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8-K - FORM 8-K - GULFMARK OFFSHORE INC | h69836e8vk.htm |
Exhibit 99.1
GULFMARK
OFFSHORE
OFFSHORE
GulfMark Offshore Reports
Fourth Quarter and Full Year 2009 Operating Results
Fourth Quarter and Full Year 2009 Operating Results
HOUSTON, February 24, 2010 GulfMark Offshore, Inc. (NYSE: GLF) today announced results of
operations for the three months and year ended December 31, 2009.
For the year ended December 31, 2009, revenue was $388.9 million, a 6% decrease compared to 2008,
primarily reflecting a decrease in activity levels in the Americas and North Sea. Cash flow from
operations for the year totaled $171.0 million. Net income for the year was $50.6 million, or $1.99
per diluted share. Net income for the year before special items was $83.8 million, or $3.29 per
diluted share.
Recent Events
As announced earlier today, our stockholders approved a plan of reorganization that is intended to
help preserve the Companys status as a U.S. citizen under certain U.S. maritime and vessel
documentation laws by, among other things, limiting the percentage of outstanding shares of Company
common stock that may be owned or controlled in the aggregate by non-U.S. citizens.
During the fourth quarter the Company completed the previously announced refinancing of $200.0
million of outstanding indebtedness that otherwise would mature on June 30, 2010. The new $200.0
million term loan facility matures December 31, 2012, and in conjunction with the refinancing, the
Company repaid $23.8 million under the previous term loan facility. Unrelated to the refinancing, the
Company repaid $80.0 million that was outstanding under its $175.0 million revolving credit
facility, for total debt repayments of $103.8 million during the fourth quarter. The Company took a
$0.59 per diluted share, or $15.1 million, non-cash tax charge related to the repatriation of $43.0
million in cash to the U.S. from international operations. The cash was used to fund the debt
repayments. The tax was a non-cash charge that will utilize net operating loss carryforwards that
have been accumulated by the U.S. operations.
In February 2010, the Norwegian government declared the 2007 revisions to the tonnage tax
unconstitutional. This is a positive development for the Company and, assuming no further
developments, will likely result in the Company reversing what remains of the $24.4 million charge
it took in 2007 related to this tax law change. At December 31, 2009, the Company had $12.2 million
accrued related to this tax and since 2007 had made payments of $3.1 million.
GulfMark Offshore, Inc.
Press Release
February 24, 2010
Page 2
Press Release
February 24, 2010
Page 2
Results of Operations
Fourth quarter results were affected by certain items that impact comparability to past quarters.
During the quarter, the Company took steps to relocate six vessels in an effort to strategically
position vessels and improve future revenue generation through higher future day rates and improved
utilization. These vessel moves resulted in additional fuel, supplies, and crewing expense of
approximately $1.6 million during the quarter. The Company also increased its pension accrual based
on information provided by the plan regulator, which resulted in a $3.7 million increase to the
liability related to its three multi-employer pension plans at operations in the North Sea.
The Company had considerably greater movement of vessels between locations during the fourth
quarter and second half of the year than in previous years. This included vessels on charter moving
between locations and vessels mobilized to undertake new charters. Much of the associated cost was
covered by charter hire and mobilization fees, but the overall expense remained higher than normal.
In preparation for contracts beginning in 2010, coupled with unplanned equipment maintenance, the
Company performed major repairs and maintenance on vessels that resulted in related expense of
approximately $1.4 million more than expected during the quarter.
Reported revenue for the fourth quarter of 2009 was $84.7 million, a decrease of $37.2 million, or
31% from the same period in the prior year and a decrease of $6.1 million, or 7%, from the previous
quarter. The decrease from the prior year quarter is primarily due to lower utilization and day
rates in the North Sea and the Americas, resulting in revenue decreases of $18.5 million and $18.6
million in those regions, respectively. The decrease in revenue from the prior quarter is primarily
due to lower utilization and day rates in the North Sea, which decreased revenue by $6.3 million.
Drydock expense was approximately $2.0 million lower than the previous quarter. This was due to
the mix of drydocks with some pulled forward from the 2010 plan, some deferred to 2010 and some
accelerated into the third quarter. Full year drydock expense was $15.7 million, which is lower
than our previous annual guidance of $16.5 million. The reduction in cost is not expected to result
in an increase in drydocks planned for 2010.
Operating income before gains on vessel sales for the fourth quarter of 2009 decreased $47.9
million, or 84%, from the same period in the prior year, and reported operating income decreased
sequentially $10.6 million, or 54%, from the previous quarter. The primary drivers of the
sequential decrease were the increased operating costs and the decrease in revenue discussed above.
Southeast Asia continued to deliver very strong results, with 79% operating income margins in the
fourth quarter and a 6% increase in sequential quarterly revenue. Operating income in the Americas
region also benefited from a 7.5 percentage point sequential increase in utilization during the
period, led principally by a 10.0 percentage point increase in utilization in the Gulf of Mexico.
Excluding gains on vessel sales, net income for the fourth quarter was $3.8 million, or $0.15 per
diluted share, before the $15.1 million, or $0.59 per diluted share, non-cash tax charge, compared
to
$43.3 million, or $1.72 per diluted share, for the fourth quarter of 2008. Reported net loss for
the fourth quarter was $11.3 million, or $0.44 per diluted share.
GulfMark Offshore, Inc.
Press Release
February 24, 2010
Page 3
Press Release
February 24, 2010
Page 3
Commentary
Bruce Streeter, President and CEO, stated, The
fourth quarter was very active with a number of
vessels moving and an increase in maintenance and drydock activity to position the Company for
opportunities in 2010 as they develop. We moved vessels into Trinidad and mobilized a vessel to
Ghana, and in doing so we incurred additional cost associated with fueling and supplying those
moves. Several contracted vessels also shifted working locations and as the quarter progressed we
had more crew activity in the U.S. flagged vessels as utilization started to improve. We did all of
this to best position our fleet and we are starting to see those moves pay off in increased
utilization. We indicated on the last conference call that the fourth quarter was going to be
difficult in the North Sea and the Americas. The varied additional costs in the quarter resulted in
weaker performance, but should result in a benefit to future operations. Southeast Asia held up
very well, however we may see some softness in that region during the early part of 2010, which we
anticipate to be moderate and reasonably short-lived.
In December we had the pension charge of $3.7 million in the North Sea which includes the U.K. and
Norway locations. The majority of the charge, ($3.2 million), relates to the U.K. location. Those
of you who have been following us for some time know that every three years we get an update on the
funding status of the multi-employer pension plans in which we participate in the U.K. Based on
initial estimates, we accrued the additional charge in the quarter. The estimate was higher than we
anticipated due to a decreased in value of the equity investments held by the fund.
We took delivery of the Highland Prince in November and today took delivery of the North Purpose,
both state-of-the-art 284 ft PSVs that will be working in the North Sea region. Additionally, the
two remaining medium-sized anchor handlers being built in Poland are scheduled for delivery in the
third quarter. These two boats will augment the highly successful group of medium sized anchor
handlers in the Southeast Asia fleet, although their potential usage is worldwide. Today, after
adding the North Purpose nearly two months ahead of schedule to take advantage of market
opportunities, our new construction program is largely complete and the vast majority of the costs
associated with the program have been incurred.
Mr. Streeter continued, We expected a difficult fourth quarter. We knew we would face a tough
market and we adjusted our activity and repositioned our fleet to best take advantage of the
competitive landscape we perceived. As always, we are focused on generating maximum long-term
earnings even if that involves some reduction in short-term profitability. During 2009, which was
not a very inspiring period for our industry, we had a number of significant achievements,
including the refinancing of the debt assumed in the Rigdon acquisition, a substantial reduction of
total debt, and we added safeguards to our Jones Act position. Combined with our strong balance
sheet, our fleet mix and positioning give us greater opportunity to take advantage of a larger
range of possibilities than ever before.
GulfMark Offshore, Inc.
Press Release
February 24, 2010
Page 4
Press Release
February 24, 2010
Page 4
Liquidity and Capital Commitments
Cash flow from operations totaled $32.4 million in the fourth quarter, compared to $47.5 million
for the third quarter. Remaining commitments for the new build program total approximately $57.8
million. These commitments will complete the new build program requirements and are expected to be
funded from cash on hand and cash generated from operations throughout 2010. Cash on hand at year
end was $92.1 million and the Company has no amount drawn under its $175.0 million revolving credit
facility. Total debt at December 31, 2009 was $359.7 million, and debt net of cash on hand was
$267.6 million.
Thus far during 2010, the Company has paid $47.0 million
of the $68.5 million new build
requirement. This amount was paid out of cash on hand and the final $21.5 million is likewise
expected to be paid out of cash on hand and cash generated from operations.
Conference Call Information
GulfMark will conduct a conference call to discuss the Companys earnings with analysts, investors
and other interested parties at 9:00 a.m. Eastern time on Thursday, February 25, 2010. Those
interested in participating in the conference call should call 866-700-0161 (international callers
should use 617-213-8832) ten minutes in advance of the start time and ask for the GulfMark Fourth
Quarter Earnings conference call. A telephonic replay of the conference call will be available for
four days, starting approximately 2 hours after the completion of the call, and can be accessed by
dialing 888-286-8010 (international callers should use 617-801-6888) and entering access code
77295458. The conference call will also be available via audio webcast and podcast download,
accessible from the Investor Relations section of our website at www.GulfMark.com. A transcript of
the call will be furnished to the SEC on Form 8-K as soon as practicable.
GulfMark Offshore, Inc. provides marine transportation services to the energy industry through a
fleet of offshore support vessels serving every major offshore energy market throughout the world.
Contact: | Quintin V. Kneen, | |||
Executive Vice President & | ||||
Chief Financial Officer | ||||
E-mail: | Quintin.Kneen@GulfMark.com | |||
(713) 963-9522 |
This press release contains certain forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995, which involve known and unknown risk,
uncertainties and other factors. Among the factors that could cause actual results to differ
materially are: price of oil and gas and their effect on industry conditions; industry volatility;
fluctuations in the size of the offshore marine vessel fleet in areas where the Company operates;
changes in competitive factors; delay or cost overruns on construction projects and other material
factors that are described from time to time in the Companys filings with the SEC, including the
registration statement and the Companys Form 10-K for the year ended December
31, 2008. Consequently, the forward-looking statements contained herein should not be regarded as
representations that the projected outcomes can or will be achieved.
GulfMark Offshore, Inc.
Press Release
February 24, 2010
Page 5
Press Release
February 24, 2010
Page 5
Reconciliation of Non-GAAP Meaasures
Year Ended December 31, | ||||||||||||||||
Operating | Tax Benefit | |||||||||||||||
Income | (Provision) | Net Income | Diluted EPS | |||||||||||||
(in millions, except per share data) | ||||||||||||||||
Before Special Items |
$ | 110.2 | $ | (5.3 | ) | $ | 83.8 | $ | 3.29 | |||||||
Impairment Charge |
$ | (46.2 | ) | $ | 17.0 | $ | (29.2 | ) | $ | (1.15 | ) | |||||
Gains on Disposal of Vessels |
5.6 | | 5.6 | 0.22 | ||||||||||||
Foreign Tax Benefit, Net |
| 5.5 | 5.5 | 0.22 | ||||||||||||
Cash Repatriation, Foreign Operations |
| (15.1 | ) | (15.1 | ) | (0.59 | ) | |||||||||
$ | (40.6 | ) | $ | 7.4 | $ | (33.2 | ) | $ | (1.30 | ) | ||||||
U.S. GAAP |
$ | 69.6 | $ | 2.1 | $ | 50.6 | $ | 1.99 | ||||||||
Three Months Ended | ||||||||||||||||||||
Statement of Operations (unaudited) | December 31, | September 30, | June 30, | March 31, | December 31, | |||||||||||||||
(in thousands, except per share data) | 2009 | 2009 | 2009 | 2009 | 2008 | |||||||||||||||
Revenue |
$ | 84,655 | $ | 90,764 | $ | 104,656 | $ | 108,795 | $ | 121,883 | ||||||||||
Direct operating expenses |
47,060 | 39,508 | 39,132 | 40,482 | 39,833 | |||||||||||||||
Drydock expense |
4,418 | 6,398 | 2,642 | 2,238 | 1,493 | |||||||||||||||
General and administrative expenses |
10,039 | 11,556 | 11,565 | 10,540 | 10,923 | |||||||||||||||
Depreciation and amortization expense |
13,996 | 13,533 | 13,146 | 12,370 | 12,574 | |||||||||||||||
(Gain) loss on sale of assets |
(55 | ) | 4 | (869 | ) | (4,632 | ) | (16,054 | ) | |||||||||||
Impairment charge |
| | | 46,247 | | |||||||||||||||
Operating Income |
9,197 | 19,765 | 39,040 | 1,550 | 73,114 | |||||||||||||||
Interest expense |
(5,052 | ) | (5,146 | ) | (4,946 | ) | (5,137 | ) | (7,023 | ) | ||||||||||
Interest income |
113 | 128 | 76 | 60 | 469 | |||||||||||||||
Foreign currency gain (loss) and other |
(268 | ) | 532 | 790 | (2,206 | ) | (714 | ) | ||||||||||||
Income before income taxes |
3,990 | 15,279 | 34,960 | (5,733 | ) | 65,846 | ||||||||||||||
Income tax benefit (provision) |
(15,253 | ) | (2,577 | ) | (37 | ) | 19,954 | (6,526 | ) | |||||||||||
Net Income (Loss) |
$ | (11,263 | ) | $ | 12,702 | $ | 34,923 | $ | 14,221 | $ | 59,320 | |||||||||
Earnings per share: |
||||||||||||||||||||
Basic |
$ | (0.45 | ) | $ | 0.50 | $ | 1.39 | $ | 0.57 | $ | 2.39 | |||||||||
Diluted |
$ | (0.44 | ) | $ | 0.50 | $ | 1.38 | $ | 0.56 | $ | 2.35 | |||||||||
Weighted average common shares |
25,253 | 25,235 | 25,132 | 24,978 | 24,867 | |||||||||||||||
Weighted average diluted common shares |
25,525 | 25,485 | 25,362 | 25,190 | 25,195 |
GulfMark Offshore, Inc.
Press Release
February 24, 2010
Page 6
Press Release
February 24, 2010
Page 6
Three Months Ended | ||||||||||||||||||||
December 31, | September 30, | June 30, | March 31, | December 31, | ||||||||||||||||
Operating Statistics | 2009 | 2009 | 2009 | 2009 | 2008 | |||||||||||||||
Revenue by Region (000s) |
||||||||||||||||||||
North Sea based fleet |
$ | 34,458 | $ | 40,722 | $ | 46,324 | $ | 43,911 | $ | 52,995 | ||||||||||
Southeast Asia based fleet |
20,243 | 19,114 | 19,517 | 17,669 | 20,354 | |||||||||||||||
Americas based fleet |
29,954 | 30,928 | 38,815 | 47,215 | 48,534 | |||||||||||||||
Rates Per Day Worked |
||||||||||||||||||||
North Sea based fleet |
$ | 17,173 | $ | 20,171 | $ | 21,199 | $ | 21,073 | $ | 21,176 | ||||||||||
Southeast Asia based fleet |
20,105 | 21,180 | 21,201 | 20,699 | 19,928 | |||||||||||||||
Americas based fleet |
14,395 | 16,894 | 15,704 | 17,302 | 17,090 | |||||||||||||||
Overall Utilization |
||||||||||||||||||||
North Sea based fleet |
87.2 | % | 90.5 | % | 93.1 | % | 84.5 | % | 96.8 | % | ||||||||||
Southeast Asia based fleet |
93.1 | % | 85.8 | % | 93.8 | % | 87.2 | % | 99.2 | % | ||||||||||
Americas based fleet |
64.8 | % | 57.3 | % | 79.9 | % | 92.9 | % | 95.7 | % | ||||||||||
Average Owned/Chartered Vessels |
||||||||||||||||||||
North Sea based fleet |
24.4 | 24.0 | 25.0 | 25.9 | 26.3 | |||||||||||||||
Southeast Asia based fleet |
12.0 | 11.7 | 11.0 | 11.2 | 11.3 | |||||||||||||||
Americas based fleet |
36.0 | 35.8 | 34.8 | 33.2 | 32.7 | |||||||||||||||
Total |
72.4 | 71.5 | 70.8 | 70.3 | 70.3 | |||||||||||||||
Drydock Days |
||||||||||||||||||||
North Sea based fleet |
30 | 65 | 16 | 46 | 29 | |||||||||||||||
Southeast Asia based fleet |
| 25 | 29 | 26 | | |||||||||||||||
Americas based fleet |
63 | 110 | 48 | | | |||||||||||||||
Total |
93 | 200 | 93 | 72 | 29 | |||||||||||||||
Expenditures (000s) |
$ | 4,418 | $ | 6,398 | $ | 2,642 | $ | 2,238 | $ | 1,493 | ||||||||||
At February 23, 2010 | At February 20, 2009 | |||||||||||||||
2010(1) | 2011(2) | 2009(1) | 2010(2) | |||||||||||||
Forward Contract Cover(1) |
||||||||||||||||
North Sea based fleet |
72.5 | % | 37.2 | % | 71.0 | % | 37.1 | % | ||||||||
Southeast Asia based fleet |
71.1 | % | 30.6 | % | 67.3 | % | 40.5 | % | ||||||||
Americas based fleet |
43.8 | % | 14.0 | % | 60.2 | % | 28.3 | % | ||||||||
Total |
58.4 | % | 24.5 | % | 65.3 | % | 33.5 | % | ||||||||
(1) | Forward contract cover represents number of days vessels are under contract or option by customers for the remaining quarter(s) of the current year divided by total remaining days vessels are available for charter hire for the same period. | |
(2) | Represents full calendar year. |
GulfMark Offshore, Inc.
Press Release
February 24, 2010
Page 7
Press Release
February 24, 2010
Page 7
Twelve Months Ended | ||||||||
December 31, | December 31, | |||||||
Statement of Operations (unaudited) | 2009 | 2008 | ||||||
Revenue |
$ | 388,871 | $ | 411,740 | ||||
Direct operating expenses |
166,183 | 143,925 | ||||||
Drydock expense |
15,696 | 11,319 | ||||||
General and administrative expenses |
43,700 | 40,244 | ||||||
Depreciation and amortization expense |
53,044 | 44,300 | ||||||
Impairment Charge |
46,247 | | ||||||
Gain on sale of assets |
(5,552 | ) | (34,811 | ) | ||||
Operating Income |
69,553 | 206,763 | ||||||
Interest expense |
(20,281 | ) | (14,291 | ) | ||||
Interest income |
377 | 1,446 | ||||||
Foreign currency gain (loss) and other |
(1,153 | ) | 1,609 | |||||
Income before income taxes |
48,496 | 195,527 | ||||||
Income tax benefit (provision) |
2,087 | (11,743 | ) | |||||
Net Income |
$ | 50,583 | $ | 183,784 | ||||
Earnings per share: |
||||||||
Basic |
$ | 2.01 | $ | 7.74 | ||||
Diluted |
$ | 1.99 | $ | 7.56 | ||||
Weighted average common shares |
25,151 | 23,737 | ||||||
Weighted average diluted common shares |
25,446 | 24,319 |
GulfMark Offshore, Inc.
Press Release
February 24, 2010
Page 8
Press Release
February 24, 2010
Page 8
Twelve Months Ended | ||||||||
December 31, | December 31, | |||||||
Operating Statistics | 2009 | 2008 | ||||||
Revenue by Region (000s) |
||||||||
North Sea based fleet |
$ | 165,415 | $ | 226,124 | ||||
Southeast Asia based fleet |
76,544 | 77,851 | ||||||
Americas based fleet |
146,912 | 107,765 | ||||||
Rates Per Day Worked |
||||||||
North Sea based fleet |
$ | 19,930 | $ | 22,837 | ||||
Southeast Asia based fleet |
20,780 | 17,723 | ||||||
Americas based fleet |
16,098 | 16,567 | ||||||
Overall Utilization |
||||||||
North Sea based fleet |
88.8 | % | 94.6 | % | ||||
Southeast Asia based fleet |
90.0 | % | 94.5 | % | ||||
Americas based fleet |
73.3 | % | 93.4 | % | ||||
Average Owned/Chartered Vessels |
||||||||
North Sea based fleet |
24.8 | 27.2 | ||||||
Southeast Asia based fleet |
11.5 | 13.0 | ||||||
Americas based fleet |
35.0 | 19.3 | ||||||
Total |
71.3 | 59.5 | ||||||
Drydock Days |
||||||||
North Sea based fleet |
169 | 153 | ||||||
Southeast Asia based fleet |
80 | 39 | ||||||
Americas based fleet |
221 | 176 | ||||||
Total |
470 | 368 | ||||||
Expenditures (000s) |
$ | 15,696 | $ | 11,319 | ||||
GulfMark Offshore, Inc.
Press Release
February 24, 2010
Page 9
Press Release
February 24, 2010
Page 9
Vessel Count by Reporting Segment | ||||||||||||||||
North Sea | Southeast Asia | Americas | Total | |||||||||||||
Owned Vessels as of December 31, 2008 |
26 | 11 | 33 | 70 | ||||||||||||
Newbuild Deliveries |
1 | 2 | 3 | 6 | ||||||||||||
Vessel Dispositions |
(2 | ) | (1 | ) | | (3 | ) | |||||||||
Owned Vessels as of December 31, 2009 |
25 | 12 | 36 | 73 | ||||||||||||
Newbuild Deliveries |
1 | | | 1 | ||||||||||||
Vessel Dispositions |
(1 | ) | | | (1 | ) | ||||||||||
Owned Vessels as of February 25, 2010 |
25 | 12 | 36 | 73 | ||||||||||||
Managed Vessels |
13 | 1 | 1 | 15 | ||||||||||||
Total Fleet as of February 25, 2010 |
38 | 13 | 37 | 88 | ||||||||||||
As of | As of | |||||||
Balance Sheet Data (unaudited) ($000) | December 31, 2009 | December 31, 2008 | ||||||
Cash and cash equivalents |
$ | 92,079 | $ | 100,761 | ||||
Working capital |
88,041 | 138,006 | ||||||
Vessel and equipment, net |
1,164,067 | 1,035,436 | ||||||
Construction in progress |
40,349 | 134,077 | ||||||
Total assets |
1,565,659 | 1,556,967 | ||||||
Long term debt (1) |
326,361 | 462,941 | ||||||
Shareholders equity |
987,468 | 854,843 |
(1) | Short-term portion of long-term debt included in working capital. |
Year Ended | Year Ended | |||||||
Cash Flow Data (unaudited) ($000) | December 31, 2009 | December 31, 2008 | ||||||
Cash flow from operating activities |
$ | 171,045 | $ | 205,201 | ||||
Cash flow used in investing activities |
(68,199 | ) | (186,787 | ) | ||||
Cash flow (used in) provided by financing activities |
(120,250 | ) | 56,754 |