract commencement dates meaning the operating expenses for
these vessels were at a similar level as on hire vessels which
increased costs. In addition, catering and accommodation costs were
marginally higher on certain vessels which had a higher number of
POB (persons on board).
As noted in the 2017 annual report, an increase in general and
administrative expenses from higher operating levels and lower
capitalisation as the construction programme wound down was
expected in 2018 and beyond. General and administrative expenses
were US$ 9.1 million in H1 2018 (H1 2017: US$ 7.8 million) mainly
through an increase in staff costs during the period. Going
forward, the level of general and administrative expenses will
increase further as the costs of Technical Department staff that
were involved in mobilisations in H1 will now be recognised in the
income statement.
Adjusted EBITDA
Adjusted EBITDA for the period was US$ 25.4 million (H1 2017:
US$ 34.5 million), an increase of 6% on H2 2017. The reduction in
adjusted EBITDA to H1 2017 primarily arises from the increase in
cost of sales, and general and administrative expenses, discussed
above. The Group's adjusted EBITDA margin in H1 2018 was relatively
steady at 45% (H1 2017: 59%) compared to 44% in H2 2017. We would
expect the adjusted EBITDA margin for the full year to continue at
the current level.
Finance costs
Net finance costs in H1 2018 increased to US$ 15.0 million (H1
2017: US$ 11.1 million), with a higher borrowing interest rate and
with no finance costs being capitalised during the period as the
new build programme had ended (in H1 2017: US$ 2.2 million
capitalised). The cost of borrowing from banks is based on US$
LIBOR (which rose in the period) plus a variable rate margin on our
term facilities which is linked to net leverage levels.
Taxation
The tax charge for the period was US$ 1.9 million (H1 2017: US$
1.6 million). The increase in tax charge arises mainly from a
change in the proportion of profits earned in territories with
higher tax jurisdictions.
Earnings
The Group incurred a loss for the period after tax of US$ 4.4
million (H1 2017: profit after tax of US$ 0.7 million) while the
diluted loss per share was 1.42 cents (H1 2017: diluted earnings
per share of 0.13 cents).
Dividends
The Board has decided not to pay an interim dividend as the
Group continues its focus on reducing the level of net debt.
Capital expenditure
Capital expenditure during the first half of US$ 14.4 million
(H1 2017: US$ 18.3 million) was mainly incurred on the vessel
modifications as discussed above.
Capital expenditure for the remainder of 2018 is anticipated to
be less than US$ 5.0 million primarily relating to necessary fleet
maintenance. No significant capital expenditure is currently
planned for 2019 and beyond.
Cash flow and liquidity
The Group's net cash flow from operating activities was a net
outflow of US$ 8.2 million (H1 2017: net inflow of US$ 12.9
million) partially resulting from an increase in expenditure
incurred to support vessel mobilisations, discussed above, along
with an increase in the balance of trade receivables at period end
as discussed below. The net cash outflow from investing activities
for H1 2018 was US$ 11.9 million (H1 2017 net outflow: US$ 9.8
million) primarily relating to capital expenditure. The Group's net
cash flow relating to financing activities during the period was an
outflow of US$ 8.4 million (H1 2017 net inflow: US$ 28.8 million)
mainly attributable to payments for loan capital and interest,
partially offset by a loan drawdown of US$ 20.0 million to fund
working capital requirements.
Balance sheet
Total current assets at 30 June 2018 were US$ 53.2 million (31
December 2017: US$ 57.4 million). This movement is mainly
attributable to a decrease in cash and cash equivalents to US$ 10.4
million (31 December 2017: US$ 39.0 million) offset by an increase
in trade and other receivables to US$ 42.8 million (31 December
2017: US$ 18.5 million). The reduction in cash balance primarily
reflects additional costs incurred on vessel mobilisations along
with loan payments (principal and interest) made during the period.
The increase in trade and other receivables primarily relates to
the number of new contracts that commenced towards the end of H1
2018. Recoverability of trade receivables is considered to still
remain strong due to the credit quality of clients comprising
mainly NOC's, IOC's and international EPC contractors.
Total current liabilities at 30 June 2018 were US$ 42.4 million
(31 December 2017: US$ 49.8 million). The decrease in current
liabilities is mainly attributable to a decrease in trade and other
payables to US$ 17.3 million (31 December 2017: US$ 24.9 million)
mainly arising from payments made during the period for arrangement
fees incurred as part of the Group's amendment of its bank facility
agreement in late 2017.
The combined effect of the above items was an increase in the
Group's working capital and cash balance to US$ 10.9 million at 30
June 2018 (31 December 2017: US$ 7.6 million).
Total non-current assets at 30 June 2018 were relatively
constant at US$ 810.3 million (31 December 2017: US$ 808.4
million). Total non-current liabilities at 30 June 2018 were US$
403.9 million (31 December 2017: US$ 394.7 million). The increase
in non-current liabilities is mainly attributable to an increase in
the non-current portion of bank borrowings following a loan
drawdown of US$ 20.0 million during the period.
Net Debt
Total net borrowings as at 30 June 2018 was US$ 409.9 million
(30 June 2017: US$ 417.0 million) reflecting increased working
capital requirements and expenditure incurred on mobilising vessels
for new contracts during the period. Undrawn committed bank
facilities were US$ 30.0 million at the end of the period (31
December 2017: US$ 50.0 million). The Group's net debt level (being
bank borrowings less cash) is expected to reduce by year end.
As at 30 June 2018 the Group was in full compliance with all its
banking covenants. The discussion of going concern below should
also be considered.
Equity
Shareholders' equity decreased from US$ 420.7 million at 31
December 2017 to US$ 416.1 million at 30 June 2018. The movement is
mainly attributed to the loss incurred during the period.
The number of ordinary shares issued in the Company increased to
349,967,878 following the issue of 263,905 shares on 12 April 2018
awarded under the Company's 2015 Long-Term Incentive Plan. On 16
April 2018, the Company granted awards over ordinary shares under
the Long-Term Incentive Plan. The awards will vest three years
after grant, subject to performance conditions measured over the
three year period.
Going concern
After assessing the Group's financial position for a period of
not less than 12 months from the date of approval of the half year
results and having taken account of the material uncertainty
described in note 2 to the condensed consolidated financial
statements, the Directors have a reasonable expectation that the
Group will be able to continue in operational existence for the
foreseeable future. The Group therefore has adopted the going
concern basis of accounting in preparing the condensed consolidated
financial statements.
Adjusting items
The Group presents adjusted results, in addition to the
statutory results, as the Directors consider that they provide a
useful indication of underlying performance. There have been no
adjusting items in the period. In H1 2017 the adjusting items
comprised of non-operational items. A reconciliation between the
adjusted non-GAAP and statutory results is provided in note 4.
Related party transactions
There have been no new material related party transactions in
the period. The only material change to the related parties
described in note 27 to the 2017 annual report is Green Investment
Commercial Investments LLC (GICI) which no longer has an ownership
interest in the Company following the sale of its shareholding
during the period. As a consequence, Dr Karim El Solh (previous
Non-Executive Director) stepped down from the Board of the Company,
and Abu Dhabi Commercial Bank PJSC is no longer a related
party.
Risks and uncertainties
There are a number of risks and uncertainties which could have a
material impact on the Group's performance over the remaining six
months of 2018. The Directors do not consider that the principal
risks and uncertainties have materially changed since the last
publication of the annual report for the year ended 31 December
2017. A detailed explanation of the risks summarised below, and how
the Group seeks to mitigate the risks, can be found on pages 17 to
19 of the 2017 annual report which is available at
www.gmsuae.com.
-- Strategic - The Group is subject to threats from competitor
actions or the entrance of new competitors in the market as well as
macroeconomic events, including the impact of a sustained period of
low oil prices on demand for the Group's services.
-- Commercial - The Group relies on a limited number of blue
chip clients that may expose us to losses if these relationships
breakdown. The Group may not be able to win contracts or retain
existing contracts, tenders may be unusually protracted or
contractual option periods may not be exercised. Contract
cancelations may lead to commercial downtime between contracts and
lower overall average utilisation.
-- Financial - The Group's success is dependent on its ability
to raise finance and service its financial obligations. See note 2
of the condensed financial statements.
-- Health, Safety, Security, Environment and Quality - The
Group's operations have an inherent safety risk due to our offshore
operations.
-- Compliance and Regulation - The Group has to appropriately
identify and comply with laws and regulations and other regulatory
statutes.
-- Operational - The Group's assets should operate in the manner intended by management.
-- People - The Group's success depends on our ability to
attract and retain suitably qualified and experienced
personnel.
-- Investments - There could be delays in completion, or errors
in assessing the impact of new strategic expansion projects or
other strategic investments.
RESPONSIBILITY STATEMENT
Financial information for the period ended 30 June 2018.
We confirm that to the best of our knowledge:
(a) the condensed set of consolidated financial statements has
been prepared in accordance with IAS 34 Interim Financial
Reporting;
(b) the interim management report includes a fair view of the
information required by DTR 4.2.7R (indication of important events
during the first six months and description of principal risks and
uncertainties for the remaining six months of the year); and
(c) the interim management report includes a fair view of the
information required by DTR 4.2.8R (disclosure of related party
transactions and changes therein).
By order of the Board
Duncan Anderson John Brown
Chief Executive Officer Chief Financial Officer
3 September 2018 3 September 2018
INDEPENT REVIEW REPORT TO GULF MARINE SERVICES PLC
We have been engaged by the Company to review the condensed set
of financial statements in the half-yearly financial report for the
six months ended 30 June 2018 which comprises the condensed
consolidated statement of comprehensive income, the condensed
consolidated balance sheet, the condensed consolidated statement of
changes in equity, the condensed consolidated cash flow statement
and related notes 1 to 16. We have read the other information
contained in the half-yearly financial report and considered
whether it contains any apparent misstatements or material
inconsistencies with the information in the condensed set of
financial statements.
This report is made solely to the Company in accordance with
International Standard on Review Engagements (UK and Ireland) 2410
"Review of Interim Financial Information Performed by the
Independent Auditor of the Entity" issued by the Financial
Reporting Council. Our work has been undertaken so that we might
state to the Company those matters we are required to state to it
in an independent review report and for no other purpose. To the
fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company, for our review
work, for this report, or for the conclusions we have formed.
Directors' responsibilities
The half-yearly financial report is the responsibility of, and
has been approved by, the directors. The directors are responsible
for preparing the half-yearly financial report in accordance with
the Disclosure Guidance and Transparency Rules of the United
Kingdom's Financial Conduct Authority.
As disclosed in note 2, the annual financial statements of the
Group are prepared in accordance with IFRSs as adopted by the
European Union. The condensed set of financial statements included
in this half-yearly financial report has been prepared in
accordance with International Accounting Standard 34 "Interim
Financial Reporting" as adopted by the European Union.
Our responsibility
Our responsibility is to express to the Company a conclusion on
the condensed set of financial statements in the half-yearly
financial report based on our review.
Scope of review
We conducted our review in accordance with International
Standard on Review Engagements (UK and Ireland) 2410 "Review of
Interim Financial Information Performed by the Independent Auditor
of the Entity" issued by the Financial Reporting Council for use in
the United Kingdom. A review of interim financial information
consists of making inquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other
review procedures. A review is substantially less in scope than an
audit conducted in accordance with International Standards on
Auditing (UK) and consequently does not enable us to obtain
assurance that we would become aware of all significant matters
that might be identified in an audit. Accordingly, we do not
express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that
causes us to believe that the condensed set of financial statements
in the half-yearly financial report for the six months ended 30
June 2018 is not prepared, in all material respects, in accordance
with International Accounting Standard 34 as adopted by the
European Union and the Disclosure Guidance and Transparency Rules
of the United Kingdom's Financial Conduct Authority.
Material uncertainty related to going concern
We draw attention to note 2 in the condensed set of financial
statements, which indicates the dependence of the Group on future
contract awards that make a sufficient contribution to proforma
EBITDA and in a timeframe that enables the Group to comply with
financial covenants attached to its credit facilities. As stated in
note 2, these events or conditions, indicate that a material
uncertainty exists that may cast significant doubt on the Company's
ability to continue as a going concern. Our conclusion is not
modified in respect of this matter.
Deloitte LLP
Statutory Auditor
Aberdeen, United Kingdom
3 September 2018
GULF MARINE SERVICES PLC
Condensed Consolidated Statement of Comprehensive Income
for the period ended 30 June 2018
Six months ended 30 June Year ended
31 December
----------------------------
2018 2017 2017
Notes US$'000 US$'000 US$'000
Revenue 3 56,085 58,475 112,881
Cost of sales (34,771) (32,018) (69,596)
Impairment charge 3 - (7,327) (7,327)
------------- ------------- -------------
Gross profit 21,314 19,130 35,958
General and administrative
expenses (9,063) (7,808) (16,721)
------------- ------------- -------------
Operating profit 12,251 11,322 19,237
Finance income 15 29 47
Finance expense (15,027) (11,061) (38,960)
Gain/(loss) on disposal
of asset - 102 (575)
Other (loss)/income (35) 58 75
Foreign exchange gain,
net 259 1,856 1,856
------------- ------------- -------------
(Loss)/profit for the
period before taxation (2,537) 2,306 (18,320)
Taxation (charge)/credit
for the period 5 (1,867) (1,595) 167
------------- ------------- -------------
(Loss)/profit for the
period
after taxation (4,404) 711 (18,153)
Other comprehensive
(loss)/income
Exchange differences
on translating foreign
operations* (176) (584) 46
------------- ------------- -------------
Total comprehensive
(loss)/income for the
period (4,580) 127 (18,107)
(Loss)/profit attributable
to:
Owners of the Company (4,973) 465 (18,565)
Non-controlling interests 569 246 412
------------- ------------- -------------
(4,404) 711 (18,153)
Total comprehensive
(loss)/income attributable
to:
Owners of the Company (5,149) (119) (18,519)
Non-controlling interests 569 246 412
------------- ------------- -------------
(4,580) 127 (18,107)
------------- ------------- -------------
(Loss)/earnings per
share
Basic (cents per share) 6 (1.42) 0.13 (5.31)
------------- ------------- -------------
Diluted (cents per share) 6 (1.42) 0.13 (5.31)
------------- ------------- -------------
*May be reclassified subsequently to profit or loss.
Results in each period are derived from continuing
operations.
GULF MARINE SERVICES PLC
Condensed Consolidated Balance Sheet
as at 30 June 2018
30 June 31 December
2018 2017
Notes US$'000 US$'000
ASSETS
Non-current assets
Property, plant and equipment 7 807,085 804,500
Dry docking expenditure 2,034 2,711
Deferred tax asset 1,229 1,176
Total non-current assets 810,348 808,387
--------- ------------
Current assets
Trade and other receivables 8 42,821 18,493
Cash and cash equivalents 10,402 38,954
Total current assets 53,223 57,447
--------- ------------
Total assets 863,571 865,834
--------- ------------
EQUITY AND LIABILITIES
Capital and reserves
Share capital 9 57,992 57,957
Share premium account 93,080 93,075
Group restructuring reserve (49,710) (49,710)
Restricted reserve 272 272
Capital contribution 9,177 9,177
Share option reserve 10 2,964 2,465
Translation reserve (2,145) (1,969)
Retained earnings 304,472 309,445
--------- ------------
Equity attributable to the owners
of the Company 416,102 420,712
Non-controlling interests 1,167 598
--------- ------------
Total equity 417,269 421,310
--------- ------------
Non-current liabilities
Bank borrowings 11 401,377 391,514
Provision for employees' end of service
benefits 2,547 3,188
Deferred tax liability 13 13
Total non-current liabilities 403,937 394,715
Current liabilities
Trade and other payables 17,294 24,907
Current tax liability 6,184 4,633
Bank borrowings 11 18,887 20,269
Total current liabilities 42,365 49,809
Total liabilities 446,302 444,524
Total equity and liabilities 863,571 865,834
The accompanying notes form an integral part of these condensed
consolidated financial statements.
GULF MARINE SERVICES PLC
Condensed Consolidated Statement of Changes in Equity
For the period ended 30 June 2018
Attributable
Group to the Non-
Share Share premium Restricted restructuring Share option Capital Translation Retained owners of controlling Total
capital account reserve reserve reserve contribution reserve earnings the Company interests equity
US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000
As at 1
January 2018 57,957 93,075 272 (49,710) 2,465 9,177 (1,969) 309,445 420,712 598 421,310
Total
comprehensive
(loss)/income
for the
period - - - - - - (176) (4,973) (5,149) 569 (4,580)
Share options
rights charge - - - - 539 - - - 539 - 539
Shares issued
under LTIP
schemes 35 5 - - (40) - - - - - -
As at 30 June
2018 57,992 93,080 272 (49,710) 2,964 9,177 (2,145) 304,472 416,102 1,167 417,269
Attributable
Group to the Non-
Share Share premium Restricted restructuring Share option Capital Translation Retained owners of controlling Total
capital account reserve reserve reserve contribution reserve earnings the Company interests Equity
US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000
As at 1
January 2017 57,929 93,075 272 (49,710) 1,702 9,177 (2,015) 333,259 443,689 560 444,249
Total
comprehensive
(loss)/income
for the
period - - - - - - (584) 465 (119) 246 127
Share options
rights charge - - - - 175 - - - 175 - 175
Dividends paid
during the
period - - - - - - - (5,249) (5,249) (374) (5,623)
As at 30 June
2017 57,929 93,075 272 (49,710) 1,877 9,177 (2,599) 328,475 438,496 432 438,928
The accompanying notes form an integral part of these condensed
consolidated financial statements.
GULF MARINE SERVICES PLC
Condensed Consolidated Statement of Cash Flows
for the period ended 30 June 2018
Year ended
Six months ended 30 31 December
June
-----------------------
2018 2017 2017
US$'000 US$'000 US$'000
Net cash (used in)/generated from operating
activities (note 12) (8,202) 12,893 56,273
Investing activities
Payments for property, plant and equipment (13,019) (10,039) (22,822)
Proceeds from insurance claim 1,710 - 1,801
Proceeds from disposal of property,
plant and equipment - 1,210 1,209
Movement in capital advances - 66 67
Dry docking expenditure incurred (616) (976) (2,049)
Movement in guarantee deposits - (82) 82
Interest received 15 29 47
Net cash used in investing activities (11,910) (9,792) (21,665)
Financing activities
Bank borrowings received 20,000 - -
Repayment of bank borrowings (11,720) (10,999) (21,999)
Payment of issue costs on borrowings (416) (676) (2,283)
Interest paid (16,304) (10,607) (25,114)
Payment on obligations under finance
lease - (1,272) (2,584)
Dividends paid - (5,249) (5,249)
Net cash used in financing activities (8,440) (28,803) (57,229)
Net decrease in cash and cash equivalents (28,552) (25,702) (22,621)
Cash and cash equivalents at the beginning
of the period 38,954 61,575 61,575
Cash and cash equivalents at the end
of the period 10,402 35,873 38,954
Non-cash transactions
Share issued under LTIP schemes 40 - 28
Return of finance leased vessel - - (37,500)
Insurance claim receivable - - (1,710)
The accompanying notes form an integral part of these condensed
consolidated financial statements.
GULF MARINE SERVICES PLC
Notes to the condensed consolidated financial statements
for the period ended 30 June 2018
1 Corporate information
Gulf Marine Services PLC (the "Company") is a Company which was
registered in England and Wales on 24 January 2014. The Company is
a public limited liability company with operations mainly in the
Middle East and North Africa, and Europe. The address of the
registered office of the Company is 6th Floor, 65 Gresham Street,
London, EC2V 7NQ. The registered number of the Company is
08860816.
The Company and its subsidiaries (collectively the "Group") are
engaged in providing self-propelled, self-elevating support vessels
(SESVs) which provide the stable platform for delivery of a wide
range of services throughout the total lifecycle of offshore oil,
gas and renewable energy activities and are capable of operations
in the Middle East, South East Asia, West Africa and Europe.
The condensed consolidated financial statements of the Group for
the six months ended 30 June 2018 were authorised for issue on 3
September 2018. The condensed consolidated financial statements do
not comprise statutory accounts within the meaning of Section 434
of the Companies Act 2006. The condensed consolidated financial
statements have been reviewed, not audited. The information for the
year ended 31 December 2017, contained in the condensed
consolidated financial statements, does not constitute statutory
accounts as defined in section 434 of the Companies Act 2006.
The Company issued statutory financial statements for the year
ended 31 December 2017 which were prepared in accordance with
International Financial Reporting Standards (IFRS) as adopted by
the European Union. Those financial statements were approved by the
Board of Directors on 26 March 2018. The report of the auditor on
those accounts was unqualified, did not draw attention to any
matters by way of emphasis and did not contain any statement under
section 498(2) or 498(3) of the Companies Act 2006. A copy of the
statutory accounts for year ended 31 December 2017 has been
delivered to the Registrar of Companies.
2 Basis of preparation
The annual consolidated financial statements of the Group are
prepared in accordance with IFRS as adopted by the European Union.
The interim set of condensed consolidated financial statements
included in this half-yearly financial report has been prepared in
accordance with the Disclosure Guidance and Transparency Rules of
the Financial Conduct Authority and with International Accounting
Standard (IAS) 34 Interim Financial Reporting as adopted by the
European Union.
The condensed consolidated financial information does not
include all the information required for full annual consolidated
financial statements and should be read in conjunction with the
Group's audited consolidated financial statements for the year
ended 31 December 2017. In addition, results for the six-month
period ended 30 June 2018 are not necessarily indicative of the
results that may be expected for the financial year ending 31
December 2018. The condensed consolidated statement of
comprehensive income for the six month period ended 30 June 2018 is
not affected significantly by seasonality of results.
The financial information contained in this half-yearly
financial report does not constitute statutory accounts as defined
in sections 434 - 436 of the Companies Act 2006. The information
for the year to 31 December 2017 has been extracted from the latest
published audited financial statements, which have been filed with
the Registrar of Companies. The report of the auditor for the
audited financial statements for the year to 31 December 2017 was
(i) unqualified, (ii) did not include a reference to any matters to
which the auditor drew attention by way of emphasis without
qualifying their report, and (iii) did not contain a statement
under section 498 (2) or (3) of the Companies Act 2006.
Going concern
The Company's Directors have assessed the Group's financial
position for a period of not less than 12 months from the date of
approval of the half year results and have a reasonable expectation
that the Group will be able to continue in operational existence
for the foreseeable future. The Group has committed credit
facilities in place at 30 June 2018 (see note 11) comprising an
existing loan facility with a balance of US$ 420.3 million and a
committed working capital facility of US$ 50.0 million of which US$
30.0 million remains undrawn.
As is normal in the industry in which the Group operates, in
assessing its future financial position, the business is dependent
on future contract awards, some of which the Group may not have
visibility of until the contract is secured close to the charter
commencement date. In addition, in the current environment, the
tender processes of some of our clients are unusually
protracted.
Whilst the Group believes that the expected contracts of
appropriate EBITDA value and commencement date (refer to Glossary
for proforma EBITDA basis) will be awarded and commenced as
anticipated, in the possible circumstance that this protraction
continues, there is a risk that the Group could breach financial
covenants attached to its credit facilities at 31 December 2018. A
breach could, possibly, result in the banks exercising their rights
to recall all credit facilities and to demand immediate
repayment.
These conditions indicate a material uncertainty that may cast
significant doubt as to the ability of the Group to continue as a
going concern.
There is also a risk that even greater protraction in tender
processes could result in insufficient contracts being secured and
commenced between now and 30 June 2019, such that a breach could,
in theory, also occur at that date.
In the event of a potential breach in covenants, the Group would
approach the members of the banking syndicate to seek a waiver from
covenant testing for that period. The Directors believe that given
our strong banking relationships the banks would agree to grant any
such waiver if required.
Notwithstanding the material uncertainty with regard to covenant
compliance at 31 December 2018 and the uncertainty with regard to
covenant compliance at 30 June 2019, both described above, the
Directors are confident that either a sufficient value of contracts
will be awarded or that the Group will be able to obtain a waiver
from covenant testing and accordingly have adopted the going
concern basis of accounting in preparing the condensed consolidated
financial statements.
Significant accounting policies
The accounting policies and methods of computation adopted in
the preparation of these condensed consolidated financial
statements are consistent with those followed in the preparation of
the Group's annual financial statements for the year ended 31
December 2017 as disclosed in the Annual Report, except for the
adoption of new standards and interpretations effective as of 1
January 2018.
New and amended standards adopted by the Group
A number of new or amended standards became applicable for the
current reporting period and the Group had to change its accounting
policies as a result of adopting the following standards:
-- IFRS 9 Financial Instruments,
-- IFRS 15 Revenue from contracts with customers, and
-- IFRS 2 Share-based payment
The application of these new and revised IFRSs has not had any
material impact on the amounts reported for the current and prior
years and did not require any retrospective adjustments but may
affect the accounting for future transactions or arrangements. The
full revised accounting policies applicable from 1 January 2018
will be provided in the Group's annual financial statements for the
year ending 31 December 2018.
Other amendments to IFRSs that became effective for the period
beginning on 1 January 2018 did not have any impact on the Group's
accounting policies.
Impact of standards issued but not yet applied by the Group
IFRS 16 Leases
IFRS 16, which has not yet been endorsed by the EU, introduces a
comprehensive model for the identification of lease arrangements
and accounting treatments for both lessors and lessees. IFRS 16
will supersede the current lease guidance including IAS 17 Leases
and the related interpretations when it becomes effective for
accounting periods beginning on or after 1 January 2019.
The Group currently expects to adopt IFRS 16 for the year ending
31 December 2019. No decision has been made about whether to use
any of the transitional options in IFRS 16. IFRS 16 distinguishes
leases and service contracts on the basis of whether an identified
asset is controlled by a customer. Distinctions of operating leases
(off balance sheet) and finance leases (on balance sheet) are
removed for lessee accounting, and is replaced by a model where a
right-of-use asset and a corresponding liability have to be
recognised for all leases by lessees (i.e. all on balance sheet)
except for short-term leases and leases of low value assets.
The right-of-use asset is initially measured at cost and
subsequently measured at cost (subject to certain exceptions) less
accumulated depreciation and impairment losses, adjusted for any
remeasurement of the lease liability. The lease liability is
initially measured at the present value of the lease payments that
are not paid at that date. Subsequently, the lease liability is
adjusted for interest and lease payments, as well as the impact of
lease modifications, amongst others. Furthermore, the
classification of cash flows will also be affected because
operating lease payments under IAS 17 are presented as operating
cash flows; whereas under the IFRS 16 model, the lease payments
will be split into a principal and an interest portion which will
be presented as financing and operating cash flows respectively. In
contrast to lessee accounting, IFRS 16 substantially carries
forward the lessor accounting requirements in IAS 17, and continues
to require a lessor to classify a lease either as an operating
lease or a finance lease.
IAS 17 does not require the recognition of any right-of-use
asset or liability for future payments for non-cancellable
operating lease commitments. A preliminary assessment indicates
that these arrangements will meet the definition of a lease under
IFRS 16, and hence the Group will recognise a right-of-use asset
and a corresponding liability in respect of all these leases unless
they qualify as low value or short-term leases upon the application
of IFRS 16. The new requirement to recognise a right-of-use asset
and a related lease liability is not expected to have a significant
impact on the amounts recognised in the Group's consolidated
financial statements.
Under the updated accounting standards, the Group has
preliminarily determined that some of its revenue contracts with
customers may contain a lease component, with the Group acting as
lessor, and at adoption therefore the Group may be required to
disclose a leasing component on these contracts. The Directors are
currently assessing the potential impact of the above. It is not
practicable to provide a reasonable estimate of the financial
effect until the Directors complete their review.
3 Segment reporting
The segment information provided to the Chief Operating Decision
Makers for the operating and reportable segments for the period
include the following:
Revenue Segment adjusted
gross profit/(loss)*
-------------------------------- ---------------------------------
6 months ended 31 December 6 months ended 31
30 June 30 June December
------------------ ---------------------
2018 2017 2017 2018 2017 2017
US$'000 US$'000 US$'000 US$'000 US$'000 US$'000
Large Class vessels 20,474 19,781 42,549 12,309 14,075 29,074
Mid-Size Class vessels 19,083 20,054 34,990 12,195 14,573 22,800
Small Class vessels 16,528 18,640 35,337 9,356 12,987 22,024
Other - - 5 (71) (63) (113)
_______ _______ _______ _______ _______ _________
Total 56,085 58,475 112,881 33,789 41,572 73,785
_______ _______ _______ _______ _______ ________
Less:
Depreciation charged
to cost of sales (11,182) (13,246) (26,987)
Amortisation charged
to cost of sales (1,293) (1,869) (3,513)
Impairment charge - (7,327) (7,327)
_______ _______ _________
Gross profit 21,314 19,130 35,958
General and administrative
expenses (9,063) (7,808) (16,721)
Finance income 15 29 47
Finance expense (15,027) (11,061) (38,960)
Gain/(loss) on disposal
of asset - 102 (575)
Other (loss)/income (35) 58 75
Foreign exchange gain,
net 259 1,856 1,856
_______ _______ _________
(Loss)/profit before
taxation (2,537) 2,306 (18,320)
*Please refer to the Glossary.
Segment revenue reported above represents revenue generated from
external customers. There were no inter-segment sales in either of
the periods. The composition of the Other vessels segment, which
are non-core assets, was amended in the second half of 2017
following the reclassification of the vessel Naashi from Small
Class vessels to the Other segment (comparative figures have been
adjusted to reflect this).
Segment assets and liabilities, including depreciation,
amortisation and additions to non-current assets, are not reported
to the chief operating decision makers on a segmental basis and are
therefore not disclosed.
4 Presentation of adjusted non-GAAP results
The following table provides a reconciliation between the
Group's adjusted non-GAAP and statutory financial results:
6 months ended 30 June 6 months ended 30 June
2018 2017
---------------------------------- ----------------------------------
Adjusted Adjusting Statutory Adjusted Adjusting Statutory
non-GAAP items total Non-GAAP Items total
results results
US$'000 US$'000 US$'000 US$'000 US$'000 US$'000
Revenue 56,085 - 56,085 58,475 - 58,475
Cost of sales
-Operating expenses (22,296) - (22,296) (16,903) - (16,903)
* Depreciation and amortisation (12,475) - (12,475) (15,115) - (15,115)
* Impairment charge* - - - - (7,327) (7,327)
---------- ---------- ---------- ---------- ---------- ----------
Gross profit 21,314 - 21,314 26,457 (7,327) 19,130
General and administrative
-Depreciation (631) - (631) (697) - (697)
* Other administrative costs (8,432) - (8,432) (7,111) - (7,111)
---------- ---------- ---------- ---------- ---------- ----------
Operating profit 12,251 - 12,251 18,649 (7,327) 11,322
Finance income 15 - 15 29 - 29
Finance expense (15,027) - (15,027) (9,678) - (9,678)
Expensing of loan
facility fees** - - - - (1,383) (1,383)
Gain on disposal
of asset - - - 102 - 102
Other (loss)/income (35) - (35) 58 - 58
Foreign exchange
gain, net 259 - 259 1,856 - 1,856
---------- ---------- ---------- ---------- ---------- ----------
(Loss)/profit before
taxation (2,537) - (2,537) 11,016 (8,710) 2,306
Taxation charge (1,867) - (1,867) (1,595) - (1,595)
---------- ---------- ---------- ---------- ---------- ----------
Net (loss)/profit
after taxation (4,404) - (4,404) 9,421 (8,710) 711
(Loss)/profit attributable
to
Owners of the Company (4,973) - (4,973) 9,175 (8,710) 465
Non-controlling
interests 569 - 569 246 - 246
(Loss)/earnings
per share (1.42) - (1.42) 2.63 (2.50) 0.13
Supplementary non-statutory
information
Operating profit 12,251 - 12,251 18,649 (7,327) 11,322
Add: Depreciation
and amortisation
charges 13,106 - 13,106 15,812 - 15,812
Non-GAAP EBITDA 25,357 - 25,357 34,461 (7,327) 27,134
*The impairment charge on one Small Class vessel being
non-operational in nature has been added back to net profit to
arrive at adjusted net profit in June 2017.
**The expensing of unamortised commitment fees for a capex
facility that was cancelled in June 2017, being non-operational in
nature, has been added back to profit before taxation to arrive at
adjusted profit in June 2017.
5 Taxation
Tax is charged at 73.6% for the six months ended June 2018
(2017: 69.2%) representing the best estimate of the average annual
effective tax rate expected to apply for the full year, applied to
the Group's pre-tax income of the six month period.
The withholding tax included in the current tax charge amounted
to US$ 1.2 million (six months ended June 2017: US$ 0.6
million).
6 (Loss)/earnings per share
6 months ended 6 months ended Year ended
30 June 30 June 31 December
2018 2017 2017
(Loss)/earnings for the purpose of basic and diluted
(loss)/earnings per share being (loss)/profit
for the period attributable to owners of the parent (US$'000) (4,973) 465 (18,565)
(Loss)/earnings for the purpose of adjusted basic and diluted
(loss)/earnings per share (US$'000)
(see note 4) (4,973) 9,175 4,395
Weighted average number of shares ('000) 349,821 349,528 349,614
Weighted average diluted number of shares ('000) 349,821 354,542 349,614
Basic (loss)/earnings per share (cents) (1.42) 0.13 (5.31)
Diluted (loss)/earnings per share (cents) (1.42) 0.13 (5.31)
Adjusted (loss)/earnings per share (cents) (1.42) 2.63 1.26
Adjusted diluted (loss)/earnings per share (cents) (1.42) 2.59 1.26
Basic (loss)/earnings per share is calculated by dividing the
(loss)/profit attributable to equity holders of the Company for the
period (as disclosed in the statement of comprehensive income) by
the weighted average number of ordinary shares in issue during the
period.
Diluted (loss)/earnings per share is calculated by dividing the
(loss)/profit attributable to equity holders of the Company for the
period by the weighted average number of ordinary shares in issue
during the period, adjusted for the weighted average effect of
share options outstanding during the period.
Adjusted diluted (loss)/earnings per share is calculated on the
same basis but uses adjusted (loss)/profit (note 4) attributable to
the equity shareholders of the Company.
The following table shows a reconciliation between basic and
diluted average number of shares:
30 June 30 June 31 December
2017 2017
2018 000's 000's
000's
Weighted average basic number
of shares in issue 349,821 349,528 349,614
Effect of share options under - 5,014 -
LTIP schemes
--------------------------------- -------- -------- ------------
Weighted average diluted number
of shares in issue 349,821 354,542 349,614
--------------------------------- -------- -------- ------------
7 Property, plant and equipment
Assets
under Land, Building and
Vessels construction Improvements Vessel Spares Others Total
US$'000 US$'000 US$'000 US$'000 US$'000 US$'000
Cost
Balance as at 1 January
2018 909,973 10,398 10,425 48,435 3,649 982,880
Additions - 14,398 - - - 14,398
Transfers 15,386 (15,477) - 91 - -
Balance as at 30 June
2018 925,359 9,319 10,425 48,526 3,649 997,278
-------- -------------- -------------------------- -------------- -------- --------
Accumulated Depreciation
Balance at 1 January 2018 161,905 - 6,194 7,180 3,101 178,380
Depreciation expense 11,068 - 486 33 226 11,813
Balance as at 30 June
2018 172,973 - 6,680 7,213 3,327 190,193
-------- -------------- -------------------------- -------------- -------- --------
Net Book Value as at 30
June 2018 752,386 9,319 3,745 41,313 322 807,085
-------- -------------- -------------------------- -------------- -------- --------
Assets
under Land, Building and
Vessels construction Improvements Vessel Spares Others Total
US$'000 US$'000 US$'000 US$'000 US$'000 US$'000
Cost
Balance as at 1 January
2017 896,890 108,339 10,299 14,964 4,545 1,035,037
Additions - 29,723 - - - 29,723
Transfers 92,374 (127,664) 126 35,087 77 -
Disposals* (75,780) - - (1,616) (973) (78,369)
Other** (3,511) - - - - (3,511)
---------- -------------- ------------------------- -------------- -------- ----------
Balance as at 31
December 2017 909,973 10,398 10,425 48,435 3,649 982,880
---------- -------------- ------------------------- -------------- -------- ----------
Accumulated Depreciation
Balance at 1 January
2017 166,595 - 5,229 7,327 3,488 182,639
Eliminated on disposals
of assets (37,320) - - (1,607) (973) (39,900)
Depreciation expense 25,410 - 965 1,417 586 28,378
Impairment charge 7,220 - - 43 - 7,263
---------- -------------- ------------------------- -------------- -------- ----------
Balance as at 31
December 2017 161,905 - 6,194 7,180 3,101 178,380
---------- -------------- ------------------------- -------------- -------- ----------
Net Book Value as at 31
December 2017 748,068 10,398 4,231 41,255 548 804,500
---------- -------------- ------------------------- -------------- -------- ----------
* Disposals include the costs of disposal of vessel Kinoa which
was returned to its lessor in August 2017 having previously been
held under a finance lease.
** This relates to the insurance claim pertaining to the
construction of a Mid-Size Class vessel that was delivered in March
2016. It comprises the insurance claim proceeds received during
2017 of US$ 1.8 million and an insurance claim receivable of US$
1.7 million which was received in 2018.
8 Trade and other receivables
30 June 31 December
2018 2017
US$'000 US$'000
Trade receivables 31,683 12,257
Accrued income 6,514 1,469
Prepayments and deposits 3,511 2,343
Insurance receivable - 1,792
Advances to suppliers 306 123
VAT receivable 329 186
Other receivables 478 253
Due from related parties - 70
Total 42,821 18,493
9 Share capital
Share capital as at 30 June 2018 amounted to US$ 58.0 million
(31 December 2017: US$ 58.0 million). On 12 April 2018, the Company
issued a total of 263,905 shares at par value of 10 pence per share
in respect of the Company's 2015 Long-Term Incentive Plan
(LTIP).
10 Share option reserve
Share based expenses for the period of US$ 0.5 million (31
December 2017: US$ 0.8 million) relate to awards granted to
employees under the Group's LTIP. The charge is included in cost of
sales and, general and administrative expenses in the statement of
comprehensive income.
11 Borrowings
Bank borrowings relate to the bank facility provided by a group
of six banks, which comprises of term loans and amounts available
under revolving working capital facilities.
30 June 31 December
2018 2017
US$'000 US$'000
Current
Bank borrowings 18,887 20,269
Non-current
Bank borrowings 401,377 391,514
Total borrowings 420,264 411,783
--------- ------------
The Group's facility amortises quarterly with final maturity in
December 2023.
The Group entered into an interest rate swap in June 2018
converting variable interest rate exposure into fixed rate
obligations (see note 14).
The Group has undrawn committed loan facilities at the period
end as shown below:
30 June 31 December
2018 2017
US$'000 US$'000
Working capital facility 50,000 50,000
Less: Drawdown (20,000) -
Undrawn committed loan facility 30,000 50,000
========= ============
Net debt during the period was as follows:
30 June 31 December
2018 2017
US$'000 US$'000
Bank borrowings 420,264 411,783
Less: Cash at Bank and in hand (10,402) (38,954)
--------- ------------
Total 409,862 372,829
========= ============
12 Notes to the cash flow statement
Six months ended 30 Year ended
June 31 December
----------------------
2018 2017 2017
US$'000 US$'000 US$'000
(Loss)/profit for the year before
taxation (2,537) 2,306 (18,320)
Adjustments for:
Depreciation of property, plant
and equipment 11,813 13,942 28,378
Amortisation of dry docking expenditure 1,293 1,869 3,513
Impairment charge - 7,327 7,327
End of service benefits charge 333 346 648
End of service benefits paid (974) (325) (641)
Recovery of doubtful debts - (1,537) (1,367)
Expected credit loss 120 - -
(Gain)/loss on disposal of property,
plant and equipment - (102) 575
Share options rights charge 539 175 791
Interest income (15) (29) (47)
Interest expense 14,504 9,138 22,068
Write-off of unamortised loan facility
fees - 1,383 11,021
Costs to acquire new bank facility - - 5,891
Fair value gain on financial liabilities
held at amortised cost - - (1,279)
Other loss/(income) 35 (58) (75)
Amortisation of issue costs - 540 1,259
Cash flow from operating activities
before
movement in working capital 25,111 34,975 59,742
(Increase)/decrease in trade and
other receivables (25,758) (9,619) 8,545
Decrease in trade and other payables (7,186) (11,996) (13,261)
Cash (used in)/generated from operations (7,833) 13,360 55,026
Taxation (paid)/received (369) (467) 1,247
Net cash (used in)/generated from
operating activities (8,202) 12,893 56,273
13 Capital commitments
Capital commitments as at 30 June 2018 were US$ 3.0 million (31
December 2017: US$ 0.3 million) comprising mainly of capital
expenditure which has been contractually agreed with suppliers for
future periods for new build vessels or contract specific vessel
modifications.
14 Fair value measurement of financial instruments
The Group entered into an interest rate swap on 30 June 2018
converting variable interest rate exposure into fixed rate
obligations. The Group has designated this derivative as a cashflow
hedge. As at 30 June 2018 the fair value of the financial
instrument was US$ nil.
For the purpose of applying hedge accounting, cash flow hedges
are defined as hedges of the exposure to variability in cash flows
that is attributable to a particular risk associated with a
recognised asset or liability or a highly probable transaction.
The effective portion of changes in the fair value of the
interest rate swap that is designated and qualifies as a cash flow
hedge is recognised in other comprehensive income. The gain or loss
relating to the ineffective portion is recognised immediately in
profit or loss, and is included in the 'other gains and losses'
line item.
Amounts previously recognised in other comprehensive income and
accumulated in equity are reclassified to profit or loss in the
periods when the hedged item is recognised in profit or loss, in
the same line of the income statement as the recognised hedged
item.
Hedge accounting is discontinued when the Group revokes the
hedging relationship, the hedging instrument expires or is sold,
terminated, or exercised, or no longer qualifies for hedge
accounting. Any gain or loss recognised in other comprehensive
income at that time is accumulated in equity and is recognised when
the forecast transaction is ultimately recognised in profit or
loss. When a forecast transaction is no longer expected to occur,
the gain or loss accumulated in equity is recognised immediately in
profit or loss.
The fair value measurement of the derivative financial
instrument has been determined by independent valuers by reference
to quoted market prices, discounted cash flow models and recognised
pricing models as appropriate. They represent Level 2 fair value
measurements under the IFRS hierarchy.
The Group had no financial instruments in the current or
previous year with fair values that are determined by reference to
significant unobservable inputs i.e., those that would be
classified as level 3 in the fair value hierarchy, nor have there
been any transfers of assets or liabilities between levels of the
fair value hierarchy. There are no non-recurring fair value
measurements.
15 Events after the reporting period
There have been no events subsequent to 30 June 2018 for
disclosure.
16 Glossary
Alternative Performance Measures (APMs) - refer to a financial
measure of historical or future financial performance, financial
position, or cash flows, other than a financial measure defined or
specified in the applicable financial reporting framework.
APMs are non-GAAP measures that are presented to provide readers
with additional financial information that is regularly reviewed by
management and the Directors consider that they provide a useful
indicator of underlying performance. However, this additional
information presented is not uniformly defined by all companies
including those in the Group's industry. Accordingly, it may not be
comparable with similarly titled measures and disclosures by other
companies. Additionally, certain information presented is derived
from amounts calculated in accordance with IFRS but is not itself
an expressly permitted GAAP measure. Such measures should not be
viewed in isolation or as an alternative to the equivalent GAAP
measure. In response to the Guidelines on APMs issued by the
European Securities and Markets Authority (ESMA), we have provided
additional information on the APMs used by the Group.
Adjusted diluted earnings per share - represents the adjusted
profit attributable to equity holders of the Company for the period
divided by the weighted average number of ordinary shares in issue
during the period, adjusted for the weighted average effect of
share options outstanding during the period. The adjusted profit
attributable to equity shareholders of the Company is earnings used
for the purpose of basic earnings per share adjusted by adding back
the impairment charges, and finance costs relating to amendments to
bank facilities in 2017. This measure provides additional
information regarding earnings per share attributable to the
underlying activities of the business. A reconciliation of this
measure is provided in Note 4.
Adjusted EBITDA - represents operating profit after adding back
depreciation, amortisation and impairment charges in 2017. This
measure provides additional information in assessing the Group's
underlying performance that management is more directly able to
influence in the short term and on a basis comparable from year to
year. A reconciliation of this measure is provided in Note 4.
Adjusted EBITDA margin - represents adjusted EBITDA divided by
revenue. This measure provides additional information on underlying
performance as a percentage of total revenue derived from the
Group.
Adjusted gross profit - represents gross profit after adding
back impairment charges in 2017. This measure provides additional
information on the core profitability of the Group. A
reconciliation of this measure is provided in Note 4.
Adjusted net profit - represents net profit after adding back
impairment charges, and finance costs relating to amendments to
bank facilities in 2017. This measure provides additional
information in assessing the Group's total performance that
management is more directly able to influence and on a basis
comparable from period to period. A reconciliation of this measure
is provided in Note 4 of these results.
EBITDA - represents Earnings before Interest, Tax, Depreciation
and Amortisation, which represents operating profit after adding
back depreciation and amortisation in 2017. This measure provides
additional information of the underlying operating performance of
the Group. A reconciliation of this measure is provided in Note
4.
Segment adjusted gross profit/loss - represents gross
profit/loss after adding back depreciation, amortisation and
impairment charges in 2017. This measure provides additional
information on the core profitability of the Group attributable to
each reporting segment. A reconciliation of this measure is
provided in Note 3.
Other Definitions
Gulf Capital - Gulf Capital PJSC's shareholding in GMS was held
by its subsidiary Green Investment Commercial Investments LLC.
Available days - the number of days during which an SESV is
available for hire. Periods during which the vessel is not
available for hire due to planned upgrade work, transit time for
long-term relocation to a new region or construction are excluded
from the available days. In calculating available days for each
SESV in a given year, we also subtract from a base of 365 days
those days spent on mobilisation and demobilisation, planned
refurbishment and, in the case of a newly constructed SESV,
delivery time.
Secured backlog - represents firm contracts and extension
options held by clients. Backlog equals (charter day rate x
remaining days contracted) + ((estimated average Persons On Board x
daily messing rate)) x remaining days contracted) + contracted
remaining unbilled mobilisation and demobilisation fees. Includes
extension options.
EPC - engineering, procurement and construction.
GMS core fleet - consists of 13 SESVs, with an average age of
seven years, which excludes the 36-year-old vessel Naashi.
IOC - international oil company.
NOC - national oil company.
Proforma EBITDA - represents EBITDA for covenant testing
purposes being EBITDA (see definition above) for the trailing
twelve months plus EBITDA contribution from new contracts, of at
least six months in duration that commence during a covenant
testing period, with the EBITDA contribution from these contracts
annualised (unless contract duration is less than 12 months when
total contract EBITDA contribution is applied).
Cautionary Statement
This announcement includes statements that are forward-looking
in nature. All statements other than statements of historical fact
are capable of interpretation as forward-looking statements. These
statements may generally, but not always, be identified by the use
of words such as 'will', 'should', 'could', 'estimate', 'goals',
'outlook', 'probably', 'project', 'risks', 'schedule', 'seek',
'target', 'expects', 'is expected to', 'aims', 'may', 'objective',
'is likely to', 'intends', 'believes', 'anticipates', 'plans', 'we
see' or similar expressions. By their nature these forward-looking
statements involve numerous assumptions, risks and uncertainties,
both general and specific, as they relate to events and depend on
circumstances that might occur in the future.
Accordingly, the actual results, operations, performance or
achievements of the Company and its subsidiaries may be materially
different from any future results, operations, performance or
achievements expressed or implied by such forward-looking
statements, due to known and unknown risks, uncertainties and other
factors. Neither Gulf Marine Services PLC nor any of its
subsidiaries undertake any obligation to publicly update or revise
any forward-looking statement as a result of new information,
future events or other information. No part of this announcement
constitutes, or shall be taken to constitute, an invitation or
inducement to invest the Company or any other entity, and must not
be relied upon in any way in connection with any investment
decision. All written and oral forward-looking statements
attributable to the Company or to persons acting on the Company's
behalf are expressly qualified in their entirety by the cautionary
statements referred to above.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IR BXLLBVKFEBBQ
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